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HomeMy WebLinkAbout2014-139 AMS - Jeff Spady (5th Wall) for window evaluation at SHSC 2 /'/- l39' fJ n'/ 5 (Departmental Use Only] TITLE SHSC WINDOWS FY 2013/14 NORTH CAROLINA CONSULTING SERVICES AGREEMENT RFP—UNDER$90,000 ORANGE COUNTY This Agreement,made and entered into this 17th day of February,2014, ("Effective Date") by and between Orange County, North Carolina a body politic and corporate of the State of North Carolina (hereinafter, the "County") and Jeff Spady (5th Wall), (hereinafter, the "Consultant"). WITNESSETH: That the County and Consultant, for the consideration herein named, do hereby agree as follows: ARTICLE 1 SCOPE 01?WORK 1.1 Scope of Work 1.1.1 This Services Agreement("Agreement") is for professional consulting services to be rendered by Consultant to County with respect to (insert type of proje ct)Window Evaluation at Southern Human Services Center-2501 Homestead Road,Chapel hill,NC (Proposal No. 14- 01-03 dated January 31,2014) 1.1.2 By executing this Agreement,the Consultant represents and agrees that Consultant is qualified to perform and fiilly capable of performing and providing the services required or necessary under this Agreement in a fully competent,professional and timely manner. 1.1.3 Time is of the essence with respect to this Agreement. 1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and designated in Article 3 hereof. Compensation to the Consultant for Basic Services under this Agreement shall be as set forth herein. ARTICLE 2 RESPONSIBILITIES OF THE CONSULTANT 2.1 Services to be Provided. The Consultant shall provide the County with all services required in Article 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. 22. Standard of Care 2.2.1 The Consultant shall exercise reasonable care and diligence in performing services ` under this Agreement in accordance with the highest generally accepted standards of this type of Consultant practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Consultant is Revised 9/13 1 solely responsible for the professional quality, accuracy and timely completion and submission of all reports, drawings, specifications, plans, documents and services (hereinafter "Deliverables")related to the Basic Services. 2.2.2 The Consultant shall be responsible for all errors or omissions, in the deliverables prepared by the Consultant. 2.2.3 The Consultant shall correct at no additional cost to the County any and all errors, omissions, discrepancies, ambiguities,mistakes or conflicts in any Deliverables prepared by the Consultant. 2.2.4 The Consultant shall assure that all Deliverables prepared by it hereunder are in accordance with applicable laws, statutes, and that any necessary or appropriate applications for approvals are submitted to federal,state and local governments or agencies in a timely manner so as not to delay the Project. 2.2.5 The Consultant shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcmuwung small create, between the County and the subcontractor,any contract or any other relationship. 2.2.6 Any and all employees of the Consultant engaged by the Consultant in the performance of any work or services required of the Consultant under this Agme went, shall be considered employees or agents of the Consultant only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the 3 Consultant. 2.2.7 Consultant agrees that Consultant and its subcontractors, if any, shall be required to comply with all federal, state and local antidiscrimination laws, regulations and policies that relate to the performance of Consultant's services under this Agreement. I 2.2.8 If activities related to the performance of this agreement require specific licenses, certifications,or related credentials Consultant represents that it and/or its employees,agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications,or credentials are current,active,and not in a state of suspension or revocation. ARTICLE 3 BASIC SERVICES I 3.1 Basic Services 3.1.1 The Consultant shall perform as Basic Services the work and services described herein and as specified in the County's "RFP Number N/A for N/A (the "RFP')" issued N/A, 20 , which is fully incorporated and irrtegrated herein by reference together with Attachments N/A(designate all attachments). 3.1.2 The Basic Services will be performed by the Consultant in accordance with the following schedule: (Insert task list and milestone dates) Revised 9113 2 Task Milestone Date 1. Perform a comprehensive evaluation of the window assemblies 4/18/2014 2. 3. 4. 5. 6. 7. 8. 9. 10. 3.1.3 Should County reasonably determine that Consultant has not met the Milestone Dates established in Section 3.1.2 of this Article,County shall notify Consultant of the failure to meet the Milestone Date. The County, at its discretion may provide the Consultant seven (7) days to cure the breach. County may withhold the accompanying payment without penalty until such time as Consultant cures the Breach. In the alternative, upon Consultant's failure to meet any Milestone Date the County may modify the Milestone Date schedule. Should Consultant or its representatives fail to cure the breach within seven (7) days, or fail to reasonably agree to such modified schedule County may immediately terminate this Agreement in writing without penalty or incurring furrier obligation to Consultam. This section shall not be interpreted to limit the deftition of breach to the failure to meet Milestone Dates. ARTICLE 4 DURATION OF SERVICES # t 4.1 Scheduling of Services 4.1.1 The Consultant shall schedule and perform his activities in a timely manner so as to meet the Milestone Dates listed in Article 3. 4.1.2 Should the County determine that the Consultant is behind schedule,it may require the Consultant to expedite and accelerate his efforts, i wJuding providing additional resources and working overtime, as necessary, to perform his services in accordance with the approved project schedule at no additional cost to the County. 1 4.1.3 The Commencement Date for the Consultants Basic Services shall be February 17, 2014. ARTICLE 5 COMPENSATION 4 i 5.1 Compm ation for Basic Services t 5.1.1 Compensation for Basic Sa vices shall include all compensation due the Consultant from the County for all services under this Agreement except for any and orized Reimbursable Expenses which are defined herein. The maximum amount payable for Basic Services is One Thousnad Two Hundred Dollars ($1,200). Payment for Basic Services shall become due and payable in direct proportion to satisfactory services pakmed and work accomplished. Payments will be made as percentages of the whole as Project milestones as set Revised SM3 3 out in Section 3.1.2 are achieved. (For example, if there are 10 Project Tasks with Milestone Dates then Consultant may invoice for the first 10% of the whole upon County's acknowledgement of the satisfactory completion of Task one Upon the County's acknowledgement that the second Task has been satisfactorily completed Consultant may invoice for the next 10916 of the whole.) ARTICLE 6 RESPONSIBILITIES OF THE COUNTY 6.1 Cooperation and Coordination 6.1.1 The County has designated Wayne Fenton to act as the County's rotative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and the County Board of Commissioners and shall be available dining working haws as often as may be reasonably required to render decisions and to furnish information. 6.1.2 The County shall be solely responsible for determining whether Consultant as satisfactorily completed Tasks associated with Milestone Dates. Upon County's written determination to Consultant that a Task has been satisfactorily completed by its accompanying Milestone Date Consultant may submit an invoice for payment. It is agreed that County shall not unreasonably withhold its determination of satisfactory completion of any Task.In the event,the amount of an invoice is disputed,County may withhold payment until the dispute is resolved by the patties. County may also withhold payment on an invoice until the satisfactory completion of a Task by Consultant. r ARTICLE 7 INSURANCE AND INDE11U%'I'Y E 7.1 General Requirements 7.1.1 Consultant shall obtain, at its sole expense, Commercial Goal Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, Professional Liability Insurance, and any additional insurance as may be required by Owner's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at httoJ/aaanuexount ny_c. og_v contracts aso). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here N/A (if no additional insurance required mark N/A as being not applicable). Consultant shall not commence work until such insurance is in effect and certification thereof has been received by the Ownees Risk Manager. 7.2 indemnft 7.2.1 The Consultant agrees to indemnify and hold harmless the County from all loss, liability,claims or expense, including attorney's fees,arising out of or related to the Project and arising from bodily injury including death or property damage to any person or persons caused in whole or in part by the negligence or misconduct of the Consultant except to the extent same,are caused by the negligence or willful misconduct of the County. It is the inert of this provision to Revised 8/13 4 require the Consultant to indemnify the County to the fullest extent permitted under North Carolina law. ARTICLE 8 AMENDMENTS TO THE AGREEMENT 8.1 Changes in Basic Services 8.1.1 Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Consultant. The Consultant shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. ARTICLE 9 TERAMATION 9.1 Termination for Convenience of the County 9.1.1 This Agreement may be terminated without cause by the County and for its convenience upon seven(7)days prior written notice to the Consultant. 9.2 Other Termination 9.2.1 The Consultant may terminate this Agreement based upon the County's material breach of this Agreement, provided the County has not taken all reasonable actions to remedy the breach. The Consultant shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. a i 9.3 Compensation After Termination 9.3.1 In the event of termination,the Consultant shall be paid that portion of the fees and expenses that it has earned to the date of termination,less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Consultant. 9.3.2 Should this Agreement be terminated,the Consultant shall deliver to the County within seven(7)days,at no additional cost,all Deliverablm including any electronic data or files � relating to the Project. 9.4 Waiver { 9.4.1 The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Consultant with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the Comity for any breach of this Agreement or a waiver of any other required compliance with this Agreement ARTICLE 10 ADDMONAL PROVISIONS 10.1 , Relationship of Parties Revised 9113 5 10.1.1 Consultant is an independent contractor of the County. Neither Consultant nor any employee of the Consultant shall be deemed an officer, employee or agent of the County. Consultants personnel shall not be employees of or have any contractual relationship with the County. 10.2 Limitation and Assignment 10.2.1 The County and the Consultant each bind themselves,their successors,assigns and legal representatives to the terms of this Agreement. Neither the County nor the Consultant shall assign or transfer its interest m this Agreement without the written consent of the other. 10.3 Governing Law 103.1 This Amt and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. Consultant shall at all times remain in compliance with all applicable local, state, and federal laws,rules,and regulations including but not limited to all anti-discrimination laws. Purscent to the terms of North Carolina General Statute 153A449(b) no county may enter into a contract with a contractor unless the contractor and the contractor's subcontractors comply with the requirements of Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable,failure to maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes constitutes Consultant's breach of this Agreement By executing this Agreement Consultant affmns Consultant is in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. E 10.4 Dispute Resolution I F 10.4.1 Any and all suits or actions to enforce,interpret or seek damages with respect to } any provision of, or the performance or non-performance of,this Agreement shall be brought m the General Court of Justice of North Carolina sitting m Orange County,North Carolina and it is l agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or acti . The Parties may agree to nonbinding mediation of any d Vft prior to the bringing of w ich suit or action. 10.5 Extent of Agreement 10.5.1 This Agreement, together with the Request for Proposals together with attachments ffistributed by the County and the Consultant's submitted Proposal, all of which constitute the Contract Documents, represents the entire and integrated agreement between the County and Pe Consultant and supersedes all prior negotiations,representations or agreements, either writte or oral. In the event of a conflict among the terms of the Contract Documents,the � priority ofd ents shall be This Agreement,the County's Request for Proposals, attachments to the Count 's Request for Proposals, the Consultant's Proposal. This Agreement may be amended on]r by written instrument signed by both parties.Modifications may be evidenced by facsimile m, 10.6 Severability Revised 9/13 6 10.6.1 If any provision of this Agreement is held as a matter of law to be uneanforceable,the remainder of this Agreement shall be valid and binding upon the Parties. 10.7 Ownership of Deliverables 10.7.1 All Deliverables,together with all supporting materials, source documentation, data collected, field notes, and working drafts, developed in the performance of this Agreement shall become the property of the County and may be used on any other project without additional compensation to the Consultant. The use of the Deliverables by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. 10.8 Non-Appropriation 10.8.1 Consultant acknowledges that County is a governmental entity,and the validity of tins Agreement is based upon the availability of public finding 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 imnrediately upon written notice to Consultant of the unavailability and non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to went the requirements of this Agreement,but only as an emergency fiscal measure during a substantial fiscal crisis. In the event of a change in the County's statutory authority,mandate and/or mandated functions, by state and/or federal legislative or regulatory action, which adversely affects County's I authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upotr written notice to Consultant of such limitation or change in County's legal authority. i 10.9 Notices 10.9.1 Any notice required by this Agreement shall be in writing and delivered by certified or registered mail,return receipt requested to the following: Orange County Consuhant's Name&Address Attention:Wayne Fenton Jeff Spady(5 h Wall) P.O.Box 8181 9601 Baileywick Road Hillsborough,NC 27278 Raleigh,NC 27615 [SIGNATURE PAGE TO FOLLOW] Revised 9113 7 iN wrrmss wEwRFoF' the Parties, by and high their authorized agents, have hereunder set their hands and seal,all as of the day and year fast above written. COUNTY: a unty CONSULTANT: Jeff Spady County Manager Signature This instrument has been approved as to technical contest (2t 14e& -5-- C-77�,————, Jeffivy Thoiapson.-Department for This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act Office of the Chief Financial Officer 3 This instrument has been ved as to form and legal sufficiency. i i Office of the /96itly Attorney l i i f Revised 9113 8 W�u J L P047 osXs CML'AJLTA*P January 31,2014 Jeff Thompson Orange County Asset Managern,nt Services 131 West Margaret Lane PO Box 8181 Hillsborough,NC 27278 RE: Window Evaluation Southern Human Services Chapel Hill,NC 51hWall Proposal No. 14-01-03 Dear Mr.Thompson: At your request we have prepared this proposal for providing selected services for the referenced project. Generally,the services to be provided include perfanning an evaluation of the condition of the existing windows of the referenced hwility. We understand d that the subject facility, constucted in 1992,has been experiencing changes in interior temperatures though to be a result of deficiencies within the window assemblies. As sum it is suspected that portions of the window assembly including airtight seals between individual glass penes,seals at window frames, and sealants at mWaces with other building components may be the source(s)of the afortiamred changes in temperature. i Southern Human Services incorporates a total of 48 window assemblies. All are insulating glass types i which incorporate 4 to 6 individual smaller windows within a single larger unit Seven are large multi- 1 light arched glass units;the remaining window assemblies are rectangular in shape. i Because of the age of the facfiity and recurring issues with interior temperatures, Orange County is desirous of gaining insight as to the overall condition of the window assemblies and any remedial action that may be needed. In general our services will c mist of the following: A. Perfuming a comprehensive visual evahusdion of the window assemblies. The evaluation will nade the condition of various window components to include seals, sealants, mullions, and frames. B. Preparing a report summnarizing our findings,conclusions,and r daticns. Also included in the report will be order of magnitude for ate*needed remedial actions. Additionally, the report will include photographs of selected windows and observed conditions. Regarding costs,depending on our observations,and should rat be recommended,initial order of magnitude costing can be anticipated at approximately$2,000 per writ. Please note that the unit cost may be more or less depending on type of unit selected,various physical features (number of individual glass lights,th and remstance,reftwhvity,etc.). More refined cow can be generated once the initial assessment has been completed. 9601 BaOeywicic Rd•Rateigu,NC 27615 www.5thvMRXIc nom 919816-4715 Jeff Thompson Window Evaluation Soull ma limman Services Chapel Ml,NC 5thWell Proposal No. 1401-03 January 31,2014 Pap Assistance Requested of Oram Cousty And Mstaagement We request your assistance in performing the various tasks described herein as follows: A.. Providing access to all areas of the irderior of the facility to allow observation of the various window compote for gel condition as well as evidence of air infibrationAmcfiltradon.and moisture. B. Providing access to the exterior of the facility to allow e=mination of the various window components for damage and moisture intrusion.. C. Designating your authorized representative with whom we may communicate regarding matters relating to the project. D. Crraati'ng peamissioru W take record and wren a photographs, R Providing copies of drawings,specifications,-reports,and records relative to the project for our use. FCC We propose to charge far our services based on our standard rates and unit cberges a lump sum cast of.6 S 1,2A0 Invoices will be issued monthly base on work completed. Payment is due in fall upon receipt of invoice. Timina f We propose to begin the work immediately upon receiving Your authorization to proceed and will complete the work in accordance with a mutually agreed upon schedule. Aatlm mizntion Upon your review and approval please Md Wde YOW acceptance of this prqpoal and our aeon to proceed by executing the attached Agreement for Professional Services and returning it to our ot$oe. Should a purchase order be issued,please reference this proposal in your purchase order. Should you have any questions please contact our office at your a mVemence We look forward to working with you on this project. Sincerely, 5thwaR Building Dkwmmdcs C MMUMIRts Jeffrey L.Spady,RRC 9601 Baitgywidc Rd•Raleigh,NC 27615 wwar 9191616-4715 6THWA-1 OP 1D:LJ .400/20" DATE(MMIDD/YYYY) �,Y� CERTIFICATE OF LIABILITY INSURANCE 02/07/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Phone:919-556-3698 CONTACT Post Office&Nash Agency,Inc. Fax:919-556-8758 PHONE FAX Post Offlce Box 1109 A/c o x<: A/c No Wake Forest,NC 27588 E-MAIL Lorie Borrelli,CIC,AAI ADDRESS: INSURERS AFFORDING COVERAGE NAIC S INSURER A:Hartford Casualty Ins Co. 29424 INSURED 5th Wall Building Diagnostics INSURER B:Lexington Insurance Co. 19437 Consultants LLC 9601 Bailywick Rd INSURER C Raleigh,NC 27615 INSURER D: INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE POLICY NUMBER MM/DO/YYYY M/DD EXP LIMITS LTR GENERAL LIABILITY EACH OCCURRENCE $ 2,000,0 A X COMMERCIAL GENERAL LIABILITY 22SBAVF0089 12/01/2013 12101/2014 PREMISES(Ea ocwrrence $ 300,00 CLAIMS-MADE I—XI OCCUR MED EXP(Any one person) $ 10,00 PERSONAL&ADV INJURY $ 2,000,0 GENERAL AGGREGATE $ 4,000,0 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 4,000,0 POLICY PRO- LOC $ AUTOMOBILE LIABILITY COMBINED a aca ent�NGLE LIMIT $ 2,000,0 A ANY AUTO 22SBAVF0089 12101/2013 1210112014 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON OWNED Peracddent PROPERTY AMAGE $ AUTOS UMBRELLA LIAB OCCUR EACH OCCURRENCE $ 1,000,0 A EXCESS LIAB CLAIMS-MADE 22SBAVF0089 1210112013 1210112014 AGGREGATE $ DED X RETENTION$ $ WORKERS COMPENSATION OR STATU- OTH- I T AND EMPLOYERS'LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE❑ N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L.DISEASE-EA EMPLOYE $ If yes,describe under E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS below B Professional 43926702 02/1212013 02/1212014 ea occ 1,000,0 Liability aggregate 1,000,0 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(Attach ACORD 101,Additional Remarks Schedule,it more space is required) RE:Window Condition Assessment Southern Human Services Chapel Hill, NC CERTIFICATE HOLDER CANCELLATION ORAN818 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Orange County ACCORDANCE WITH THE POLICY PROVISIONS, PO Box 8181 Hillsborough,NC 27278 AUTHORIZED REPRESENTATIVE ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010105) The ACORD name and logo are registered marks of ACORD