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Home My WebLink About2018-816-E DEAPR - Epting and Hackney legal services for Eno confluenceRevised 10/17 (Mgr apprv 5k 6/18) 1 [Departmental Use Only] TITLE ERA (Hobgood) CE FY 2018-2019 ORANGE COUNTY CONTRACT UNDER $5,000.00 NORTH CAROLINA THIS AGREEMENT, made and entered into this December day of 07, 2018, (“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 Epting and Hackney, Attorneys and Counselors at Law (the "Provider"), party of the second part; W I T N E S S E T H: 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: Legal services for completing Orange County's acceptance of a conservation easement for Confluence Natural Area Expansion (Hobgood) owned by Eno River Association consistent with an engagement letter provided by Mr. Bob Epting, Epting and Hackney, Attorneys and Counselors at Law (attached). The term of this agreement rendered shall be from December 7, 2018 to April 30, 2019. 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 one thousand dollars, ($1,000). 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 trea ted 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. DocuSign Envelope ID: 93AA8ACD-CC81-4B23-B690-5C0AEAFBB06E Revised 10/17 (Mgr apprv 5k 6/18) 2 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 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 be designated here Professional Liability Insurance (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, without limitation, 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. County may suspend this Agreement upon reasonable notice to 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 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. Governing Law and Priority: Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina and Orange County. 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 certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. By executing this Agreement Provider affirms Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. 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. If such mediation fails either party may initiate litigation to resolve the dispute. Should either party initiate litigation to settle any dispute involving the terms of this Agreement DocuSign Envelope ID: 93AA8ACD-CC81-4B23-B690-5C0AEAFBB06E DocuSign Envelope ID:93AA8ACD-CC81-4B23-B690-5COAEAFBB06E 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. 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: GceuSigned bY: Iawl. �faj&6[ 12/14/2018 12/13/2018 611CFA1D507A495... actor 5�3@OC18C96E4@C... 200 S. Cameron St. Epting&Hackney,Attys and Counselors at Law P.O. Box 8181 410 Martin Luther King,Jr.Boulevard Hillsborough,NC 27278 P.O. Drawer 1329, Chapel Hill,NC 27514 Revised 10/17(Mgr appry 5k 6/18) 3 DocuSign Envelope ID:93AA8ACD-CC81-4B23-B690-5COAEAFBB06E EPTING AND HACKNEY ATTORNEYS AND COUNSELLORS AT LAW 410 MARTIN LUTHER KING,JR.BOULEVARD P.O.DRAWER 1329 CHAPEL HILL,NORTH CAROLINA 27514 ROBSRT EPTING TALEPHONE 910-929.0323 JOB HACKNEY FACSIMILE 019-029-39430 EL17ASETH LACKEY JACOB3 STEVE LACKEY OF COUNSEL: HATHAWAY S.PENDHAORASS BLLHN B,3COUTEN December 7, 2018 Orange County PO Box 8181 Hillsborough, NC 27278 Statement of Account for Professional Services Title Search and certification related to Orange County purchase of a conservation easement from the Eno River Association Lots B-Rev and C-Rev, Hobgood Eno Trace property $1,000 Thank you, Robert Epting DocuSign Envelope ID:93AA8ACD-CC81-4B23-B690-5COAEAFBB06E LAYERS IJABILITY INS(JRANCE ill'!l}lVctili�n I�rk�viy, tiuilr•?i1l} 11').t,77.id)U0 COMPANY OFC.uy. Math C,lrolina 2Pi 1 1 ii[1[]_642,343•}3 wn Iuu 11rr;l( flu•Iir)x t'129 '1I'1.i77,'!i;•}I r•u MUTUAL NORTH CAROLINA t :r�•, Noah Cafolma 27511- stitivw.laKyrrsmufualnr.cmn Declarations EPTING & HACKNEY Location; PO BOX 1329 410 MLK JR BLVD Chapel Hill, NC 27514 CHAPEL HILL, NC 27514 Policy Number: 0012116-LPL-34 Policy Period: 05-01-2018 to 05-01-2019 12:01 A.M.Standard Time at the address of the Named Insured stated herein. Prior Acts Date of May 1, 1978 Named insured: Limits of Liability: A. $1,000,000 A. Applicable to any claim or one or more related claims. B. $2,000,000 B. Aggregate limit of the Company's [iabiIity for all damages and claims expenses without regardto the number of insureds, Extended Reporting Endorsements,claims,suits, or claimants. Deductible: C. $5,000 C. See INSURING AGREEMENT V1.Deductibleand (including claims expenses) Limit of Liability. Premium: $10,443.00 Endorsement Attachments: 012 034 041 069 In witness whereof,Lawyers Mutual Liability Insurance company of North Carolina has caused this Policy to be signed by its President and Secretary and countersigned by a duly authorized agent of the Company. Secretary r Aullmriyud A Pre ident Lawyers Professional Liability Policy (This is a Claims-Made and Reported Policy. Defense costs are a part of the Policy Limits and reduce the amount available to pay losses.You should read your Policy for a complete understanding of its Perms,Conditions&Coverages). (Dafal12015,2) PolicyForm DocuSign Envelope ID:93AA8ACD-CC81-4B23-B690-5COAEAFBB06E S LIABILITY INSURANCE 5020 Weston Nrkva,ay, Suite 200 919,677.8900 rEE LAYER COMPANY ❑� (7,jry, Nt.irlh C'jrulit)a 27511 800.662,8843 uni jim Post Office Box 1929 919.677.9641 FAX MUTUAL NORTH CAROL I NA Cary, Norll,Carollil.l ?7512-1929 .4,ti..1,,1 E rsmulu,,lnr.rum Insured Listing 1 Prior Acts Date Endorsement This Endorsement, effective 12:01 A.M. on May 1,2018 forms a part of Policy No. 0012116-LPL-34(the "Policy") issued by LAWYERS MUTUAL LIABILITY INSURANCE COMPANY OF NORTH CAROLINA and applies to EPTING & HACKNEY(the"Named Insured"). It is hereby understood and agreed that as to each Insured listed below, this Policy shall not apply to such insured's act(s) or ornission(s), or series of related act(s) or ornission(s), occuring or beginning prior to the date listed individually for each Insured below("Prior Acts Date"). All Policy provisions, terms, exclusions, and conditions, except as provided otherwise in this Endorsement, remain in full force and effect. Name Licensing State License Prior Acts Date or Other Number 1 ROBERT L EPTING NC 1349 05-01-1978 2 JOHN J HACKNEY NC 1814 05-01-1978 3 ELIZABETH LACKEY JACOBS NC 9913 02-01-1981 4 ROBERT STEVENSON LACKEY JR NC 23236 10-01-2012 5 HATHAWAY STEELE PENDERGRASS NC 45045 09-28-2012 6 ELLEN BRADSHAW SCOUTEN NC 8496 01-01-2018 A uthurued A.s al END #:012 (a81a112m5) Attyll-WPALE