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HomeMy WebLinkAbout2012-426 Visitor's Bureau - Diane Daniel for Agritourism Burchure $2,000 [Departmental Use Only] TITLE Publication contract FY 2012 ORANGE COUNTY CONTRACT UNDER$10,000.00 NORTH CAROLINA THIS AGREEMENT,made and entered into this 10th day of December, 2012, ("Effective Date") by and between Orange County,North Carolina,a body politic and corporate organized under the laws of the State of North Carolina,(the"County"),party of the first part;and Diane Daniel(the"Provider"),party of the second part; WITNESSETH: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the following services to the County in accordance with the terms of this Agreement,time being of the essence: The services and/or materials (hereinafter referred to collectively as "Services") to be furnished under this Agreement are as follows: writing services for publication called"Top 11 Ways to Enjoy Orange County's Farm Fresh Community" which will include descriptions and addresses and any all services described in Attachment A.Delivery Date will be approximately the end of February to early March 2013. The term of this agreement rendered shall be from December 10,2012 to March 2013. Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner to the satisfaction of the County. Provider shall be responsible for all errors or omissions, in the performance of the Agreement. Provider shall correct any and all errors, omissions, discrepancies, ambiguities,mistakes or conflicts at no additional cost to the County. Provider agrees that Provider shall not sub-contract any of the services to be provided in this Agreement, nor shall Provider assign any right or responsibility granted or required by this Agreement,without the prior written approval of the County. SPECIFIC TERMS 1. Payment: The County agrees to pay at the rates specified for Services satisfactorily performed in accord with this Agreement. The amount to be paid by the County shall not exceed Two thousand dollars, ($2000.00). Payment shall be made as follows: 50% billable and payable upfront with balance due within thirty (30) days of project completion. Should Provider fail to perform its duties under the terms of this Agreement,County may,without fault or penalty,withhold any payment associated with the work to be performed until such time as said work is completed. 2. Non—waiver: Failure by County at any time to require the performance by Provider of any of the provisions hereof shall in no way waive or affect the County's right hereunder to enforce the same,nor shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or a waiver of this Non-Waiver Clause. 3. Independent Contractor: The Provider shall operate as an independent Provider, and the County shall not be responsible for any of the Provider's acts or omissions. The Provider shall not be treated as an employee with respect to the Services performed hereunder for federal or state tax, unemployment or workers'compensation purposes. The Provider understands that neither federal,nor state,nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees of the Provider. 4. Insurance: The Provider shall obtain,at its sole expense, all insurance needed to adequately insure itself during the performance of these services as required by the County's Risk Management Policy. Revised December 2012 1 5. Indemnity: The Provider agrees to defend, indemnify, and hold harmless Orange County from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider. 6. Termination: This Agreement may be terminated at any time by mutual written agreement of the parties or by the County upon written notice to the Provider. 7. Entire Agreement: The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the parties unless and until modified in writing and signed by the parties. Modifications may be evidenced by telefacsimile signature. 8. Governin LL aw: Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina. Should either party initiate litigation to settle any dispute involving the terms of this Agreement such litigation shall be initiated in the General Court of Justice of North Carolina seated in Orange County,North Carolina. 9. Non Appropriation: Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate.In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement,then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. IN WITNESS WHEREOF,Orange County and the Provider have signed this Agreement,effective as of the day first written above. ORAN E PROVIDER l By: By: ��-�- 1 Co Title: FY,ctw�t-�{may 200 S.Cameron 1221 Clarendon St. P.O.Box$ 1 Durham,NC 27705 Hills borpu ,NC 21278 919-286-9293 This io' ment ha&be appro to technical content. L rie'Paoli elli,D partment ,irector This instrum nt has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act. axi� )), f AX�. Office of the Finance Director This in ment has been approved as to form and legal sufficiency. Z44m4u illh Office of the unty Attorney Revised December 2012 2 CHAP� EL HI' LL ATTACHMENT -A December 10,2012 To: Diane Daniel,Writer From: Laurie Paolicelli, Director,Chapel Hill/Orange County Visitors Bureau Re: Writing our new FARM FRESH ORANGE COUNTY TOP 11 BROCHURE Diane, Thank you for all that you do to promote farming in Orange County, NC, including the recent publishing of Farm Fresh North Carolina,the first statewide guidebook of its kind,which takes food lovers,families, locals and travelers on a tour of more than 425-farms and farm related attractions, all open to the public. It's a wonderful overview of the state's and Orange County's agricultural history. I appreciate your time(and patience) in working with me on the best way to begin building a tourism awareness campaign to help visitors enjoy the local farming community, in a way that makes sense. This includes farm assets open to the public,accessible on a regular basis. After many meeting and discussions,we agree to partner on the below summarized opportunity. Project Scope: Diane Daniel to write: "Top 11 Ways to Enjoy Orange County's Farm Fresh Community." Includes descriptions and addresses." $2,000 with half billable before you begin; and the balance due on completion. Deliver-date, approximately end of February or early March 2013. Tina Fuller,copied here, may have to write-up other paperwork but this will suffice for billing. The Visitors Bureau to own all copy and use on it various applications, including website, brochures, press releases. This is Visitors Bureau property and we will not credit sources, i.e.,you. Rather,this will be treated like the photos and copy we write and publish and will be used for non-profit visitor promotion. The attached fliers serve as a guideline of how we will use and promote this piece. Thank you Diane.