HomeMy WebLinkAboutAgenda - 10-09-2007-4oORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: October 9, 2007
Action Agenda
Item Noe ~ - Z)
SUBJECT: Contract Approval: Construction Materials Testing and Observation Services
for Central Orange Senior Center/Sportsplex Renovation Project
DEPARTMENT: Purchasing and Central PUBLIC HEARING: (Y/N) No
Services
ATTACHMENT(S):
Proposal
Contract
INFORMATION CONTACT:
Pam Jones (919) 245-2652
PURPOSE: To consider approving a contract with Summit Engineering, Hillsborough, North
Carolina to perform construction materials testing and construction observation in conjunction
with the Central Orange Senior Center/Sportsplex Renovation project.
BACKGROUND: In order to ensure independent test results, project owners are generally
responsible for retaining a firm to provide materials testing and observations of certain activities
during construction. Representative examples of such work include: observation to ensure
proper compaction of soils during the construction of parking lot and validating the amount of
unsuitable soil found on a site or rock that must be moved in order for the project to proceed. A
broader explanation of the scope of services for this particular project is listed in the attached
proposal.
Summit Engineering is a local firm that has provided similar services to the County in the past.
Summit has proven its ability to provide quality service to the County on other projects at a
reasonable cost. Further, the Company's proximity to this project is a benefit to the County
since it would be able to respond quickly and at minimal travel expense to the site as the need
arises.
This contract exceeds the County's Manager's $5,000 authorization approval for professional
service contracts and is therefore submitted for Board approval.
FINANCIAL IMPACT: The estimated fee for this project is quoted as $8,000 and is included in
the project budget.
RECOMMENDATION(S): The Manager recommends that the Board approve a contract with
Summit Engineering, Hillsborough, NC to provide construction materials testing and observation
for the Central Orange Senior Center/Sportsplex Renovation; and authorize the Manager to sign
the contract.
t~
SUMMIT . _
Consulting Engineers, PLLC GEOTECNNICAL • PLANNING • ENGINEERING • SURVEYING • CONSTRUCTION MANAGEMENT
Au~3ust 1. 2Q07
Ms. Pamela ,tones. Director
Orange County Purchasing Department
PO 13ox 8 181
Hillsborou~~h NC 27278
Rclerence: Proposal for Construction ~.laterials Testing and Ohser~ation Seri ices
Central Oran~ze Senior Center
1-lillsborou~Th, North Carolina
Dear Nls. ,tones:
In accordance with your request, Summit Consulting Engineers is pleased to submit this proposal
to provide construction materials testing and observation services during construction of the
Central Orange Senior Center in I-lillsborough. North Carolina.
INTRODUCTION
SUntllllt Consulting Engineers, PLLC is a consulting engineering arm, which specializes in
geotecluiical engineering and construction materials testing and inspection services. Summit
provides excellence in professional services to a wide range of private clients aitd public
agencies. We have credible experience in the geotechnical and materials testis; industr}~ with an
excellent reputation with various state a;~encies and municipalities.
Swnmit has a qualified team of professional engineers and technicians available to exceed your
expectations for performance. We have extensive experience on similar projects, and we
understand your goals and objectives to ensure the sta~tdard of care for this project.
Swnmit operates under the guidance of our Qualit}~ System 1~~taln~al, ~~~hich addresses all
requirements of ASTM E 329 "Standard Practice for Use in Evaluation of Testing and Inspection
Agencies as Used iii Construction,'" and AASI-1T0 R18 "Establishing and Implementing a
Quality System for Construction Materials Testing Laboratories." Our objective is to provide 'the
quality of service. wliich results from implementing the quality system described by the manual
and required by the referenced standards. y
In an effort to maintain the highest qualit}~ control standards ~a~ithin our company, our laboratory.
equipment, and personnel are inspected both by our internal Qualitt~ Control Group and external
agencies such as NCDO"I". VVe are currently in the. process of havin~~ our soils and concrete
laboratory inspected and eertifed by NCDOT.
We maintain a staffof ccrtii~ied engineering technicians that we believe are uniquely qualified to
perform the soil and materials testing services fir this project. Currently. we have over•3U
Paec I cif a
X000 Corporate Drive Suite 101 Hillsborough, NC 27278 ~ 314-A North Madison Boulevard Roxboro, NC 27573
elephone (919J 732-3883 Fax (919J 732-6676 www.summit-engineercom Telephone (336J 599-3900 ~ Fax (3361599-1226
construction envineering and inspection personnel working on projects across the state. Our
technicians are certified in areas of concrete testing. asphalt pavement placement, soil density.
,4 BC sampling, borrow pit sampling. OSHA safety. radiological safety and gauge use, and
erosion control implementations.
PROPOSED PROJECT PERSONNEL
Sununit will assign Mr. Don Dewey, a Professional Engineer 4vith over 18 years of relevant
experience to serve as the project mana~~er for this project. He will coordinate all testing
activities including providing specific instructions to Summit personnel, reviewing all Held
reports fur accuracy and completeness, resolving any questions or problems as they develop. and
preparing summary reports of obsen~ation and testing activities at regular intervals.
Summit will assign an engineering technician who has extensive experience with this type of
building construction. The technician assigned to the project becomes a key project team player
and should be able to make expedient and appropriate recommendations that could otherwise
holdup construction activities.
Summit Consulting Engineers will provide the specified construction materials testing from our
Hillsborough oft~ce located only a few hundred feet from the project site.
SCOPE OF SERVICES
Based upon our experience on similar projects, the services Summit expects to provide would
include, but not be limited to the Following work elements: sitework, foundations, cast-in-place
cancrete, structural steel and paving. Our primary objective is to verify that the work is
performed and installed in accordance with the project documents.
The sewices Summit expects to provide would include but not necessarily be limited to the
following:
1. Observing proofrolling activities of subgrade soils prior to fill placement.
2. Determining extent of unsuitable soils and documenting quantities with field personnel.
3. Performing soil compaction testing during sitework operations.
~l. Verification of foundation excavations for bearing capacity.
5. Verification of the size and general arrangement of reinforcing steel per project plans and
speci i nations. y
6. Performing standard concrete tests including slump, air, temperature and fabricating
compressive strength cylinders per the specification.
Pace 2 o1'a
7. Performin; compactian testis; of a~?~?reaate stare base and subsequent observation and
testing of~thiekness. temperature and density (by cores and nuclear gaucae methods)
during asphalt pavin~~ activities.
COST OF SERVICES
The obsen~atian and testing services required for this project ~~-ill be provided on an as-requested
basis, as scheduled by the County qr your designated representative. Please note, the cost of our
services is directly related to the project schedule and the number of visits made to the project for
testing and observatian sen~ices. ~~~e have no control aver the project schedule and are on site
only when requested. The project will be invoiced on a time and materials basis for actual tivork
performed in accordance with the attached unit rate schedule.
Our oftice in Hillsborough is located just a few hundred feet Pram the project site. This local
presence allows us timely response with on-site consultation and can result in substantial savings
both in travel time and mileage charges. Our clase proximity also gives us the ability to quickly
react to last miliute scheduling tliat occurs from time to time on construction projects.
Based on our experience with projects of similar scope, Summit estimates the cost for
construction materials testing and observation services to be ~ 8,000.00.
SUMMARY COMMENTS
The philosophy of Summit Consulting Engineers is to maintain a high standard of quality in the
performance of our engineering, testing, and inspection functions. We consider our company to
be a service organization and our success depends on timely and appropriate response to the
concerns of our clients. This is accomplished by experienced personnel, thorough training,
properly maintained and calibrated equipment and diverse facilities. We believe the difference in
our services can be found in the quality and commihnent of the supervisory support staff and field
personnel. Many of Summit's clients are repeat customers due to this difference. The personnel
we have proposed for this project will be valuable members of the construction team by their
proven performance not only with the quality in which they perform their. specified duties but
also with dispute resolution and problem solving.
Summit recognizes that this, like all projects, is an important are, and tive feel that the quality of
the observation and testing services provided will have a great impact. on the success of the
project. Summit has extensive experience with this type of praject and is capable of providing
high quality observation and testing services. We hope this proposal has given an indication of
our qualifications, experience, and abilities.
SUlllnllt welcomes the chance to work on a project where qualih~ of service is a major
consideration. You are invited to visit our office and laboratory facilities at your convenience sa
~~acl' J 0~=t
that we can demonstrate the quality of our operation. Please call to schedule a tour or if you
require any additional information to assist in your decision regarding our proposal.
SUllllllll COIISUhIng, Engineers appreciates the oppol-tunit)~ to offer its services to you and looks
forward to ~+orkin~ with you.
Respectfully Submitted.
SUMMIT CONSLJL~f]NG ENGINEERS, PLLC
1
Don Dewe ~. P.E. ~~
).
Construction Services Manager
Enclosures: Schedule of Standard Rates
face 4 0l'4
W
.SUMMIT
Consulting Engineers
SCHEDULE OF STANDARD RATES
CONSTRUCTION QUALITY CONTROL
FIELD AND LABORATORY TESTING SERVICES
Charges will be made at the following rate for engineers, technical and support
personnel, equipment for setting up and closing our projects, obtaining and analyzing
field and laboratory data, report preparation, .and consultation.
Description Unit Rate
A. Engineering
1. Principal Engineer $100.00 / hr.
2. Professional Engineer $ 90.00 / hr.
3. Graduate Engineer, E.I. $ 65.00 / hr.
4. Engineering Technician (Sail, Foundations, Concrete, Asphalt) $ 40.00 / hr.
5. Structural Steel Inspector (Weld Inspection and Bolt Torque) $ 75.001 hr.
6. Cadd Technician $ 45.00 / hr.
7. Administrative/Clerical $ 35.00 / hr.
B. Laboratory
Soil:
8. Natural Moisture Content Determination (ASTM D 2216) $ 4.00 ea.
9. Engineering Classification (ASTM D 2488) $ 2.00 ea.
10. Wash #200 Sieve Analysis (ASTM D 1140) $ 45.00 ea.
11. Grain Size Analysis with Wash #200 Sieve $ 55.00 ea.
12. Atterberg Limits Test: Liquid Limit, Plastic Limit,
Plasticity Index (ASTM D 4318) $ 55.00 ea.
13. Moisture Density Relationship of Soils
a. Standard Proctor (ASTM D698) $120.00 ea.
b. Modified Proctor (ASTM D1557) $140.00 ea.
Schedule of Standard Rates
Field and Laboratory Testing Services
Pageiof2
t
Concrete:
14. Standard Compressive Strength (ASTM G 39) $ 15.00 ea.
15. Compressive Strength Cube $ 17.00 ea.
16. Compressive Strength Grout Prism $ 50.00 ea.
17. Compressive Strength Core Specimen $ 50.00 ea.
18. Concrete Beam, Modules of Rupture $ 40.00 ea.
Asphalt:
19. Density Cores (ASTM to 2726) $ 35.00 ea
C. Miscellaneous
20. Overtime
Saturdays and excess of 8 hrs. /day Time &'/Z
Sundays and Holidays Double Time
21. Mileage $0.47/mi.
22. Direct Expenses Cost + 15%
23. Coring Equipment -Coring Gun, Generator $250.00/day
Pricing for Additional Tests can be quoted upon request.
NOTES:
1. Unit prices are in effect for 12 months from date of proposal.
2. All rates are billed on a portal to portal basis.
3. Scheduling of field testing and observation services is required no less than the
working day prior to the date the services are to be performed.
4. Services cancelled without advance notice will be assessed a minimum 2 hour
charge.
5. A minimum charge of 2 hours applies to field testing and observation services.
6. For construction materials testing and observation services, an engineering review
charge to schedule and supervise personnel and evaluate and review reports will be
billed at a minimum of 0.5 hour per report issued. Concrete compression testing will
be charged 0.2 hour of review time for a set of cylinders.
Schedule of Standard Rates
Field and Laboratory Testing Services
Page 2 of 2
SUMMIT
Consulting Engineers
Client Name Oran~ae County
Purchasing Department
Address PO Box 8181
I-lillsborou~~h NC 27278
Contact Pam .)ones
Phone 2~1~ - 260
Description of Work
Fax
Provide Construction Materials Testing and Observation Services for the above referenced project as described in
otu Letter Proposal dated August 1, 2007, addressed to Orange County.
Fee Schedule
Fixed Fee-Amowlt •
^ We will perform the services noted in accordance with the Schedule of Standard Rates attached.
® Direct Expenses and/or outside services. i.e. copies, postage, courier service. etc. will be billed at 1.1 times our direct cost.
® Estimated Fee S 8,000.00 to be invoiced in accordance with the Schedule. of
Standards Rates attached to the proposal dated August 1., 2007.
Conditions of Payment
^ Retainer-Amount 1a~ail~eci'
^ Pa}mlent in full before drawing is released.
^'To be billed upon completion with payment due upon receipt.
® To be billed monthly with payment due upon receipt.
This proposal is valid for 30 days from the date it is si;~ned lay Summit.
Standard Contract For Professional Services
Project Nu)nber
Project Location Central Orange Selllol' Center
Meado~vland Drive
Hillsborough NC
l.:/ Gcntechnical/Contracts/Orange Cnunn~ -Construction Alaterials Testing. Central OranQl Senior Centcr.doc (i of 3)
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TERMS AND CONDITIONS
A12TICLE L' CLIEXT'S RESPO;VSItttLIT1E5
~) Client's Representative: The Client shall appoint a reprcstnlatiwe
authorirtd to act on the Clirm's hehall'uith respect m the Pntjcct. The C'licnt or
its rcprestntativt shall nrtkc decisions in a timeh manner regarding uIl aspects nl
the Pmject. shall exmnint documents suhmined by Summit Consuhing 1?ngineers
ihtrcinaficr referred u+ as SummiU and render decision: in a tinttl+ manner to
avoid unrcasonahlc d+aay in the uritrrlr and sequential progress nl' Summit's
services and the Protect schedule accepted he Client.
B) Client's Pro+~ram and Kud~,:ct Rryuirentents: Clicttt shall provide Summit
lull inlitnnatian in a timcl~ manner regarding all its rciluiromtnts for the Prnjrrt
including its nbjcctivts. schedule, crittna. a+nstrainu and hud~±rt includin_~
reasrntablt eonungtncies.
C.') Right oi' Entry: C'litnt shall pnwidt right of tnlrv Car Summit. its stall:
;uhconsultants.:ntd all nteessan equipment to iomplete the ~L`urk. Summit ++•ill
take reasonable precautions to minimize damage to propem. Client understands
that in the norntal course of ~+ork some damage may occur, [he enrrci:tion of
which is not pan of this .Agreement.
D) Required- Information: Client will furnish Summit all infarmatian.
rcyuircments, data, reports, suneys and instructions required to complete the
Scope al Strvi+as. including identihing the type and location of undergnuntd
intpmvcnttnts and utilities. and all existing conditions. Swnmit shall have the
n~~ht to rely upon the cumple;tenes> and accuracy of such infiinnetiun Client
ackna+wledges that certain assumptions ++•ill he made regarding existing conditions
that cannot he verified +vithout destruction ar damage to exxisting facilities. 'fo the
fullest txt+:nt permitted by law. Client agrees to +vaive all claims a~~ainst. and to
hold hamtless and indemnilc. Summit and its subeonsultants. I'or damages to
under4_round improvements and utilities and tar any costs associated with
undisclosed existing conditions.
E) Im'oices: Summit will render invoices every thirty days. Payment is due
upon presentation of invoice mtd is past due thirh• (30) days from imaice date.
Client agrees to pa}~ a serict charge of one and one half percent (1':i°'o) per
month. or the maximum rate allo+ved h. la+w. nn past dot accounts. Payment of
invoices shall not be subject to any discounts. set-oli's. or backcharges by Client
unless agreed to itt +ariting by Summit. Client shall pay all costs. expenses. and
distributions, including collection agency fees and expenses. court ousts and
reasonable attomtvs' fees incurred by Summit, in the event colection or legal
processes arc employed to collect ouutanding hilts.
F) Sales Tax: Client +will pay any applicable sales tax +chcncvcr deumtd to bt
due. Pavnttnt ttrnts are exclusive of sales tax.
ARTICLE Il: SUM1Il4IPI''S RF.SPOVSIi311,ITIF.S
.~) Standard of Care: Summit shall pertbnn the services called tier by this
:lgrecment +vith the level of care and skill ordinarily exercised by members of the
same professions currenth• practicing under similar conditions. No other
+varranty. expressed or implied. is made. Client ackno+eledges that increased
costs and changes may bt required dtie to omission.~ambiguities and
inconsistencies in the dra+ings and specifications. Client agrces to set aside a
contingency of at least 3°rb oC dtt Project constnletirnt cost to pay tier these costs
and changes. Client further agrees it will make no claims against Summit 1'or any
such costs and ch:mges covered by such contingency fund.
ti) Complinncc with Laws, Codes and Standards: Consistent +with the
professional standard of +:are. Summit will annply +aitli la++~s. codes. and
standards applicable to the Project design as of the efective date of this
Agreement or the issuance of the construction plans and specifications. whichever
is later.
C) Certificafions: Summit shall sign, if requested by Client, a statement that to
the best of its knot+itdge, infornation and belies; based in whole or in pan an
inl'omtation provided by others. the accuracy of +vhich has not been verified. that
the Project has been completed in general conibrmanee with the plans and
specifications. Summit shall oat be required to sign mty documents. no matter by
tivhom requested. in which Summit is required to certilj•, guarantee or warrant dte
existence of conditions the existence aF++•hich Summit has not ur cannot ascertain.
D) Construction Phase Services: If constrnction phase services are required in
the Scope of Services. the lotlo++'ing tcnns shall apph~:
11 Site Observation: If site ohscrvation visits arc la he provided by Summit.
Summit shall visit the rile at inter•als appropriate to the stag: (>f the constntaion.
or as otherwise expressly agreed to in the Scope oi' Services. in order to observe
[he pmgnss and qualiq' of the +vork camplctcd by the contractor. Such
obscrvatian is not ntram to hr an exhaustive check or a detailed inspection ul'the
eontraetor's work but rather to allow Summit to btcontt eenerally familiar with
the proeress of the V+'ork and ,to dctermint in general it the work is being
pcrti>rmtd in a manner indicating that. when Cully completed. the work will ht in
accordance with the Contract Documents. Summit shall not be rcyuircd to make
continuous or exhaustive inspections to check the yuantitw and qualiq• of the work
nor shall Sunnnit be responsible liar the.Cuntractor's failure to perlomt the Wurk in
accordance +vilh the Contract 17acumtnu.
~) Rejection of ~\'urk: Summit shall have dte authority ui rzject am +vork of the
ntntra+:0.+rs that is ni+t. in Summit'; professional lud_^_ntent. in accordance ~+ith the
l itnstructiun fh+cuntcnts. Neither dtis uuthorit~ nor the ~zuoil li~ith lud_mrnt t+t r+:jcct
or not reject auty such pork shall subject Summit tit am liahilit+ ur cause nl' artian on
behalf of th+: cantracturs. subcontractors nr am other suppliers nr p+:nons pcrtbnnin~~
poniints of llte +vi+rk on the Prgjcct.
3) tiy'nrk Site Safety: C'liem agrees that Summit shall not supcn isr ur direct.:+r hn+c
am rcspunsihilit) li+r. control aver nr charge ol: the Contrtctur.;' work i+r the
COnilnlCllint ntta115. rl7elht+tls. ltl'Itnlyntj, til'yUl'It~ei or procedures. or tier the +rork
site satcq' precautions ur programs in connection +cith the 1Nork. The>t rights and
rtsponsinilit;ts are solely thasc of the' pant' or parties performing the acwal
construction of the I'rgjtct. Neither the professional acti+itics of Summit. nor the
presence ol'Sununit personnel and subcimsuhants at the construction site. shall relieve
the Contractors and any other entity of their obligations. duties and respimsihilitits
including. but not limited to. construction means. nttthnds. sequence. techniques or
procedures necessary for ptrfomting. superintending or coordinating all ponirnts of
the 1b'ork safely and in accordance with any health ar safety requirements al' am•
regulatory agenc). The Client agrees that the Client. Summit and its suhconsultants
shall bt indenmified h+' the Contractors and ;hall he made addiu++nal atoned; under
the Contractors' gcnerah umbrella and excess liability insurance policies.
d) Submittals and Shop Dra~+•ings: If the Scope of Services includes the rtvie+w nl'
Contractor submittals and shop drawings. then Summit will revie++ such submittals
and shop drawings for the limited purpose of checking tier conformance with the
design concept expressed and the infornation provided in the Construction
Documents. '('his revit++ shall not include review of the accuracy or completeness of
details. such as quantities. dimensions. weights or gauges, fabrication processes,
construction ntcans or methods. coordination of the work +rith other trades or
constmction safety precautions. all of whii:h are the respwtsibility of the Crnttractors.
The rtvie+v shall he conducted with reasonable promptness while allo+ving sufficient
time in Summit's judgment to permit adequate review. Review of a specific item
shall not indicate that Summit has reviewed the entire assembly of which the item is a
component. Summit shall not he responsible for an}~ deviations liom the Contract
Documents not brought to its attention in ++•riting by the Contractor. Summit shall not
be required to review partial submissions or those for tehich submissions oCcorrelatcd
items have oat been received.
S) Requests for Clarification or Interpretation: Summit shall provide. +vith
reasonable prompmess. written responses to requests from Contractors for
clarilicatinn and interpretation of the requirements of the Contract Documents. If
such requests fur infornation. clarification or interhrMation arc, in 5ummiCs
professional opinion, liar inCorntation readily apparent fmm reasonable observation nl'
lield conditions or a review of the Crnttract Documents. or reasonably inferable
therefrom. Summit shat) bt entitled to additional eompcnsation at iLS regular billing
rates for its time spent responding to such requests.
6) Record Documents: If rcyuircd by the Scope of Services. upon completion of the
y~'ork. Summit shall canpilt for and deliver to the Client a reproducible set of Record
Documents conforming to the marked-up prints. drawings and other data famished to
Summit by the C'ontracror. ~1'his set of Record Documents will show significant
rhnnges made during construction. Because these Recoril Documents are ha5Cil im
anvtrilitd information pravidtd b) other parties drat Summit will trssunte to be
reliable. Summit cannot and does not warrant their accuracy.
E) Insurance: Summit shall maintain worker's compensation insurance required by
lain. Summit represents and +varrants that it maintains general liability and property
damage insurance. Certificates for such policies shall be provided Io Client upon
+vrit[en request. Clitm shall maintain at its o+vn cast and expense, its own general
liability and propem• damage insurance. Client and Summit waive all rights against
eaoh other and SummiCs subcansultants, agents geld crnployees lix damages caused
by any peril to the extent covered by the proptn}' insurance maintained by Client.
except In the extent such proceeds arc held h} Client as u~ustte. 'this waiver of
subrogation shall he effective as to a ptrsan or tinily even though that person or entity
would otherwise have a duty of indemnification, contractual or othenwist. did not pay
the insurance premium directly ar indirectly. and whetltcr ur n<tt the person or entity
had an insurable interest in the property damaged.
Article 111: General Leal Provisions
A)• O+wne.rship of llocume.nts: Drt+vings. specifications. and all other do+xrmcnts
prepared M• Summit or its suhconsulWnts. including those in electronic Ibmt
(colltctive.ly "Design Documents") arc instnrments of sea ice. Summit shall retain all
common law. staunor and other reserved rights. including copyright thereto. The
Dtsi_gn Di+eumcnts. incluifin4.! those in tltetranie fi+rm are furnished t'or use soleh
with resp+;ct to this Agretntenl. Client is permitted tit retaut citpies nl' t)te Design
L:/GcotechnicaVCnntractslOrangc Cmmty -Construction Materials Testing, Central Orange Senior Centcr.doc (3 of 3)
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Documents. including those in electronic furor. fur information and reference in
connection +rith the Project. Client shall not use the Design Docmnents. includin,
those in electronic titan furnished by Summit or its subconsultants on other
projects. for additions to this Project. or tier the completion of` this Pn~ject by
others. +cithout the express +vriuen cimsent of Summit. .Any reuse ++ithnm +critten
canscm shall be a[ Client's risk and full Iceal responsihilin. Client aJCes to hold
harmless and indenutih Summit and its suhcctnulunns Gam am and all claims.
suits. demands. damar'es. liabilities. and cost>. including rea~,unahlt attorne} 1'te;.
arisimz I~cun uch reuse.
13) RMemion of Documents: tiummit ++ill retain. pursuant to its usual dncumem
retention polio}. records relating to the t','ork fur a period ul' three t.) }ears
1'nllowin~ contplctii»t of the tVork Ihrring this period. records ++iII be made
available ur the Client at Summit's office during nornrtl business hi>urs upim
seven (7r ilay's notice.
(.`) Asbestos and Hazardous Materials: 14tlcss i+thenvise spcciticalh' provided
in the Scope of Sen'ices. Summit and its suhconsuhants .hall have no
respnnsihilin for the discovcn. presence. handling. removal. or dispi?sal al•
asbestos or hazardous or toxic mmerials.
IY) 'termination and Suspension: This Agreement mad he temrinated h+ cidter
party upon wren (7) days +crinen notice in the event of substantial )'allure by the
"other pam• nt perform in accordance wide the terms hereirf. Such termination
shall not be ctlective if the substantial failure is remedied heli+re expiration of the
seven i71 dart. Client's failure to pap mvoicc> ++'itltjrt dtirt} (3O1 days shall he
deemed a suhst:+ntial failure t„ perGtrm. In such c+•ent. Sununii mr,} terntinate
this Agreement nr immediately suspend the perfomtanec of sen'ices until such
failure has hcen cured. "fhe Client ma}• terminate this .Agreement for its
cum~enicnce upon fouttecn (14) days written notice. In the event of a termination
I'or convenience. Client Hill pay Summit !i?r services performed to the tcrntinalion
effective date plus reasonable tenttination expenses +vithin ten (10) calendar days
of receipt of a final invoice.
ht [hc event the project. or am' p113se M tl IS delayed for iea50n> beyond 5mnmit's
contritl, unbilled work +vill he invoiced at the standard hourly roles tier the actual
number of hours expended. Completed phases will he billed at fees quoted
hcrcin.
Is) Disputes: In an effort to resolve any conflicts that arise during the desir:n or
constmctiat of the Project nr after cinnpletion of the Project. all claims. disputes.
or other moneys in question between the parties to this Agreement that arise out of
or relate to this Agreement or the breach thereof shat) be submitted ro nonbindin,
mediation before a neutral Third-part' mediator acceptable to both parties. Such
mediation shall be a condition precedent to the commencement of any legal action
arising out of this ,4greement except those Iega1 proceedings related lu Client's
ftilurc to pa}.
The mediation shall be catducted in accordance with the Construction
Industn' Mediation Rules of the American Arhiiratiun Association current)}' in
effect wtless the panics agree otherwise. The. cost of the ntedintor shall be home
equally by the pariics..A demand for mediation shall be made within a reasonable
time after the claim. dispute or other matter has arisen. In no ovens shall such
demand be made after the date applicable statutes of limitation or repose would
bar a legal or equitable action based on such claim, dispute or other matter.
In the event Of IltlgatiOn relating to the sufficiency ur adequacy oi'
perfitnnanee of services called fur by this Agreement, should Summit ohtaih a
judgment dismissing C'IienCs action or claim or other resolution +vherein Summit
is not required to ritake compensation io Client in excess o1'its final oll'cr made to
Client in the mediation, Summ~it shall be entitled to recover all costs incurred in
the defense of the claim including staff time. court costs. expert witness fens, and
reasonable attorneys' fees. and other claim related expenses.
F) Choice of Law/Venue: l"his Agreement shall be governed h} the laws of the state
in which the Summit atlice identified bclo++ is located. ++•ithuut regard to its la++ of
conflict of la+vs. Any legal action or proceeding shall he venued in the State or Federal
Court n+:arest the municipality in ++•hich Summit's office is located.
G) Statute of Limitations/Repose: Causes of action pertaining ti> this Agreement
shall hr deemed to hate accnred and the applicable statutes of limiuuion and repose
shall commence to run at the earlier of either the dart: of Substmnial Completion ul the
Project nr the date Sunnnit's sen'ices are >uhstantialh complete.
11) :~ssi;:ns: ~rithrr the client nor Summit art} delreatc.:assi~n. ~» trtmslcr his
duties or interest m this ;\grerment ++ithout consent of the other park. except Summit
ma+ in iU discretion utilirc yualiticd suhcinrsultants in the perti+rmana nl the ticnpe
of Sea ices.
I) horse >lajcurc: tienhcr pam to this :\~~rccntcnt shall he liable to thz other li,r
dcla}s in prrlonnirr~ the uhli~~atinns called li?r h} this :\grcanent. ur the dieter and
indirect costs resulting Irnm such delays. that arc caused b} labor strikes. rii»s. +car.
acts of government authorities. estractrdinan' +veather cunditiuns ur other natural
catastrophe. or ant other cause beyond the reasonable control ur contemplation of
either party.
J) \n "t"bird-Parh• Beneficiaries: Nothine in this Aareement shall create a
contractual relatidnship ++•ith or give am• riaM ur benefit to an}• third party.
K) Severabil)ty. Reformation and Survival: If any precision in this Agreement is
held invalid. illegal or unenforceable. the entiuceahilit} of the remaining provisions
;hall nut he impain+d therrh}. l'hr invalid. illegal or uncnlitrciable prirvision shall hr
replaced h} a mutuall} acceptable provision. ++hrch. home +alyd. Iega) and
enforceable, comes closest to the parties` intention underlying the in+•alid. illegal or
unenforceable provision. Limitations of liability. indemnities.:md other express
representations shat) sun~ive tcrntination of [his Agreement for any cause.
L) Risk :Ulocation/t..imihttion of Liability; C'licnt and Summit have discussed the
risks. rc+vards. and the benefit of the prgjcct and Summit's rota) fez for services. The
risks have hcen allocated such that the Client a_rees that to the fullest extent permitted
by Ia++•. Summit`s total liabilit}• to C'Iicnt and construction cuntrnctors and
subcontractors for rot}' and all injuries, claims. losses. expenses. damages ar claims
expenses arising out of this Aareement t}om any cause or causes, is limited to and
shall not exceed Summit's fee or $250.1)00 ++•hichever is smaller. Such causes include
but are nut limited to design professional's neeligcnce. negligent misrepresentation.
errors. omissions. strict liability and broach of contract. Nigher limits of liabiliq• are
available I'or a negrniated fee.
M) Indemnification: To the lidless extent permined by la++•. Client agrees to
indemnify and hold harmless Summit. its officer. directors. employees. agents. and
subconsultants Isom all claims. damages. injuries. liabilities, costs and expenses.
including reasonable atutrncys fees arising from or claimed to arise from the acts.
omissions. negligence. fault. breach of contract. breach of warranty. or strict liability
ol'Client or its employees. agents. contractor:; and subcontractors.
N) Conscqucntial Damages: Not++ithstandin~ an}° other provision of this :lgrecmcnt
and to the fullest extent permitted by la++•. neither Client our Summit shall he liable for
any consequential damages incurred due to the fault of the other party regardless of
the nature of the fault or +vhether it +vas committed by Client. Summit. their
emplo}ees. agents. suhccntsultants ur subcontractors. Consequential damages include.
but are nut limited to. loss of use and loss of profit.
O) Complete .Agreement: This Agreement constitutes the entire agreement henveen
the parties hereto and supersedes all previous understandings and agreements with
respect to the Projcef or any of the provisions hereof tJo statement.. prmnise.
condition. undersumding. inducement ur representation. oral ur u•riuen. espre;ecd c+r
implied. which is not contained hcrcin stroll be binding ur vtdid and this Aareement
shall not he changed, ntodiiied or altered in any manner except by an instrument in
writing executed by the parties hereto.
By signing this :~greemcn4 you arc consenting to flit Terms and Conditions set forth herein. Plcasc main a copy for yourself and return a signed original to Summit.
Client Orange County Summit Consulting Engineers, PLLC
_ Address 100(1 Corporate Drive, Suite 101
City State Hills~orouQh NC 2-7"?78
r1 t
ISignaurrej IS nature)
- Don De+vev, PE -
iPrint Name) (Print)
Date Date .Aueust 3. 2087
L:/Gcotechnical/Contracts/Oran~~e Counh -Construction ~"iatcrials Testing. Central Orange Senior C'rnter.duc 13 of 3)