HomeMy WebLinkAbout2017-307 Aging - Town of Chapel Hill for senior services STATE OF NORTH CAROLINA CONTRACT FOR
COUNTY OF ORANGE PROVISION OF SENIOR SERVICES
This Agreement 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, P.O. Box 8181, Hillsborough,
NC 27278,herein"Contractor"for operation of a comprehensive program targeted toward Chapel
Hill and Orange County residents aged 55 years and older for FY 2017-18.
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: To the extent provided by North Carolina law, the
Contractor agrees to indemnify and hold harmless the Town of Chapel Hill and its officers,
agents and employees 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.
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.
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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§ 143-133.3
(c)(2), contracts solely for the purchase of apparatus, supplies, materials, and equipment
are exempt from this E-Verify provision.
10. Iran Divestment Act Certification: Pursuant to § 147-86.59 (a)of the Iran Divestment Act
("Act"), Contractor hereby certifies that, as of the date of this Contract, Contractor is not
identified in either the Final Divestment List ("List") or Iran Parent and Subsidiary
Guidance ("Guidance") created and maintained by the North Carolina State Treasurer
("Treasurer") as published on the Treasurer's website currently located at
h ttps://www.nctreasurer.com/insi de-the-department/OpenGovemment/Pages/Iran-
Divestment-Act-ltesources.asnx.Further, in compliance with § 147-86.59 (b)of said Act,
Contractor certifies that it will not utilize in performing this Contract any subcontractor
identified in the List or Guidance. This provision applies only to contracts for which the
total amount, including sales tax, is$1,000 or more.
11. Amendment: This Contract may be amended in writing by mutual agreement of the Town
and Contractor.
12. 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.
13. 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.
14. 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.
15. Severabilily: 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.
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16. Assignment: This Contract shall not be assigned without the prior written consent of the
parties.
17. 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.
18. Construction Project 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.
19. Term: This Contract, unless amended as provided herein, shall be in effect until June 30,
2018.
[SIGNATURES ON FOLLOWING PAGE.]
Small Service Contract Revised 5/2017 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 aged 55 years and older for FY 2017-18.
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
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SIGNATURE PRINTED NAME&TITLE
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WITNESS PRINTED NAME&TITLE
TOWN OF PEL HILL
DEPAR NTT HEAD OR D&A;ZYMnww ['7ER
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PRINTED NAME&DEPARTMENT
ATTEST B .
TOWN CLERK TOWN SEAL
Town Clerk attests date this the day of
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Approved as to Form and Authorization
TOW1q LEGAL STAFF
This instrument ha een re-audited in the manner required by the Local Government Budget and
Fiscal on 1 Ac
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FINAN OFFICER DATE
Small Service Contract Revised 5/2017 Page 4 of 5
EXHIBIT A
The provisions of this Exhibit A are hereby incorporated as a part of the Performance Agreement
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 agreement, the Seymour Center shall allow
the Town of Chapel Hill Parks&Recreation Department to reserve and use, based on
availability and advanced scheduling, classroom, theater, great hall and other spaces
designated by the Center during 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
Senior Centers 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
Center shall be maintained by the Center during after-hour use. The 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 to
exceed 8 hours in any given week.
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