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Home My WebLink About2018-344 Aging - Town of Chapel Hill senior servicesSTATE OF NORTH CAROLINA COUNTY OF ORANGE CONTRACT FOR PROVISION OF SENIOR SERVICES Lt This Contract is made and entered into by and between the "Town of Chapel Hill ", herein "Town ", and "Orange County by and for its Department on Aging, PO Box 8181, Hillsborough, NC 27278 ", herein "Contractor ", for services hereinafter described for the Town of Chapel Hill. This Contract is for operation of a comprehensive program targeted toward Chapel Hill and Orange County residents ages 55 years and older for fiscal year 2018 -19. WITNESSETH That for and in consideration of the mutual promises and conditions set forth below, the Town and Contractor agree: 1. Duties of the Contractor: The Contractor agrees to perform those duties described in Exhibit A attached hereto and incorporated herein by reference. 2. Duties of the Town: The Town shall pay for the Contractor's services as set forth in Exhibit A. 3. Fee Schedule and Maximum Sum: Contract amount is not to exceed $50,000. Payment shall be made according to Exhibit A. 4. Billing and Payment: The Contractor shall submit a bill to the Town for work performed under the terms of this Contract. The Contractor shall bill and the Town shall pay the rates set forth therein. Payment will be made by the Town within thirty (30) days of receipt of an accurate invoice, approved by the contact person or his /her designee. 5. Indemnification and Hold Harmless: The Contractor agrees to indemnify and hold harmless the Town of Chapel Hill and its officers, agents and employees to the extent provided by North Carolina Law from all loss, liability, claims or expense (including reasonable attorneys' fees) arising from bodily injury, including death or property damage to any person or persons caused in whole or in part by the negligence or willful misconduct of the Contractor except to the extent same are caused by the negligence or misconduct of the Town. 6. Insurance Provisions: The Town requires evidence of Contractor's current valid insurance (if applicable) in the amounts stated below during the duration of the named project and further requires that the Town be named as an additional insured for Comprehensive General Liability and Business Automobile policies. The required coverage limits are: 1) Comprehensive General Liability and Business Automobile - $1,000,000 per occurrence and 2) Workers' Compensation - $100,000 for both employer's liability and bodily injury by disease for each employee and $500,000 for the disease policy limit. Small Service Contract Revised 10/2017 Page 1 of 5 7. Non - Discrimination: The Contractor contractually agrees to administer all functions pursuant to this Contract without discrimination because of race, creed, sex, national origin, age, economic status, sexual orientation, gender identity or gender expression. 8. Federal and State Legal Compliance: The Contractor must be in full compliance with all applicable federal and state laws, including those on immigration. 9. E- Verify: The Contractor shall comply with the requirements of Article 2 of Chapter 64 of the North Carolina General Statutes. Further, should Contractor utilize a subcontractor(s), Contractor shall require the subcontractor(s) to comply with the requirements of Article 2, Chapter 64 of the General Statutes. Pursuant to North Carolina General Statute § 143 -13 3.3 (c)(2), contracts solely for the purchase of apparatus, supplies, materials, and equipment are exempt from this E- Verify provision. 10. Amendment: This Contract may be amended in writing by mutual agreement of the Town and Contractor. 11. Termination: Either party may terminate this Contract at any time by giving the other party thirty (30) days written notice of termination prior to the end of the term as described herein. 12. Interpretation/Venue: This Contract shall be construed and enforced under the laws of North Carolina. The courts and the authorities of the State of North Carolina shall have exclusive jurisdiction over all controversies between the parties which may arise under or in relation to this Contract. In the event of any dispute between the parties, venue is properly laid in Orange County, North Carolina for any state court action and in the Middle District of North Carolina for any federal court action. Contrary to any provision that may be contained in any exhibit attached hereto the Town shall not consent to 1) resolving any dispute by means of arbitration and /or 2) waiver of a trial by jury. 13. Preference: In the event that the terms of any exhibit attached hereto are not consistent with the terms of this Contract, this Contract shall have preference; provided that where either any exhibit attached hereto or this Contract establishes higher standards for performance by either party, the higher standard, wherever located, shall apply. 14. Severability: The parties intend and agree that if any provision of this Contract or any portion thereof shall be held to be void or otherwise unenforceable, all other portions of this Contract shall remain in full force and effect. 15. Assi rg anent: This Contract shall not be assigned without the prior written consent of the parties. 16. Entire Agreement: This Contract shall constitute the entire agreement of the parties and no other warranties, inducements, considerations, promises, or interpretations shall be implied or impressed upon this Contract that are not expressly addressed herein. All prior agreements, understandings and discussions are hereby superseded by this Contract. Small Service Contract Revised 10/2017 Page 2 of 5 17. Construction Proiect Related Sales Tax: If applicable, the Contractor shall furnish the Town certified statements setting forth, the cost of all materials purchased from each vendor and the amount of North Carolina sales and use taxes paid thereon. In the event the Contractor makes several purchases from the same vendor, the Contractor's certified statement shall indicate the invoice number, the inclusive dates of the invoices, the total amount of the invoices, and the North Carolina sales and use taxes paid thereon. The Contractor's certified statement shall also include the cost of any tangible personal property withdrawn from the Contractor's warehouse stock and the amount of North Carolina sales or use tax paid thereon by the Contractor. The Contractor shall furnish such additional information as the Commissioner of Revenue of the State of North Carolina may require to substantiate a refund claim by the Town for sales or use taxes. The Contractor shall obtain and furnish to the Town similar certified statements by the subcontractors. The certified statements to be furnished shall be in the form of the standard CONTRACTOR'S SALES TAX REPORT and shall be submitted with each request for payment. The Town will not make payment to the Contractor until the CONTRACTOR'S SALES TAX REPORTS ARE SUBMITTED. Any and all refunds received by the Town of said taxes shall remain with the Town, and the Contractor shall not be entitled to such refund. 18. Term: This Contract, unless amended as provided herein, shall be in effect until June 30, 2019. [SIGNATURES ON FOLL OWING PAGE.] Small Service Contract Revised 10/2017 Page 3 of 5 This Contract is between the Town of Chapel Hill and Orange County by and for its Department on Aging for operation of a comprehensive program targeted toward Chapel Hill and Orange County residents ages 55 years and older for fiscal year 2018 -19. IN WITNESS WHEREOF, the parties hereto cause this agreement to be executed in their respective names. ORANGE COUNTY by and for its DEPARTMENT ON AGING SIGNATURE PRINTED NAME & TITLE WI ESS PRINTED NAME & TITLE TOWN OF CHAPEL HILL PRINTED NAME & DEPARTMENT ATTES _ ERK: � A T CLERK TOWN SEAL Town Clerk attests date this the day of T' , 24��. Approved as to Form and Authorization W4494 /) Aea_�s — TOVN LEGAL STAFF This instrument has been pre - audited in the manner required by the Local Government Budget and Fiscal Control Act. r FINANCE OF CER DATE Small Service Contract Revised 10/2017 Page 4 of 5 EXHIBIT A ORANGE COUNTY by and for its DEPARTMENT ONAGING The provisions of this Exhibit A are hereby incorporated as a part of the Contract between The Town of Chapel Hill (herein referred to as the "Town ") and the Robert and Pearl Seymour Center (herein referred to as the "Seymour Center "). Specifics of the Agreement: 1. Duties of the Contractor: In order to address the increasing need for recreational programming for seniors in the community, the Town of Chapel Hill and Orange County have agreed to a partnership that would assist in achieving this goal. The partnership will provide for a Senior Center Operations Manager's position to enhance the senior programming at the Robert and Pearl Seymour Center. The Senior Center Operations Manager shall provide daily supervision of the Robert and Pearl Seymour Center's full - time and part-time staff, as well as the many volunteers involved in front desk operations and the wide array of programming held there. The Manager shall organize and administer special events, educational classes and workshops; coordinate publicity and public relations for programs and services offered by the department at this location. Additionally, he /she shall plan and escort numerous day and overnight excursions annually. He /she shall be responsible for working closely :with various Seymour Center citizen advisory groups and committees. 2. Payment: The Town shall make one payment to the Contractor within thirty (30) days of receipt of an accurate invoice, approved by the contact person or his /her designee. 3. Use of the Building by the Town: Under this contract, the Robert and Pearl Seymour Center shall allow the Town of Chapel Hill Parks and Recreation Department to reserve and use, based on availability and advanced scheduling, classrooms, theater, great hall and other spaced designated by the Seymour Center during Seymour Center operating hours and after -hour operations. The Seymour Center shall retain first priority in scheduling the aforementioned spaces within the building. All requests for the Town to use the Seymour Center shall be made to the Seymour Center's Administrator or designated Program Coordinator. After -hour use of the building by the Town shall be pre- arranged with the same individuals. Security for the Seymour Center shall be maintained by the Seymour Center during after -hour use. The Seymour Center shall provide staff to open and close the building for Town activities associated with the Parks and Recreation Department only being held after - hours. The after -hours use shall not exceed 8 hours in any given week. Small Service Contract Revised 10/2017 Page 5 of 5