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HomeMy WebLinkAbout2019-362-E Child Support - Leigh Peek legal services DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 [Departmental Use Only] TITLE ATTY CONTRACT FY 2020 NORTH CAROLINA SERVICES AGREEMENT UNDER$90,000.00 NO RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter "Agreement"), made and entered into this 1st day of July, 2019, ("Effective Date") by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and Leigh Peek, Attorney at Law, P.C., (hereinafter, the "Provider"). WITNESSETH: That the County and Provider, for the consideration herein named, do hereby agree as follows: 1. Services a. Scope of Work. i) This Agreement is for services to be rendered by Provider to County with respect to (insert type of project): Legal Services related to Child Support Enforcement. ii) By executing this Agreement, the 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. iii) Time is of the essence with respect to this Agreement. iv) The services to be performed under this Agreement consist of Basic Services, as described and designated in Section 3 hereof. Compensation to the Provider for Basic Services under this Agreement shall be as set forth herein. 2. Responsibilities of the Provider a. Services to be provided. The Provider shall provide the County with all services required in Section 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. b. Standard of Care. i) The Provider shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Provider practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Provider is solely responsible for the professional Revised 12/18 1 DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 quality, accuracy and timely completion and/or submission of all work related to the Basic Services. ii) Provider shall be responsible for all errors or omissions of its agents, contractors, employees, or assigns 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. iii) The Provider shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. iv) Provider is an independent contractor of County. Any and all employees of the Provider engaged by the Provider in the performance of any work or services required of the Provider under this Agreement, shall be considered employees or agents of the Provider only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Provider. v) If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Provider represents that it and/or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. vi) In determining the basic services to be provided, should any documents be referenced in this Agreement, the terms of this Agreement shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. Should a request for proposals and a proposal be referenced the terms of the request for proposals shall have priority over the terms of any proposal. 3. Basic Services a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows (fully describe services to be provided): Basic Services to be provided as described and pursuant to the terms and conditions set out in Exhibit 1 attached hereto. 4. Duration of Services a. Term. The term of this Agreement shall be from July 1, 2019 to June 30, 2020. b. Scheduling of Services. i) The Provider shall schedule and perform its activities in a timely manner. ii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate its efforts, including providing additional Revised 12/18 2 DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 resources and working overtime, as necessary, to perform its services in accordance with the approved project schedule at no additional cost to the County. iii) The Commencement Date for the Provider's Basic Services shall be July 1, 2019. 5. Compensation a. Compensation for Basic Services. Compensation for Basic Services shall include all compensation due the Provider from the County for all services under this Agreement. The maximum amount payable for Basic Services shall not exceed Forty-Six Thousand Dollars ($46,000.00). Provider may receive reimbursements for training and expenditures as provided in Exhibit 1. Payment for Basic Services shall become due and payable within thirty(30) days of Provider properly invoicing County. Payment shall be subject to provisions of Section 5(b). b. Disputes. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. 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. c. Additional Services. County shall not be responsible for costs related to any services in addition to the Basic Services performed by Provider unless County requests such additional services in writing and such additional services are evidenced by a written amendment to this Agreement. 6. Responsibilities of the County a. Cooperation and Coordination. The County has designated (Erica Bryant) to act as the County's representative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and/or the County Board of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 7. Insurance a. General Requirements. 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 consist of 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. Revised 12/18 3 DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 8. Indemnity a. Indemnity. The Provider agrees, without limitation, to defend, indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Provider except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 9. Amendments to the Agreement a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. 10. Termination a. Termination for Convenience of the County. This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days' prior written notice to the Provider. b. Other Termination. The Provider may terminate this Agreement based upon the County's material breach of this Agreement; provided, the County has not taken all reasonable actions to remedy the breach. The Provider shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. c. Compensation After Termination. i) In the event of termination, the Provider shall be paid that portion of the 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 County due to errors or omissions of the Provider. ii) Should this Agreement be terminated, the Provider shall deliver to the County within seven (7) days, at no additional cost, all deliverables including any electronic data or files relating to the Project. d. Waiver. The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Provider with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. e. Suspension. County may suspend the Basic Services and this Agreement at any time for County's convenience and without penalty to County upon three (3) days' notice to Revised 12/18 4 DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 Provider. Upon any suspension by County, Provider shall discontinue work on the Basic Services and shall not resume the Basic Services until notified to proceed by County. 11. Additional Provisions a. Limitation and Assignment. The County and the Provider each bind themselves, their successors, assigns and legal representatives to the terms of this Agreement. Neither the County nor the Provider shall assign or transfer its interest in this Agreement without the written consent of the other. b. Governing Law. 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. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. 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. c. Non-Discrimination. 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 non-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.oran eg countync. og v/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy 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. d. Dispute Resolution. 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 of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. e. Entire Agreement. This Agreement represents the entire and integrated agreement between the County and the Provider and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. f. Severability. If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. Revised 12/18 5 DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 g. Ownership of Work Product. Should Provider's performance of this Agreement generate documents, items or things that are specific to this Project such documents, items or things shall become the property of the County and may be used on any other project without additional compensation to the Provider. The use of the documents, items or things by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. h. 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. It is expressly agreed that County 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 substantial fiscal crisis. In the event of a change in the County's statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action, which adversely affects County's authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County's legal authority. i. Signatures. 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. j. Notices. Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Orange County Provider's Name Attention:Erica Bryant Leigh Peek, Attorney at Law, P.C. P.O. Box 8181 P.O. Box 1059 Hillsborough,NC 27278 Hillsborough,NC 27278 [SIGNATURE PAGE TO FOLLOW] Revised 12/18 6 DocuSign Envelope ID: B9CF70F3-EB57-4815-81 BF-55CF8DC60426 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. ORANGE COUNTY: PROVIDER: Doc u5igned by: DocuSigned by: B IfO637994B755E477 76�4. h*MLY'S� By: puk Y .. 1FF4B9132624400.. County Manager 6/24/2019 6/20/2019 Leigh Peek, Attorney Printed Name and Title Revised 12/18 7 DocuSign Envelope ID: B9CF70F3-EB57-4815-81 BF-55CF8DC60426 LAIYERS LIABILITY INSURANCE -5020LWeKtfm Nrkway,5uile200 919.677,89ffl itt. COMPANY OF Cary,North Carolina 27513 8W.602,884.3 xH i i iat MUTUAL �=Office Box 1929 9 19.67 7.9641 FAX NORTH CAROLINA Cary, North Camlina 27512-1929 1 www.lawyersmutrsalnc.com Declarations LEIGH PEEK, ATTORNEY AT LAW, P.C. Location: PO BOX 1059 307 MEADOWLANDS ❑R, SUITE 101 HILLSBOROUGH, NC 27278 HILLSBOROUGH, NC 27278 Policy Number: 31219-LPL-08 Policy Period: 05-18-2019 to 05-18-2020 12:01 A.M.Standard Time at the address of the Named Insured stated herein. Prior Acts Date of May 18, 2012 Named Insured: Limits of Liability: A. $100,000 A. Applicable to any claim or one or more related claims. B. $300,000 B. Aggregate limit of the Company's liability 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 1NSURINGAGREEMENT VI.Deductible and [including claims expenses] Limit of Liability. Premium: $2,464.00 Endorsement Attachments: 012069 to witness whereof,Lawyers Mutual Liability Insurance Company of North Carolina has caused this Pnlicy to be signed by its President and countersigned by a duly authorized agent of the Company. r�t4tltonzcd AgogPrc 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 Terms,Conditions&Coverages), (09/01/2018) PolicyForm DocuSign Envelope ID: B9CF70F3-EB57-4815-81 BF-55CF8DC60426 LIABILITY INSURANCE 5020 Westan lhrkway,Sode 200 =119.677.8900 FFt LAYERS COMPANY OF Cary.NorthCaroIina 27511 800.662,8843 rrAI FkFF NnQ Office Box 192=1 919.677.9641 FAX MUTUAL NORTH CAROLINA Cary,North CaroIin7 i 112.192") www.lawyenmuluainc.com Insured Listing 1 Prior Acts date Endorsement This Endorsement, effective 12:01 A.M. on May 18,2019 forms a part of Policy No. 31219-LPL-08 (the "Policy") issued by LAWYERS MUTUAL LIABILITY INSURANCE COMPANY OF NORTH CAROLINA and applies to LEIGH PEEK,ATTORNEY AT LAW, P.C. (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 omission(s), or series of related act(s) or omission(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 MICHAEL NOAH OSWALD NC 44671 08-31-2012 2 LEIGH ANN PEEK NC 22249 07-08-1996 Autho izcd AFC END #:012 1oa/oinoi5l AttyListPALE DocuSign Envelope ID: B9CF70F3-EB57-4815-81 BF-55CF8DC60426 LA TYERS LIABILITY INSURANCE ,[,�[1VV(Est[,n RtrkvvL Id',Spite 00 r11;1.l,7:WIM / (arn. North( iioliim?7 11 1 8f1[l.lrfr1.88.13 n oil rki COMPANY OF '1Pi-677.11041 .. MUTUAL NORTH C�AROLINA i'�� [1i�iit 13�:� t��?1 [,er., tir�rth[ ,rnrlin.r l7S12-19?`1 www.lawyersmulua{nr.cnm Financial Fraud Exclusionary Endorsement (Real Estate with Safe Harbor) This Endorsement, effective 12:01 A.M. on May 18, 2019 forms a part of Policy No. 31219-LPL-08 (the"Policy") issued by LAWYERS MUTUAL LIABILITY INSURANCE COMPANY OF NORTH CAROLINA. It is hereby understood and agreed that as a condition of the issuance of this Policy, the EXCLUSIONS AND LIMITED WAIVER 1. Exclusions, section of the Policy is hereby amended to add this Specific Acts Exclusion. All Policy provisions, terms, and conditions, except as expressly provided otherwise in this endorsement, remain in full force and effect. Irrespective of whether the act(s)or omissions)alleged in support of a claim, suit, or theory of liability presented in a suit, would fall within INSURING AGREEMENT, 1.Coverage-Attorney, 11. Coverage-Fiduciary or Ill.Coverage-Arbitrator& Mediator, this Policy does not afford to any Insured any coverage or benefits whatsoever, including, but not limited to, any right to any defense, with respect to: any claim, or any theory of liability asserted in a suit, based in whole or in any part upon any act(s)or omission(s) of any Insured arising out of, related to, or on account of the loss, misappropriation, or attempted misappropriation of funds, through any dishonest, deceitful, or fraudulent scheme or means, including but not limited to written, electronic, telegraphic, cable, teletype, facsimile, or telephone communications or access to, use of, or change to any software, application, data, or information within any computer, server, electronic device, or electronic account of an insured. This exclusion applies regardless of whether any other act(s) or omission(s) contributed concurrently or in any sequence to the loss, misappropriation, or attempted misappropriation of funds.This exclusionary endorsement shall apply only to funds directly or indirectly connected with or related to any purchase, sale, financing, or refinancing of real estate. Provided, however, that this endorsement shall not apply to the loss, misappropriation or attempted misappropriation of funds (1) wired or electronically transmitted by or on behalf of a client if any Insured had previously obtained the client's written agreement to terms of engagement applicable to the representation that identified a specific IOLTA Trust Account as the only bank account to be used, and that warned the client substantially as follows: "BEFORE SENDING ANY WIRE, CALL OUR OFFICE TO VERIFY THE INSTRUCTIONS. WE WILL NOT CHANGE WIRING INSTRUCTIONS. IF YOU RECEIVE WIRING INSTRUCTIONS FOR A DIFFERENT BANK, BRANCH LOCATION, ACCOUNT NAME OR ACCOUNT NUMBER,THEY SHOULD BE PRESUMED TO BE FRAUDULENT. DO NOT SEND ANY FUNDS AND CONTACT ❑UR OFFICE IMMEDIATELY. FAILURE TO FOLLOW THIS PROCEDURE ENDANGERS YOUR FUNDS,"or(2)disbursed by or on behalf of any Insured in accordance with a written, original, notarized disbursement instruction authorizing the wiring or electronic transmission of the funds. e :1[r1lt�rcrrcd END 0:069 (06120/2017) FFEE(REwSH) DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 EXHIBIT 1 1. Provider, upon reasonable notice, is to be available for consultation, legal advice, and for representation as requested by the Orange County Child Support Enforcement Department ("Department") on all legal matters arising from the duties of County under Article 9 of Chapter 110 of the North Carolina General Statutes, Title IV-D of the Social Security Act, and the federal regulations lawfully promulgated pursuant thereto. 2. Leigh Peek is designated as the primary attorney for the County in all Department matters. Deana Fleming, whose services are provided through a separate contract, is the secondary attorney. As the primary attorney Leigh Peek shall appear in court and represent the County in all Department matters and shall not delegate such responsibilities to other attorneys employed by the Provider without ten (10) days advance notice to the Department Director. If the primary attorney has a conflict of interest under the Rules of Professional Conduct governing attorneys the secondary attorney may represent the County. If the primary attorney becomes aware of such a conflict she shall notify Department staff within ten (10) days of discovering the existence of the conflict. If both the primary and secondary attorney have a conflict of interest, it is agreed that when such a conflict arises, the Provider may refer case(s) requiring legal services to other licensed attorneys. Such referrals shall be with the consent and approval of the Department Director and shall be subject to the terms and conditions of a separate contract. In all cases of referrals, Provider shall notify the attorney to whom the case is referred that the attorney must contract individually with the County. 3. Provider agrees to comply with all applicable laws, rules, and regulations, and more specifically with the requirements of Article 9 of Chapter 110 of the North Carolina General Statutes, Title IV-D of the Social Security Act, and the regulations promulgated pursuant thereto relating to the performance of the Department's legal services including, but not limited to, 1 DocuSign Envelope ID: B9CF70F3-EB57-4815-81BF-55CF8DC60426 maintaining such records as are required by County, to make said reports available for federal or state audit, if required, and to make financial, statistical and program progress reports as are required. Provider shall maintain accurate records of time spent on work provided under this Agreement and shall provide such records to the County upon County's request. 4. For the services under this Contract, County agrees to pay Provider One Hundred and No/100 Dollars ($100.00) per hour for each hour spent providing legal services to the Department. The payments herein shall encompass all expenses, including but not limited to, those for salary, supplies, office space, heating and maintenance for office space, telephone service, long-distance telephone calls and travel. County agrees to pay all court costs and filing fees that are required to be paid in conjunction with services provided by Provider under this agreement. Court costs and filing fees advanced by Provider on behalf of County shall be reimbursed to Provider. 5. Provider will be reimbursed for attendance at an annual child support training session. Reimbursement will be at the rate of Forty-five and No/100 Dollars ($45.00) per hour for each hour of the session attended, not to exceed Two Hundred Twenty-five and No/100 Dollars ($225.00) for attendance at the full annual training session or One Hundred and No/100 Dollars ($100.00) for a single day attended. Provider shall obtain from the Department Director prior approval to attend an annual child support training session. 2