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2017-643-E Co. Mgr. - Center for Child & Family Health for OCPEH training
DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA [Departmental Use Only] TITLE OCPEH TIC Training FY 17-18 ORANGE COUNTY CONTRACT UNDER $15,000.00 NORTH CAROLINA THIS AGREEMENT, made and entered into this 6th day of November, 2017, ("Effective Date") by and between Orange County, North Carolina, a political subdivision of the State of North Carolina, (the "County"),party of the first part; and Center for Child&Family Health(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: Please see Statement of Work,which is attached hereto as Exhibit A. The term of this agreement rendered shall be from November 1, 2017 to January 31, 2018. 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 three thousand fifty, ($3050.00). 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 be required by County'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 Revised 2/17 1 DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php). If County's Risk Manager determines additional insurance coverage is required such additional insurance shall consist of 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 County'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, its agents, or assigns directly or indirectly related to the Services to be performed pursuant to this Agreement 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. County may suspend this Agreement upon reasonable 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. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 8. Priority: In determining the basic services to be provided, should any documents be referenced in or attached to this Agreement, the terms of this Agreement shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. 9. Governing Law: Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies,rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. By executing this Agreement Provider affirms that Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147-86.58. 10. Dispute Resolution: 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 in the General Court of Justice of North Carolina sitting in Orange County,North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. 11. 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 Revised 2/17 2 DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA 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 2/17 3 DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA IN WITNESS WHEREOF, County and the Provider have signed this Agreement, effective as of the day first written above. ORANGE COUNTY PROVIDER t--DocuSigned by: r DocuSigned by: By: f?Ot' but, t utAwtt,rS(,t,t1 By: rjt,SStt, Atwt A S Count ase 755E4n... Title: '—.Bo13D1o52c55474.Fi nance Di rector 200 S. Cameron St. Center for Child&Family Health P.O. Box 8181 1121 W Chapel Hill St, Suite 100 Hillsborough,NC 27278 Durham,NC 27701 Revised 2/17 4 DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA ORANGE COUNTY-DEPARTMENT USE ONLY Department Party/Vendor Name: Center for Child & Family Health Party/Vendor Contact Person: Constance Slade Contact Phone: 919-385-0761 Party/Vendor Address: 1121 W Chapel Hill St., Suite 100 City Durham State: NC Zip: 27701 Department: County Manager Amount: $3050.00 Purpose: OCPEH Training Budget Code(s): 32470620630000_ Vendor#N/A (N/A if new vendor) Vendor is a BOCC consultant? Yes ❑ No® Contract Type: (Check one)New ® Renewal ❑ Amendment ❑ Effective Date 11/6/17 Approved by Board Yes No Agenda Date: This agreement is approved as to technical form and content: DocuSigned by: Department Director's Signature tP'aW-(S kruA, Date: 11/28/2017 0A3E81B12B364B4... Information Technologies (Applicable only to hardware/.software purchases or related services)This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer Date: Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: r---DocuSigned by: Office of the Risk Management Officer MS& (firtiuth Date: 11/28/2017 7FDCF9176800498... Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: ,---DocuSigned by: Office of the Chief Financial Officer Date: 11/28/2017-704E5181 ACC1409... Legal Services This agreement is approved as to legal form and sufficiency.: - - -Docu igned by: j Office of the County Attorney o rott5 Date: 11/28/2017 �—EAA3D33ED8A8465... Clerk to the Board Received for record retention: All Docusign contracts must be copied to Donna Lloyd upon completion @ Dolloyd @orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board Date: Revised 2/17 5 DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA center for CHILD&FAMILY HEALTH Contract signatory name and title: Vendor contact person & phone: Bessie Givens, Finance Director Constance Slade, Budget Analyst, 919.385.0723 Jackie Chatman, Training Program Manager, 919.385.0761 STATEMENT OF WORK The Center for Child & Family Health (CCFH) agrees to use its best efforts to provide an additional day of in- person training for Orange County Partnership to End Homelessness (OCPEH) on becoming a Trauma- Informed Community. This day of training will be added to the training series previously contracted for on 9/17/2017 between CCFH and OCPEH. CCFH will prepare a presentation to describe behavioral impacts of early childhood trauma, address the impact of trauma on a community, ways to address the prevalence of trauma throughout the community, and proposing tools for preventing trauma. The trainers will highlight ways to implement those tools and provide consultation to teams in order for those practices to be sustained. In recognition of the importance of having a trauma-informed community and serving clients struggling with the impact of trauma, the following activity will be developed and conducted: TRAINING ACTIVITIES Face-to-Face Training Day Two CCFH trainers will provide one additional full day of training with Orange County Partnership to End Homelessness service providers on becoming trauma informed. The full day training will focus on the impact of trauma on individuals throughout their lifetime, the impact it has on the community as a whole, recognition of symptoms of trauma, and solutions for addressing trauma. The half day will allow for deeper discussion, brainstorming, and exploring implementation strategies. If additional consultation time is needed to accommodate the trainees from this training session, CCFH will notify OCPEH. Additional cost will be negotiated following the training, as necessary. Faculty and Staff Responsibility: CCFH faculty and staff will be responsible for developing training presentation and materials needed for the training sessions and consultation calls on the topic listed above. This will include discussing learning objectives and training goals with Orange County Partnership to End Homelessness, preparing PowerPoint presentation and didactic, and preparing training activities. Orange County Partnership to End Homelessness agrees to provide training space for the presenters, as well as audio-visual equipment, and all print and activity materials. CCFH will submit electronic copies of materials to be printed by Orange County within one week of each training date. The electronic copies are not to be distributed electronically to anyone other than designated by CCFH. Print copies are only to be distributed to :;:rurf rrrr), N( '7i1��)1 DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA center for CHILD&FAMILY HEALTH participants of the training for use during the period of the scope of work and for independent practice purposes. Project Estimate Activity Rate Total Training Facilitation $1475/day/trainer $2,950.00 Materials $2/participant n/a— printing done by organization Travel $0.535/mile $10.00 TOTAL I I $2,960.00 �;I1Hi i,f HJII ■r 6�un r II 1) DocuSign Envelope ID:D1281FOB-9FD2-40A9-A95B-F16C96A671DA 20CENTECHI ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY)01/31/2017 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 CONTACT NAME: Beth Wilkerson BB&T Insurance Services, Inc. PHONE 919 2814500 FAX 888 746-8761 (A/C,No,Ext): (A/C,No): Post Office Box 13941 Mass: bcwilkerson @bbandt.com Durham, NC 27709 INSURER(S)AFFORDING COVERAGE NAIC# 919 281-4500 INSURER A:Alliance of Nonprofits Ins RRG 10023 INSURED INSURER B:StarNet Insurance Company 40045 The Center for Child and INSURER C: Family Health, Inc INSURER D: 1121 W Chapel Hill St.,Suite 100 Durham, NC 27701 INSURERS: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POUCIES 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 POLICY EFF POLICY EXP TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY 201720529 01/30/2017 01/30/2018 EACH OCCURRENCE $1,000,000 CLAIMS-MADE X OCCUR PREMISES(Ea RENTED $500,000 MED EXP(Any one person) $20,000 PERSONAL&ADV INJURY $1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $3,000,000 PRO- POLICY JECT LOC PRODUCTS-COMP/OPAGG $3,000,000 OTHER: $ A AUTOMOBILE LIABILITY 201720529 01/30/2017 01/30/2018 COMBI(Ea acciNED den t)SINGLE LIMIT j1,000,000 ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE AUTOS (Per accident) A x UMBRELLA LIAB X OCCUR 201720529UMB 01/30/2017 01/30/2018 EACH OCCURRENCE $1,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $1,000,000 DED X RETENTION$10000 $ B WORKERS COMPENSATION KEY0135866 01/03/2017 01/03/2018 X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $500,000 OFFICER/MEMBER EXCLUDED? N N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $500,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $500,000 A Professional Liab 201720529 01/30/2017 01/30/2018 $1,000,000/$3,000,000 A Sexual Abuse 201720529 01/30/2017 01/30/2018 $500,000/$500,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) **Workers Comp Information** Other States Coverage CERTIFICATE HOLDER CANCELLATION The Center for Child and Family SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Health, Inc. ACCORDANCE WITH THE POLICY PROVISIONS. 1121 W Chapel Hill St. 100 Durham, NC 27701 AUTHORIZED REPRESENTATIVE h° 7uer .. rk ©1 88-2014 ACORD CORPORATION.All rights reserved. ACORD 25(2014/01) 1 of 1 The ACORD name and logo are registered marks of ACORD #S17560360/M17560322 BG3