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Home My WebLink About2015-330-E Library - Friends of the NC Museum of Natural Science for programming $90 DocuSign Envelope ID: 3F44E585-8577-4785-A620-9F18E201 E378 [Departmental Use Only] TITLE Youth Services FY FY 2015-2016 ORANGE COUNTY CONTRACT UNDER $1,000.00 NORTH CAROLINA THIS AGREEMENT, made and entered into this 09 day of June, 2015, ("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 Friends of the North Carolina Museum of Natural Sciences (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 and/or construction (hereinafter referred to collectively as "Services") to be furnished under this Agreement are as follows: School-Age Program, "Snakes," provided by the North Carolina Museum of Natural Sciences at the Orange County Main Library, 137 W. Margaret Lane, Hillsborough,NC 27278 and paid to the Friends of the Museum. The term of this agreement rendered shall be from Tuesday, September 29, 2015 at 3:30 p.m. to Tuesday, September 29, 2015 at 4:30 p.m. 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. Pam: 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 ninety, ($90.00). Payment shall be made within thirty (30) days of an invoice properly submitted to County. 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 contractor, 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: Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may Revised 10/14 1 DocuSign Envelope ID: 3F44E585-8577-4785-A620-9F18E201 E378 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 htlp://oran eg counlync.gov/purchasing/contracts.asp). 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). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. 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 in carrying out Provider's duties and obligations related to the Services to be provided in this Agreement. 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 and Signatures: 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. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 1 IA and Article 40 of North Carolina General Statute Chapter 66. 8. Governing Law and Priority Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina. In determining the basic services to be provided, should any documents be referenced in or attached to this Agreement, the terms herein shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. 9. Dispute Resolution: Neither party may initiate binding arbitration. Any disputes shall be resolved by nonbinding mediation. 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. 10. 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. [SIGNATURE PAGE TO FOLLOW] Revised 10/14 2 DocuSign Envelope ID: 3F44E585-8577-4785-A620-9F18E201 E378 IN WITNESS WHEREOF, Orange County and the Provider have signed this Agreement, effective as of the day first written above. ORANGE COUNTY PROVIDER -DocuSigned by: -DocuSigned by: By: (,ltiGlln,�,a. Bbl t,V' By: F& bepafftmcut0irector Title. �qMW9a94&.communty outreach 200 S. Cameron St. Friends of the Museum/contact Martha Fisk P.O. Box 8181 11 West Jones Street Hillsborough,NC 27278 Raleigh,NC 27601 Revised 10/14 3 DocuSign Envelope ID: 3F44E585-8577-4785-A620-9F1 8E201 E378 A4r7 NCDENR North Carolina Department of Environment and Natural Resources Beverly Eaves Perdue Dee Freeman Governor Secretary October 7, 2011 Mary Penny Thompson Via e-mail only General Counsel and Debra Gardner Assistant Secretary N.C. Museum of Natural Sciences Debra.izardner(&- ncdenr._gpv Re: Liability Insurance Coverage Dear Debra: Insurance Requirements As as State agency, the North Carolina Department of Environment and Natural Resources is self-insured up to the limits of the North Carolina Tort Claims Act. The General Assembly has currently set those limits at $1,000,000 per occurrence. The State has not waived its sovereign immunity beyond the limits of the Act. This coverage applies to negligent acts or omissions of State employees while acting in the course and scope of their employment Sincerely, Mary Penny Thompson General Counsel cc: Michael G. Bryant 1601 Mail Service Center,Raleigh,North Carolina 27699-1601 One Phone:919-733-4984\FAX:919-715-3060 Internet:www.enr.state.nc.us NofthCarolina. An Equal Opportunity\Affirmative Action Employer-50%Recycled\10%Post Consumer Paper ;Vaturallff