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Home My WebLink About2018-821-E DEAPR - Rachel Cotterman Harvey's Chapel research and landmark DocuSign Envelope ID: E28DEA9C-5975-49E1-A066-93E44428E1D5 [Departmental Use Only] TITLE Harvey's Chapel Res. FY 2018-19 ORANGE COUNTY CONTRACT UNDER$5,000.00 NORTH CAROLIINA THIS AGREEMENT, made and entered into this 20th day of December, 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 Rachel Cotterman (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: Perform historical research and oral history to document the history and significance of Harvey's Chapel AME Church and Cemetery and prepare a landmark application as per Attachment 1: Scope of Work. The term of this agreement rendered shall be from December 20, 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 I. 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 Two Thousand Two Hundred Dollars, ($2,200.00). 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 12/18 1 DocuSign Envelope ID: E28DEA9C-5975-49E1-A066-93E44428E1D5 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:llwww.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 NA (if no additional insurance required mark NIA 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. Indemni : 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 Aareement 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 I 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 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.orangecoun!ync.gov/departrnents/Xurchasing division/contracts. h .}. 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 such litigation shall be initiated in the General Court of Justice of North Carolina seated in Orange County, North Carolina. Revised 12/18 2 DocuSign Envelope ID: E28DEA9C-5975-49E1-A066-93E44428E1D5 110. 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 By:LDocuSigned by: DocuSigned by: OA�u, NVLt( 12/21/2018 By: �>12/21/2018 811CFA1D507A495... Title: F49F2081065749F... 200 S. Cameron St. Rachel Cotterman(sole proprietor) P.O. Box 8181 720 Silver Apples Road Hillsborough,NC 27278 Hillsborough,NC 27278 Revised 12118 3 DocuSign Envelope ID: E28DEA9C-5975-49E1-A066-93E44428E1D5 Attachment 1 Scope of Work and Payment Schedule: Harvey's Chapel AME Church Historical Research and Landmark Application Contract Purpose: The Provider will prepare carry out historical research and oral history needed to compile a landmark application report for Harvey's Chapel AME Church, located at 2507 Dimmock's Mill Road, Hillsborough, NC, 27278. The report will include and address all of the requirements for landmark designation reports as described in the Orange County Historic Preservation Ordinance. The goal of the project is to provide a draft Landmark Designation Report, to be reviewed in detail and approved by the Orange County Historic Preservation Commission (HPC) and the State Historic Preservation Office (SHPO). Proiect Scope: The Provider will perform the following work items: 1. prepare a draft Part 2 report for submittal to Orange County DEAPR staff for initial review and comment; this submittal shall include the required photos and maps 2. make appropriate edits and revisions as directed by staff review comments 3. DEAPR staff will present revised draft to the HPC for review and approval; upon approval, DEAPR staff will forward a copy of the revised draft report to the State Historic Preservation Office (SHPO) for mandatory state-level review as per GS 160A-400.6 (2) 4. make edits and revisions as recommended by the SHPO and submit a final draft of the report to DEAPR staff Payment Schedule: Submittal/task Completion dates Payments Detailed outline for report and summary of January 15Ih 2019 $500 research findings Fieldwork and draft Part 2 report for DEAPR staff January 315% 2019 $1000 Review Revised Part 2 report with revisions as per DEAPR February 28'h, 2019 $500 staff Revised Part 2 report with revisions as per HPC March 31", 2019 $200 and SHPO Total of payments to Provider $2,200