HomeMy WebLinkAboutAgenda - 8-d - Award of Emergency Services Stand-Alone Efland Station Professional Services Agreement 1
ORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: May 21, 2019
Action Agenda
Item No. 8-d
SUBJECT: Award of Emergency Services Stand-Alone Efland Station Professional
Services Agreement
DEPARTMENT: Asset Management Services
("AMS"), Finance and
Administrative Services,
Emergency Services (ES)
ATTACHMENT(S): INFORMATION CONTACT:
Professional Services Agreement Angel Barnes, 919-245-2628
Dinah Jefferies, 919-245.6123
David Cannell, 919-245-2651
Travis Myren, 919-245-2308
PURPOSE: To:
1) Approve the County entering into a Professional Services Agreement with Stewart-
Cooper-Newell Architecture of Gastonia, NC for the design and construction
administration of the Emergency Services Stand-Alone Efland Station capital project
upon final review of the County Attorney; and
2) Authorize the County Manager to execute the Agreement and to execute any subsequent
design amendments for contingent and unforeseen design requirements up to the
approved budget amount on behalf of the Board.
BACKGROUND: On July 23, 2013 Orange County received responses to its Request for
Qualifications ("RFQ") issued on July 1, 2013 for professional design services for the EMS
Stations capital project in accordance with North Carolina Procurement Law and the Federal
Mini-Brooks Act governing the selection and procurement of professional services firms. As
stated within the RFQ, the design would be used for future construction of the project over the
next 5-10 years. The design service is for a stand-alone station as outlined within the RFQ as
one of the three prototypes.
Since the time of the RFQ, the land for this stand-alone station has been purchased. The
design scope for this project involves renovations to the newly purchased 4,260 square foot
facility located at 3800 Highway 70, Efland, NC. The site and building components are
contemplated to be designed from June 2019 through January 2020. This includes the building
structural system being updated and revised to bring the renovated building up to the current
structural code requirements as an Essential facility. This also includes the design of a roughly
60 kW roof top photovoltaic system.
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The estimated development timeline for this project is as follows:
TASK ESTIMATED
TIMEFRAME
Approval of professional services agreement for Project Designer May, 2019
Schematic design review and approval August, 2019
Final design review and approval, bid document preparation January, 2020
Project Bid process, bid award January— February 2020
Construction, Commissioning, Opening (est. 8-9 month duration) March, 2020 — February
2021
FINANCIAL IMPACT: The Board appropriated $1,500,000 in overall budget funds within the
FY2018-19 Capital Investment Plan ("CIP"). This funding will accommodate the design phases
of the project occurring in FY2018-19 into FY2019-20 and will not exceed $180,000 in payments
to the designer and other professional services engaged during these two fiscal years.
SOCIAL JUSTICE IMPACT: The following Orange County Social Justice Goals are applicable
to this item:
• GOAL: FOSTER A COMMUNITY CULTURE THAT REJECTS OPPRESSION AND
INEQUITY
The fair treatment and meaningful involvement of all people regardless of race or color;
religious or philosophical beliefs; sex, gender or sexual orientation; national origin or
ethnic background; age; military service; disability; and familial, residential or economic
status.
• GOAL: ENSURE ECONOMIC SELF-SUFFICIENCY
The creation and preservation of infrastructure, policies, programs and funding necessary
for residents to provide shelter, food, clothing and medical care for themselves and their
dependents.
RECOMMENDATION(S): The Manager recommends the Board:
1) Authorize the County entering into a Professional Services Agreement with Stewart-
Cooper-Newell Architecture of Gastonia, NC for the design and construction
administration of the Emergency Services Stand-Alone Efland Station capital project
upon final review of the County Attorney; and
2) Authorize the County Manager to execute the Agreement and to execute any subsequent
design amendments for contingent and unforeseen design requirements up to the
approved budget amount on behalf of the Board.
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[Departmental Use Only]
TITLE Efland Station
FY 2018-19
NORTH CAROLINA
PROFESSIONAL SERVICES CONTRACT
ORANGE COUNTY
THIS PROFESSIONAL SERVICES CONTRACT(hereinafter called "Agreement"), made as of the 3rd day
of June, 2019, by and between Stewart-Cooper-Newell Architects, a professional architectural
(architectural/engineering/landscape architectural-select one)firm with a partner or principal registered in
North Carolina as a licensed Architect with offices in North Carolina (hereinafter called the "Designer") and
Orange County, a political subdivision of the State of North Carolina, (hereinafter called the "County,"
"Orange County,"or"Owner").
WITNESSETH:
Whereas the Owner published a Request for Qualifications and the undersigned Designer submitted a
responsive Statement of Qualifications evaluated and approved by Owner; and
Whereas the Designer and the Owner now wish to form and memorialize their agreement for services and
for the consideration herein named do hereby agree as follows:
ARTICLE 1
SCOPE OF WORK
1.1 Scope 1.1.1 This Agreement is for professional services to be rendered by Designer to Owner
with respect to a project known as Efland Emergency Services Stand-A-Lone Station (herein referred to as
the "Project").The Project is located in Orange County, North Carolina. It is described more particularly in
Attachment A.
1.1.2 The Designer shall serve as a representative of the Owner in accordance with the terms and
conditions of this Agreement to guard the Owner against defects and deficiencies in the Project under the
Standard of Care described in Section 3.2.
1.1.3 Time is of the essence of this Agreement. The Designer will work with County to develop a
mutually agreeable schedule of performance.
1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and
designated in Article 4 hereof and in Attachment B to this Agreement, and such Additional Services as are
designated in Article 5 of this Agreement or as may from time-to-time be agreed upon by the Owner and
Designer by Amendment or Addendum to this Agreement.
Compensation to the Designer for Basic Services under this Agreement shall be as set forth herein, and
compensation for Additional Services shall be as set forth herein or in any Amendment or Addendum
providing for them.All services performed by the Designer not identified as Additional Services in Article 5
or in a written Amendment or Agreement entered into by the Owner and the Designer and providing for
additional compensation for such additional services relating to the Project shall be deemed to be Basic
Services provided without additional compensation.
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ARTICLE 2
DEFINITIONS
2.1 Definitions
2.1.1 Additional Services—Those services to be performed by Designer beyond the Basic Services. See
Section 1.1.4 and Article 5.
2.1.2 Basic Services—Those services to be performed by Designer as outlined in Attachment B. See
Article 4 and Attachment B.
2.1.3 Compensation for Basic Services—Those fees to be paid by Owner for Basic Services. See Section
7.1 and 7.2.
2.1.4 Contractor—The construction contractor(s).
2.1.5 Consultants—Subconsultants, partners and other entities working with or on behalf of the
Designer. See Section 3.3.1 and Attachment E.
2.1.6 Board of County Commissioners-The Board of Commissioners of Orange County, North Carolina.
2.1.7 County Manager-The Orange County employee bearing that title.
2.1.8 Milestone Dates—Those dates where certain results are expected. See Attachment D.
2.1.9 Project-All phases of the Project as described in Section 1.1.1 and Attachments A and B including
but not limited to the schematic design, design development, construction document, bidding and contract
award, construction and post-construction phases.
2.1.10 Reimbursable Expenses—Those costs incurred by the Designer for the benefit of this project and
which the County will pay. See Section 7.5.
2.1.11 Total Project Cost—The total amount of money which may be paid for services on this project.See
Section 4.2.1.
ARTICLE 3
RESPONSIBILITIES OF THE DESIGNER
3.1 Services to be Provided.
3.1.1 The Designer shall provide the Owner with all professional services required to satisfactorily
complete all phases of the Project within the time limitations set forth herein and in accordance with the
standard of care. Such services are as shown in Attachment B,the description of services.
All services of the Designer shall be provided in accordance with the terms and conditions of this
Agreement.
3.2. Standard of Care
3.2.1 The Designer shall perform its services consistent with the professional skill and care ordinarily
provided by architects practicing in the same or similar locality under the same or similar circumstances.
The Designer shall preform its services as expeditiously as is consistent with such professional skill and care
and the orderly progress of the Project.
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3.2.2 The Designer shall be responsible for all errors or omissions, in the drawings, specifications, and
other documents prepared by the Designer or its Consultants. It shall be the responsibility of the Designer
throughout the period of performance under this Agreement to use reasonable professional care and
judgment to guard the Owner against defects and deficiencies in the Project.
3.2.3 The Designer shall correct at no additional cost to the Owner any and all errors, omissions,
discrepancies, ambiguities, mistakes or conflicts in the drawings,specifications and other documents
prepared by the Designer or its Consultants.
3.2.4 All drawings, specifications and other documents prepared by the Designer or its Consultants
hereunder shall be a-Fe in accordance with applicable laws, statutes, building codes and regulations and that
all necessary or appropriate applications for approvals are submitted to federal, state and local
governments or agencies in a timely manner so as not to delay the design or construction activities of the
Project as per the Standard of Care. All elements of this subsection shall be met with the Standard of Care
as described in subsection 3.2.1.
3.2.5 The Designer and its Consultants shall perform all services in a reasonably timely manner in
accordance with all mutually agreed schedules for the Project or required under this Agreement, and as
provided in the construction agreement and any General Conditions of the Owner's construction
agreements with the contractors for the Project.
3.2.6 The Designer shall reimburse the Owner, as stipulated in 3.2.6.A and 3.2.6.13 for costs, damages and
expenses, including attorney's fees, incurred by the Owner when such costs, damages and expenses are the
result of any negligent error,omission or delay of the Designer or its Consultants.
3.3 Designer's Consultants
3.3.1 The Designer's Consultants for the project, along with their key project personnel,are listed in
Attachment E to this Agreement. No changes in the Consultants or key personnel indicated shall be
permitted except with the prior written consent of the Owner.
3.3.2 All of the Designer's contracts with its Consultants shall be in writing and shall expressly provide
that if this Agreement is terminated for any reason,the Owner may, at its sole option,take the assignment
of the Consultants' contract with the Designer,that such assignment shall automatically take place upon
notification in writing by the Owner to the Consultants and the Consultants shall continue to be bound by
the contract after such assignment.A copy of each contract between the Designer and a Consultant shall be
furnished to the Owner within seven (7) days of its execution.
ARTICLE 4
BASIC SERVICES
4.1 Basic Services
4.1.1 The Designer shall perform as Basic Services the work and services described herein and in
Attachment B to this Agreement.
4.1.2 The Basic Services will be performed by the Designer in the phases described in Attachment B.
4.1.3 The Owner shall have the right and option to require the Designer to prepare one separate bid
packages at the cost identified in Section 7.2.7. Such bid packages must be approved by Owner prior to
submission and, at the Owner's option, may include but not be limited to:
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A. Demolition and preliminary site work;
B.General work, plumbing, mechanical, electrical,fire protection;
C. Landscaping and irrigation;
D.Signage;
E. Furniture.
F.Water and sewer infrastructure
G. Building structural system
H. Storm Water Drainage
I. 60 Kw Solar System
4.2 Project Cost Estimates
4.2.1 At the times designated herein,the Designer shall develop an estimate of the total cost of the
Project(the "Total Project Cost"), including Designer's fees, costs of the construction, costs of equipment,
furnishings,furniture and signage, permit fees and appropriate contingencies, and exclusions,where
applicable.These costs shall be prepared and submitted to the Owner substantially in the format shown in
Attachment C to this Agreement,with supporting documents listing quantities, unit price, labor rates, man-
hour estimates, overhead and profit. Total Project Cost shall be mutually agreed upon by Owner and
Designer as noted in paragraph 4.2.4. The timing of this Total Project Cost agreement shall be identified as
a milestone in Attachment D. If cost estimating is not part of the project scope,the Total Project Cost shall
be specified here:
[BLANK]
4.2.2 Project cost estimates shall be prepared by qualified staff members of the Designer and/or the
authorized Project Consultants listed on Attachment E,or a qualified cost estimating Consultant to the
Designer who are acceptable to the Owner.
4.2.3 Total Project Cost estimates shall be prepared at four points in the production of the Designer's
work:
A. At completion of schematic design; and
B. At completion of 30%and 60%construction documents;and
C.At completion of the final preparation of the construction documents.-
4.2.4 If applicable per section 4.2.3, when the first of these estimates of Total Project Cost has been
approved in writing by the Owner, it shall be used by the Owner as a basis for appropriating funds
specifically for the Project. Once this Total Project Cost has been so approved by the Owner and the
conditions of the project(cost environment,time schedule, etc.)are reasonably similar,the Designer shall
be obligated,without additional compensation,to adjust the design of the Project to assure that it remains
within the approved Total Project Cost.
4.2.5 Should bidding or negotiation with contractors produce prices which,when added to the other
elements of the approved Total Project Cost, produce a cost that is in excess of the approved Total Project
Cost,the Designer shall participate with the Owner in negotiation and design adjustments to the extent
such are necessary to obtain prices within the approved Total Project Cost. All activity of the Designer with
respect to these matters shall constitute Basic Services and shall be performed by the Designer without
additional compensation. If negotiation and design adjustments fail to bring costs within the Total Project
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Cost the Owner may reject all bids and Designer will redesign and/or reduce portions of the project in an
effort to reduce the bid prices to within the Total Project Cost and rebid the project. All such redesign is
included within Basic Services. If this second letting for bids does not produce bids that are within the
approved Total Project Cost initially or after negotiations with the contractor,the Designer is not obligated
to further redesign the Project.
4.3 Project Conferences
4.3.1 For the duration of the development of the Project,the Designer and its Consultants shall meet
periodically with the Owner.The Designer shall meet with Owner as necessary to properly fulfill the
requirements of this Agreement. The minimum regularly scheduled meetings which the Designer shall be
required to attend are listed below:
A. Schematic Design—2 Meetings
B. Design Development—1 meeting
C. Construction Documents—2 Meetings
4.4 Construction Administration
4.4.1 As part of Basic Services,the Designer shall provide all of the mutually agreed administrative
services described in the Owner's contracts with the contractors for the Project which will include 2 site
visits per month, including monthly Construction Conferences.
ARTICLE 5
ADDITIONAL SERVICES
5.1 Compensation is due for Additional Services that are not otherwise included in Basic Services
(Attachment B) provided by the Designer or its Consultants when the Owner requests such Additional
Services in writing and after both Owner and Designer agree to the terms of providing such Additional
Services through an amendment to this Agreement. Unless otherwise noted, all items in this Article are
considered additional services.
5.1.1 Designer or its Consultants shall provide fully detailed presentation models or professional artist's
renderings at the written direction and approval of the Owner, if such services are not included in Basic
Services Attachment B.
5.1.2 Designer or its Consultants shall make all necessary revisions in drawings, specifications, or other
documents when the drawings, specifications, or other documents are inconsistent with written approvals
or instructions previously given by the Owner.
5.1.3 Designer or its Consultants shall prepare supporting data and other services in connection with a
significant Owner initiated change order if Designer can demonstrate that such services cause a direct
substantial increase in Designer's cost of rendering its Basic Services hereunder.
5.1.4 Designer or its Consultants shall prepare to serve and serve as an expert witness for the Owner in
connection with dispute resolution, arbitration, or legal proceedings, unless the subject matter of the
proceedings includes matters arising out of or related to the Designer's or Consultant's performance or
service with respect to the Project; however, preparing to serve or serving as a fact witness for the Owner in
such proceedings or rendering testimony necessary to secure governmental approval of zoning or land use
clearances for the Project shall not constitute an Additional Service.
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5.1.5 Designer or its Consultants shall provide all such services as are made necessary by the negligence
or default of a Consultant or subconsultant. Such services shall be provided at no additional cost to Owner.
5.1.6 Designer or its Consultants shall provide additional or extended services during the Construction
Phase made necessary by(a) defective work of Consultant(s); b) prolongation of construction past the
scheduled completion date, provided the prolongation is not due to the fault or negligence of the Designer,
its employees,Consultants or agents;
5.1.7 Designer or its Consultants shall Provide additional services and costs necessitated by special out-
of-town travel required by the Designer and approved in advance in writing by the Owner.
5.1.8 Designer, and its Consultants if necessary,shall attend special public hearings for the Project, other
than those listed herein,which are called by the Board of County Commissioners.
ARTICLE 6
DURATION OF DESIGNER'S SERVICES
6.1 Scheduling of Services
6.1.1 Attachment D to this Agreement is the Key Milestone Listing which defines the sequence and
timing of the design and construction activities.The Designer and its Consultants shall schedule and
perform their activities so as to meet the Milestone Dates shown. No deviation by the Designer or his
Consultants from the Key Milestone Listing shall be allowed without prior written approval by the Owner.
Such written approval shall not be unreasonably withheld for delays outside the Designer's control.
6.1.2 The Designer's schedule for the performance of its activities and the activities of its Consultants
shall be in accordance with the outline in Attachment D.The Designer shall also prepare and submit to the
Owner for review and approval a schedule of all known items of information, approvals or decisions to be
furnished or made by the Owner, including the dates by which the Owner shall have all information
necessary from the Designer with respect to that item, approval or decision and the date by which the item
of information, approval or decision should be communicated to the Designer.The Owner shall always have
a reasonable time within which to provide such item of information, approval or decision and shall not have
any responsibility for any delay occurring by reason of the Owner's being unable,through no fault of the
Owner,to supply such item of information, approval or decision.
6.1.3 Should the Owner determine that the Designer is behind schedule, it may require the Designer to
expedite and accelerate its efforts, including providing additional manpower and/or overtime, as necessary,
to perform its services in accordance with the Key Milestone Listing at no additional cost to the Owner.
6.1.4 The commencement date for the Designer's Basic Services shall be the date of delivery to the
Designer from the Owner of a fully executed original of this Agreement.
6.2 Adjustments to the Schedule
6.2.1 If the Designer's work on the Project is or will be delayed for more than sixty(60)days through no
fault of the Designer,or if the Owner increases or decreases the scope or size of the Project by ten percent
(10%)of currently estimated Total Project Cost,the Designer shall give prompt written notice to the Owner.
Provided that such notice has been given,the Designer may request in writing an adjustment in the Key
Milestone Listing dates, which shall be granted by the Owner to the extent reasonable.
ARTICLE 7
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DESIGNER'S COMPENSATION
7.1 Compensation for Basic Services
7.1.1 Compensation for Basic Services shall include all compensation due the Designer from the Owner
for all services under this Agreement.
7.2 Breakdown of Compensation for Basic Services
Not-to-exceed Compensation for Basic Services consists of the following compensation for the following
separate categories of services:
7.2.1 Schematic Design Phase. Lump Sum fee of$28,320.00 (Twenty Eight Thousand,Three Hundred
Twenty Dollars).
7.2.2 Design Development Phase. Lump Sum fee of$28,320.00 (Twenty Eight Thousand,Three Hundred
Twenty Dollars).
7.2.3 Construction Document Phase. Lump sum fee of$49,560.00(Forty-Nine Thousand Five Hundred
Sixty Dollars).
7.2.4 Bidding and Contract Award. Lump sum fee of$7,080.00 (Seven Thousand Eighty Dollars)
7.2.5 Construction Phase. Lump sum fee of$21,240.00(Twenty One Thousand,Two Hundred Forty
Dollars).
7.2.6 Post Construction Phase. Lump sum fee of$7,080.00(Seven Thousand Eighty Dollars)
7.2.7 Additional Basic Services(Select all that apply):
Storm Water Management Design. Lump Sum fee of$8,000.00 (Eight Thousand Dollars)
Design of 60 kW Solar System. Lump Sum fee of$5,200.00(Five Thousand Two Hundred Dollars)
Reimbursable Expenses(10%of Design Costs).Time& Materials Not to Exceed$15,480.00(Not To
Exceed Fifteen Thousand Four Hundred Eighty Dollars)
7.3 Payment for Basic Services Rendered, as described in Attachment B
7.3.1 Payment to the Designer for Basic Services shall become due and payable as progress deliverables
and categories of services are completed. Upon completion of each category, payment will be made by the
Owner within 30 calendar days of receipt of an invoice which is in form and substance acceptable to the
Owner.When applicable such invoice shall include supporting documentation, as designated by Owner,for
any reimbursable expenses claimed by Designer. In the event the Owner finds any part or parts of all or any
portion of an invoice presented by the Designer not to be acceptable, it shall identify to the Designer the
part or parts which are not acceptable and shall pay the part or parts of the invoice which are acceptable, if
any. This paragraph is not intended to indicate Owner satisfaction of any work or services. No deductions
shall be made from the Designer's fees for basic services except in accordance with this Agreement or to
reimburse the Owner for costs or expenses incurred or anticipated to be incurred for which the Designer is
liable.
7.3.2 If the Owner increases or decreases the scope of the Project by ten percent(10%)or more of the
currently estimated Total Project Cost,the compensation for Basic Services shall be equitably adjusted.
7.4 Compensation for Hourly Not-to-Exceed and Additional Services
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7.4.1 With respect to Hourly Not-to-Exceed Services performed by the Designer in accordance with this
Agreement,the Designer shall be compensated at the hourly rates and/or unit pricing shown in Attachment
F to this Agreement.
7.4.2 With respect to Additional Services performed by the Designer in accordance with Article 5 or any
Addendum or Amendment to this Agreement,the Designer shall be compensated at the hourly rates shown
in Attachment F to this Agreement, unless the Owner and the Designer otherwise agree in writing.
7.5 Reimbursable Expenses
7.5.1 Reimbursable expenses are in addition to the fees for basic services,and are for the following
expenditures to the extent reasonable and actually incurred by the Designer, its employees, or Consultants
with respect to the Project:
A. Transportation and authorized out-of-town travel and subsistence;
B. Fees paid for securing approval of authorities having jurisdiction over the Project;
C. Printing, reproductions, plots, standard form documents;
D. Postage, handling and delivery;
E. Renderings, models, mock-ups, professional photography, and presentation materials requested by
the Owner;
F. All taxes levied on professional services and on reimbursable expenses;
G. Site Office expenses, if requested by the Owner.
7.5.2 Designer and its Consultants will be entitled to reasonable mark-up on actual expenses, as per
Attachment F.
7.6 Accounting Records
7.6.1 Accounting records of the Designer's compensation for Additional Services and Reimbursable
Expenses pertaining to the Project shall be maintained by the Designer and its Consultants in accordance
with generally accepted accounting practices and shall be available for inspection by the Owner or the
Owner's representatives at mutually convenient times for a period of five (5)years after the later of final
completion of the Project or issuance of a certificate of occupancy for the Project.
7.7 Total Compensation
7.7.1 Total compensation to the Designer, including Basic Services,Additional Services and Reimbursable
Expenses shall not exceed $170,280.00(One Hundred Seventy Thousand,Two Hundred Eighty Thousand
Dollars.)
ARTICLE 8
RESPONSIBILITIES OF THE OWNER
8.1 Cooperation and Coordination
8.1.1 The Owner shall meet with the Designer as necessary at mutually convenient times to provide
information necessary to enable the Designer to develop a detailed written analysis and complete needs
summary of the Project.
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8.1.2 The Owner shall examine documents submitted by the Designer and shall make reasonable efforts
to render decisions pertaining thereto no later than the dates specified in the schedule for such decisions
described in Article 6.1.2.
8.1.3 Angel Barnes shall be the Owner's Construction Projects Administrator and shall act in the Owner's
behalf and as its representative with respect to the Project and shall have the authority to render decisions
and approve changes in the scope of the Project within guidelines established by the County Manager and
the Board of County Commissioners and shall be available during working hours as often as may be
reasonably required to render decisions and to furnish information. Owner may replace the individual
serving as Construction Projects Administrator at any time. Should such replacement occur Designer will be
so informed within a reasonable time.
8.2 Surveys and Testing
8.2.1 The Owner shall furnish the Designer with a certified land survey of the site,giving, as applicable,
grades and lines of streets, alleys, pavements and adjoining property; rights-of-way, restrictions, easements,
encroachments,zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and
complete data pertaining to existing buildings, other improvements and trees, and other pertinent
information reasonably requested by the Designer including that concerning available service and utility
lines, both public and private, above and below grade, including inverts.
8.2.2 The Owner shall provide the services of a geotechnical engineer or other consultant, or
compensate for such sub-consultant services provided by the Designer,when such services are reasonably
deemed necessary by the Designer, and agreed and consented to in writing by Owner, as shown on the
Designer's schedule described in Article 6.1.2,to provide reports,test borings,test pits, soil bearing values,
percolation tests, air and water pollution tests,ground corrosion and resistivity tests and other necessary
operations for determining subsoil, air and water conditions, all together with reports and appropriate
professional recommendations thereof to ensure construction materials and geotechnical requirements of
the construction contract are met.
8.2.3 All services, data, information, surveys and reports required of the Owner pursuant to this Article 8,
shall be furnished at the Owner's expense and,absent any negligence or failure to follow professional
standards on the part of Designer,the Designer shall be entitled to rely upon the accuracy and
completeness of such services, data, information, surveys and reports.
8.3 Permits and Approvals
8.3.1 The Owner shall secure and pay for all necessary permits, licenses, approvals, easements,
assessments, and charges required for the construction, use or occupancy of permanent structures or for
permanent changes in existing facilities.The Designer shall provide the Owner with a schedule of all
required approvals and of the dates by which application for such approvals must be made in order to avoid
any risk of delay to the Project, prepare necessary application forms, present documents requiring approval
by the Owner and submit documents with the Owner's approval to the appropriate approval agency.
ARTICLE 9
INSURANCE
9.1 General Requirements
9.1.1 The Designer shall purchase and maintain and shall cause each of its Consultants to purchase and
maintain during the period of performance of this Agreement, and for five (5)years after the later of final
completion of the Project or issuance of a Certificate of Occupancy of the Project, insurance for protection
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from claims under workers'or workmen's compensation acts; Comprehensive General Liability Insurance
(including broad form contractual liability and complete operations,explosions, collapse, and underground
hazards coverage) covering claims arising out of or relating to bodily injury, including bodily injury, sickness,
disease or death of any of the Designer's or Consultants'employees or any other person and to real and
personal property including loss of use resulting thereof; Comprehensive Automobile Liability Insurance,
including hired and non-owned vehicles, if any, covering personal injury or death, and property damage;
and Professional Liability Insurance, covering personal injury, bodily injury and property damage and claims
arising out of or related to the performance under this Agreement by the Designer or its agents, Consultants
and employees.
9.1.2 The minimum insurance ratings for any company insuring the Designer shall be Best's A-. Should
the ratings of any insurance carrier insuring the Designer fall below the minimum rating,the County may, at
its option, require the Designer to purchase insurance from a company whose rating meets the minimum
standard.
9.2 Limits of Coverage
9.2.1 Designer shall obtain, at its sole expense, Commercial General Liability Insurance,Automobile
Insurance, Workers' Compensation Insurance, Professional Liability Insurance and other coverage as shown
in Attachment G ("Certificate of Insurance").
9.2.2 All insurance policies (with the exception of Worker's Compensation and Professional Liability)
required under this Agreement shall name the Owner as an additional insured party for the insurance.
9.3 Proof of Coverage
9.3.1 Evidence of such insurance shall be furnished to the Owner. Upon cancellation, non-renewal or
reduction,the Consultant shall procure substitute insurance so as to assure the Owner that the minimum
limits of coverage are maintained continuously throughout the periods specified herein.
9.4 Indemnity
9.4.1 Designer shall indemnify and hold harmless the Client, its officers, directors, employees,from and
against those liabilities, damages and costs arising out of third-party claims to the extent caused by the
willful misconduct, negligent act, error or omission of the Designer or anyone for whom the Designer is
legally responsible,subject to any limitations of liability contained in this Agreement. Designer will
reimburse Client for reasonable defense costs for claims arising out of Designer's professional negligence
based on the percentage of Designer's liability.
9.5 Owner's Insurance Option
9.5.1 At any time during the performance of this Agreement,the Owner may, at its sole option, provide
for itself,for the Designer and for its Consultants any or all of the insurance coverage required under the
Article.
9.5.2 If the Owner elects to provide such coverage it shall notify the Designer in writing and provide to
the Designer such certificate or certificates of coverage as may be applicable.
9.5.3 If the Owner elects to provide such coverage it shall be entitled to pro rata reduction in the fees for
Basic Services equal to the additional cost incurred and paid for by the designer above the designer's
standard insurance coverage carried, providing that the reduction of fees will not be greater than the
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amount refunded from the insurance company by the cancellation of the additional polices acquired by the
designer for the project.
ARTICLE 10
AMENDMENTS TO THE AGREEMENT
10.1 Changes in the Designer's Basic Services
10.1.1 Changes in the Basic Services and entitlement to additional compensation or a change induration
of this Agreement shall be made by a written Amendment to this Agreement executed by the Owner and
the Designer.The Designer shall proceed to perform the Services required by the Amendment only after
receiving a fully executed Amendment from the Owner or a written notice from the Owner directing the
Designer to proceed,whichever is earlier.
10.2 Owner Changes
10.2.1 The Owner may,without invalidating this Agreement, make written changes in the Designer's Basic
Services or Additional Services of this Agreement by preparing and executing a Change Order. Within seven
(7) days of receipt of such a Change Order,the Designer shall notify the Owner in writing of any change
contained therein that the Designer believes significantly increases or decreases the Designer's services
with respect to the Project and request an adjustment in compensation with respect thereto. If the Change
Order significantly increases or decreases the Designer's services,the Designer's compensation may be
equitably adjusted.
ARTICLE 11
TERMINATION AND SUSPENSION
11.1 Termination for Convenience of the Owner
11.1.2 This Agreement maybe terminated without cause by the Owner and for its convenience upon
seven (7) days written notice to the Designer.
11.2 Other Termination
11.2.1 After seven (7) days written notice to the other party of its material breach of the Agreement,this
Agreement may be terminated by the noticing party, provided that the other party has not taken all
reasonable actions to remedy the breach.
11.2.2 Designer acknowledges that Owner 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 Owner's obligations under this
Agreement,then this Agreement shall automatically expire without penalty or further cost to Owner
immediately upon written notice to Designer of the unavailability and non-appropriation of public funds. It
is expressly agreed that Owner shall not activate this non-appropriation provision for its convenience or to
circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a fiscal
crisis.
11.2.3 In the event of a change in the Owner's statutory authority, mandate and/or mandated functions,
by state and/or federal legislative or regulatory action,which adversely affects Owner's authority to
continue its obligations under this Agreement,then this Agreement shall automatically terminate without
penalty or further cost to Owner upon written notice to Designer of such limitation or change in Owner's
legal authority.
11.3 Compensation after Termination
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11.3.1 In the event of termination for the convenience of the Owner,the Designer shall be paid that
portion of its fees and expenses that it has earned to the date of termination, plus five percent(5%) of its
compensation for Basic Services earned to date or of its unearned compensation for Basic Services,
whichever is less, less any costs or expenses incurred or anticipated to be unearned by the Owner due to
errors or omissions of the Designer.
11.3.2 In the event of termination by reason of a material breach of the Agreement by the Owner,the
Designer shall be entitled to the same compensation as it would have received had the Owner terminated
the Agreement for convenience, and the Designer expressly agrees that said compensation is fair and
appropriate as liquidated damages for any and all costs and damages it might incur as a result of such
termination.
11.3.3 In the event of termination by reason of a material breach of the Agreement by the Designer,the
Designer shall be paid that portion of its fees and expenses that it has earned to the date of termination,
less any costs or expenses incurred or anticipated to be incurred by the Owner due to errors or omissions of
the Designer or by reason of the Designer's breach of this Agreement.
11.3.4 Should this Agreement be terminated as provided under this Article 11 the Owner shall be granted,
at no additional cost, ownership of all documents, drawings, and electronic databases relating to the
Project, including the ownership and use of all drawings,specifications, documents and materials relating to
the Project prepared by or in the possession of the Designer.The Designer shall turn over to the Owner
within seven (7) days and in good unaltered condition reproducibles of all original drawings, specifications,
documents, electronic data bases and materials. In the event of such termination, and should the Owner
use such drawings for completion of the Project,the Owner shall indemnify and hold the Designer harmless,
to the extent authorized by North Carolina Law,from and against any cost, expense, damage or claim
arising out of the loss of life, personal injury or damage to tangible property occasioned wholly or in part by
any act or omission by the Owner, its contractor(s), agents or employees in connection with Owner's use of
such drawings, plans, specifications, renderings, models and other work provided as part of Basic Services
and Additional Services, as may have been amended.The Designer specifically agrees to incorporate the
provisions of this paragraph in all contracts for the services of Designer's Consultants.The Owner agrees
that the Designer may retain one set of drawings for its records.
If the event that the Agreement is terminated thru no fault of the designer,the owner will reimburse the
designer reasonable cost incurred to accomplish the above collection of,copying of and delivery of the
above documents to the owner as per Attachment F.
11.3.5 Should this Agreement be terminated,the Owner shall, nevertheless, have the right to require the
Designer and/or its Consultants to perform such additional effort as may be necessary to provide
professionally certified and sealed drawings and to deliver to the Owner such certified and sealed drawings
with respect to any phase or item of the project,for which effort the Designer shall be compensated in
accordance with this Agreement.
11.4 Suspension
11.4.1 The Owner may, in writing,order the Designer to suspend, delay or interrupt all or any part of its
Services on the Project for the convenience of Owner.
11.4.2 In the event the Designer believes that any suspension, delay or interruption of any or all of the
Work on the Project, may require an extension of the duration of Basic Services or an increase in the level of
staffing by Designer, it shall so notify the Owner and propose an amendment of the Key Milestone Listing
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for consideration of the Owner. Such amendment or extension shall be effective only upon the written
approval of the Owner,which will not be withheld unreasonably.
11.4.3 A suspension, delay or interruption of the Project shall not terminate this Agreement; provided,
however,that if such suspension, delay or interruption causes a suspension of the Designer's services for a
period exceeding ninety(90) days,the Designer's compensation for Basic Services may be equitably
adjusted upon mutual agreement of the parties.
11.5 Waiver
11.5.1 The payment of any sums by the Owner under this Agreement or the failure of the Owner to
require compliance by the Designer with any provisions of this Agreement or the waiver by the Owner of
any breach of this Agreement shall not constitute a waiver of any claim for damages by the Owner for any
breach of this Agreement or a waiver of any other required compliance with this Agreement by the
Designer.
11.5.2 Owner and Designer mutually waive any claim against each other for consequential damages.
Consequential Damages include:
A. Damages incurred by Owner for loss of use, income,financing, or business.
B. Damages incurred by Designer for office expenses, including personnel, loss of financing,
profit, income, business, damage to reputation, or any other non-direct damages.
ARTICLE 12
ADDITIONAL PROVISIONS
12.1 Confidentiality
12.1.1 The Designer and its Consultants shall use their best efforts not to disclose or permit the disclosure
of any confidential information relating to the Project, except to its agents, employees and other
Consultants who need such confidential information in order to properly perform their duties relative to
this Agreement.
12.2 Limitation and Assignment
12.2.1 The Owner and the Designer each bind themselves,their successors, assigns and legal
representatives to the terms of this Agreement. Neither the Owner nor the Designer shall assign or transfer
its interest in this Agreement without the written consent of the other.
12.3 Governing Law
12.3.1 This Agreement and the duties, responsibilities, obligations and rights of respective parties
hereunder shall be governed by the laws of the State of North Carolina.
12.4 Dispute Resolution
12.4.1 Any dispute arising under pursuant to the Project shall be addressed under the terms of the
Dispute Resolution Rules and Procedures for Orange County Design, Building Construction, Renovation, and
Repair Projects. These rules and regulations are available upon request.
12.4.2 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
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of North Carolina sitting in Orange County, North Carolina, and it is agreed by the parties that no other
court shall have jurisdiction or venue with respect to such suits or actions.
12.5 Extent of Agreement
12.5.1 This Agreement represents the entire and integrated agreement between the Owner and the
Designer and supersedes all prior negotiations, representations or agreements, either written or oral.This
Agreement may be amended only by written instrument signed by both the Owner and the Designer.
12.6 Severability
12.6.1 If any provision of this Agreement is held as a matter of law to be unenforceable,the remainder of
this Agreement shall be enforceable without such provision.
12.7 Ownership of Documents
12.7.1 All designs, drawings, specifications, design calculations, notes and other works developed in the
performance of this contract shall become the property of the Owner and may be used on any other project
without additional compensation to the Designer. Designer does not warrant the use of the documents by
the Owner or by any person or entity for any purpose other than the Project as set forth in this agreement.
12.8 E-Verify
12.8.1 Pursuant to the terms of North Carolina General Statutes no county may enter into a contract
unless the Designer and its subconsultants comply with the requirements of Article 2 of Chapter 64 of the
North Carolina General Statutes. Where applicable,failure to maintain compliance with the requirements
of Article 2 of Chapter 64 of the General Statutes constitutes Designer's breach of this Agreement. By
executing this Agreement Designer affirms Designer is in compliance with Article 2 of Chapter 64 of the
North Carolina General Statutes.
12.9 Electronic Signatures
12.9.1 This Agreement together with any amendments or modifications maybe executed electronically.
All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and
Article 40 of North Carolina General Statute Chapter 66.
12.10 Iran Divestment and Israel Boycott
12.10.1 Designer certifies that, as of the date listed below, it is not on the Final Divestment List as created
by the State Treasurer pursuant to N.C.G.S. § 147-86.58 or the final boycott list created by the State
Treasurer pursuant to N.C.G.S. §147-86.81 nor shall Designer utilize in the performance of this Agreement
any subconsultant or consultant identified on such lists.
12.11 List of Attachment and Referenced Documents and Priority
12.11.1 The design documents consist of this Agreement and the attached and referenced documents. The
attachment and referenced documents are listed in this Section 12.11.1 and are incorporated herein and
made part of this Agreement by reference. In the event of any inconsistency between or among the terms
of this Agreement and any of the incorporated listed documents such inconsistency or conflict shall be
interpreted in the following order of priority:
This Agreement
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Attachment A- Description of the Project
Attachment B- Description of Basic Services
Attachment C- Format of Total Project Cost Estimate(s)
Attachment D- Key Milestone Listing
Attachment E-Consultants and Key Personnel
Attachment F- Hourly Rates Schedule
Attachment G—Certificate of Insurance
Request for Qualifications
Statement of qualifications
IN WITNESS WHEREOF,the Parties hereto have executed this Agreement as of the day and date
first above written in a number of counterparts, each of which shall, without proof or accounting for other
counterparts, be deemed an original contract.
ORANGE COUNTY: DESIGNER:
By: By:
Bonnie Hammersley James R.Stumbo, Principal
County Manager Stewart-Cooper-Newell Architects
719 W.Second Ave.
Printed Name and Title Gastonia, NC 28054
Printed Name and Title
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Attachment A—Description of the Project
The County has purchased a roughly 4260 square foot load bearing masonry building at 3800 Hwy 70,
Efland, NC with the intentions of renovating this into a new EMS facility.There are no planned additions.
The current plan is that the building structural system will be updated and revised to bring the renovated
building up to current structural code requirements for an Essential facility.As part of this proposal,we
have included costs from our structural engineer for analysis of the existing structural systems and design (if
possible) of additional structural support systems to bring the existing structure into compliance, prior to
proceeding.After the initial analysis is complete,we will review with the owner to see if bringing the
current structure up to code is feasible and cost effective.
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Attachment B—Description of Basic Services
-Standard Architectural,Civil, Structural, Plumbing, Mechanical, and Electrical Design for a renovation
project.
-Telecom and Data system pathway infrastructure and coordination with county vendors is included;
however,design of voice and data cabling and systems is not.
-Standard Fire Protection Design
-A construction period of 12 months is assumed for construction administration purposes.
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Attachment C—Format of Total Project Cost Estimates
See Attachment C—Cost Estimate Sample
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Attachment D—Key Milestone Listing
Assuming start date of June 3, 2019
Schematic Design: June3-July 18, 2019
Design Development: July 19-Sept 2, 2019
Construction Drawings: Sept 3 - Dec 2, 2019
Permit Review: Dec 3—Jan 3, 2020
Bidding Jan 7—Feb 4, 2020
County Approval/Contracts: Feb 4—Mar 4, 2020
Construction Administration: March—Dec, 2020
Closeout/Occupancy: Jan 2021
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S Stewart - Cooper • Newell
April 24, 2019 (rev 2)
Ms. Angle Barnes
Capital Projects Manager
Orange County Asset Management Services
131 West Margaret Lane
Hillsborough, NC 27278
Re: Professional Services Proposal
Renovation of Existing Facility for EMS
Dear Ms. Barnes,
Thank you for the opportunity to provide this proposal for professional services for
the EMS renovation project. It is our understanding that the County has purchased
a roughly 4,260 sf existing load bearing masonry building at 3800 Hwy 70, Efland,
NC with the intentions of renovating this into a new EMS facility. There are no
planned additions. The current plan is that the building structural system will be
updated and revised to bring the renovated building up to the current structural code
requirements for an Essential facility. As part of this proposal, we have included
costs from our structural engineer for analysis of the existing structural systems and
design (if possible) of additional structural support systems to bring the existing
structure into compliance,prior to proceeding. After the initial analysis is
complete, we will review with the owner to see if bringing the current structure up
to code is feasible and cost effective.
At the County's request, we are proposing the following scope of services;
Standard Architectural, Civil, Structural, Plumbing, Mechanical, and
Electrical Design for a renovation project.
- Telcom and Data system pathway infrastructure and coordination with
county vendors is included; however, design of voice and data cabling and
systems is not.
- Standard Fire Protection Design
- Professional cost estimating
- A construction period of a maximum of 12 months is assumed for
construction administration purposes.
The proposed fee to provide the above services shall be fixed fee of$141,600 plus
reimbursable expenses.
architecture James C.Stewart,AIA l Kenneth C. Newell,AIA I James R. Stumbo,AIA
needs assessment 719 bast Second Avenue•Gastonia, NC 28054
master planning P: 704.865.6311 1
interiors F:704.865.0046
consulting 1.800.671.0621 www.scn-architects.com
23
5
Exclusions:
- No testing of existing structure is included to determine existing masonry
reinforcement placement. This, if needed, will be provided by the owner.
The design team will assist the owner in acquiring these services.
- No surveying or geotechnical exploration is included; however, the design
team will assist the owner with acquiring these services, if requested.
- The facility will not be LEED certified and therefore no LEED design or
certification services are included.
The civil engineering design is based upon the assumption that due to the size of the
facility and project that no Stormwater Management design or erosion control
permit will be required. With this assumption, the fee includes design of required
erosion control measures for the contractor during construction. As an add alternate
to the fee proposal, if needed, we will include stormwater management design and
calculations for an additional fee as stated below. Similarly, due to the minimal site
work being proposed, it is our hope that landscape improvements beyond re-
grassing will not be required. A fee to add this cost is also stated below. At the
request of the County we are also providing an add fee alternate for providing the
design of a roughly 60 kw roof top photovoltaic system. Lastly, the county has
requested a fee for an add if the county decides to split the project so that it would
be bid as 2 projects. This additional fee is also included below.
Additional add alternate fee items:
1. Stormwater Management Design $8,000
2. Landscape Design 2,000
3. Design of roughly 60kw solar sys. 5,200
4. Additional Bid Package 16,500
Our proposed schedule for the project is:
Schematic Design: June3 - July 18
Design Development: July 19 - Sept 2
Construction Drawings: Sept 3 - Dec 2
Permit Review: Dec 3 Jan 3, 2020
Bidding: Jan 7—Feb 4
County Approval/Contracts: Feb 4—Mar 4
Construction Administration: March—Dec
Closeout/Occupancy: Jan 2021
We look forward to serving the County on this important project. Please let me
know if you have any questions regarding this proposal or would like any additional
information.
Z-
PLANNING
ARCHITECTURE
JJao, AIA, LEED-AP BD+C
INTERIORS
2
CONSULTING
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Attachment E-Consultants and Key Personnel
Architect/Primary Contact Stewart-Cooper-Newell Architects
719 E. Second Ave.
Gastonia, NC 28054
704-865-6311
Point of Contact:James Stumbo
Civil Engineer grounded Engineering
PO Box 37132
Raleigh, NC 27627
919-438-3694
Point of Contact: Sean Dolle
Structural Engineering Taylor and Viola Structural Engineers, PC
PO Box 2616
Hickory, NC 28603
828-328-6331
Point of Contact: Kirk Viola
PME Optima Engineering
150 Fayetteville St
Suite 520
Raleigh, NC 27601
1927 S.Tryon Street
Suite 300
Charlotte, NC 28203
704-338-1292
Point of Contact: Brandon Miller
Cost Estimating Paraclete, Inc
1013 Brenham Ln
Matthews, NC 28105
704-661-2599
Point of Contact: Perry Culpepper