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HomeMy WebLinkAbout2019-340 Human Rights Relations - Town of Chapel Hill Bus advertisement [ Departmental Use Only] TITLE Bus Card Advertising FY 18 = 19 ORANGE COUNTY CONTRACT UNDER $ 5 , 000 . 00 NORTH CAROLINA THIS AGREEMENT , made and entered into this 3rd day of June, 2019, ("Effective Date") by and between Orange County, North Carolina, a body politic and corporate organized under the laws of the State of North Carolina, (the " County" ) , party of the first part , and Town of Chapel Hill (the " Provider" ) , party of the second part ; WITNESSETH . For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the following services to the County in accordance with the terms of this Agreement , time being of the essence : The services and/or materials and/or construction (hereinafter referred to collectively as " Services") to be furnished under this Agreement are as follows : To advertise full showing bus cards for all provider buses , as described in Exhibit A : Bus Card Advertising Agreement , which is attached hereto and incorporated herein . The term of this agreement rendered shall be from June 3 , 2019 to June 6 , 2020 . Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent , professional and timely manner to the satisfaction of the County. Provider shall be responsible for all errors or omissions , in the performance of the Agreement . Provider shall correct any and all errors , omissions , discrepancies , ambiguities , mistakes or conflicts at no additional cost to the County. Provider agrees that Provider shall not sub -contract any of the services to be provided in this Agreement , nor shall Provider assign any right or responsibility granted or required by this Agreement , without the prior written approval of the County . SPECIFIC TERMS 1 . Pam : The County agrees to pay at the rates specified for Services satisfactorily performed in accord with this Agreement . The amount to be paid by the County shall not exceed one thousand, five hundred and forty- eight dollars , ( $ 1 , 548 . 00 ) . Payment shall be made within thirty ( 30) days of an invoice properly submitted to County . Should Provider fail to perform its duties under the terms of this Agreement , County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. 2 . Non—waiver : Failure by County at any time to require the performance by Provider of any of the provisions hereof shall in no way waive or affect the County's right hereunder to enforce the same , nor shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or a waiver of this Non-Waiver Clause , 3 . Independent Contractor : The Provider shall operate as an independent contractor, and the County shall not be responsible for any of the Provider ' s acts or omissions . The Provider shall not be treated as an employee with respect to the Services performed hereunder for federal or state tax , unemployment or workers ' compensation purposes . The Provider understands that neither federal , nor state, nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees of the Provider. 4 . Insurance : Provider shall obtain , at its sole expense, Commercial General Liability Insurance , Automobile Insurance , Workers ' Compensation Insurance , and any additional insurance as may Revised 10/ 17 (Mgr appry 5k 6/ 18) 1 be required by County ' s Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http : //www . orangecountync . gov/ departments / purchasing division / contracts . php ) . If County ' s Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here (if no additional insurance required mark N/A as being not applicable) . Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County' s Risk Manager. 5 . Indemnity : The Provider agrees , without limitation , to defend, indemnify, and hold harmless Orange County from all losses , liabilities , claims , demands , suits , costs , damages or expenses (including reasonable attorney' s fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider in carrying out Provider ' s duties and obligations related to , the Services to be provided in this Agreement . 6 . Termination : This Agreement may be terminated at any time by mutual written agreement of the parties or by the County upon written notice to the Provider . County may suspend this Agreement upon reasonable notice to Provider . T Entire Agreement and Signatures : The parties have read this Agreement and agree to be bound by all of its terms , and further agree that it constitutes the complete and exclusive statement of the Agreement between the parties unless and until modified in writing and signed by the parties . Modifications may be evidenced by telefacsimile signature . This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66 . 8 . Governing Law and Priority : Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina and Orange County. Provider shall at all times remain in compliance with all applicable local , state , and federal laws , rules , and regulations including but not limited to all state and federal anti -discrimination laws , policies , rules , and regulations and the Orange County Non- Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http : //www . orangecountyne . og v/departments/purchasing_division/contracts . php . ) . Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County . This paragraph is not intended to limit and does not limit the definition of breach to discrimination . By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G. S . 147 -86 . 58 . By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G . S . 147 - 86 . 81 . By executing this Agreement Provider affirms Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes . In determining the basic services to be provided, should any documents be referenced in or attached to this Agreement , the terms herein shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement . 9 . Dispute Resolution . Neither party may initiate binding arbitration . Any disputes shall be resolved by nonbinding mediation . If such mediation fails either party may initiate litigation to resolve the dispute . Should either party initiate litigation to settle any dispute involving the terms of this Agreement such litigation shall be initiated in the General Court of Justice of North Carolina seated in Orange County, North Carolina . Revised 10/ 17 (Mgr appry 5k 6/ 18) 2 10 . Non Appropriation : Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate . In the event that public funds are unavailable and not appropriated for the performance of County ' s obligations under this Agreement , then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non -appropriation of public funds . IN WITNESS WHEREOF , Orange County and the Provider have signed this Agreement, effective as of the day first written above . ORAN CO PROVID By : By : De rtment rector Title : 200 S . ameron St . P . O . Box 8181 Hillsborough , NC 27278 Brian Litchfield , Transit Director Revised 10/ 17 (Mgr appry 5k 6/ 18) 3 Transportation Bus Card Advertising Agreement Name of Organization or Business : Orange County Type of Organization : , Business _ Non- Profit Contact Person : Melvyn Blackwell Phone : Fax . E-mail Address : mblackwellgoran ecountync . ov Mailing Address : PO Box 8181 Hillsborough, NC 27278 Ad Rate : $ 143 . 00 (month) = 12 mos Total Amt) $ 1548 . 00 Showing : X Full ( all buses) Half ( approx 50 buses) Bulkhead Start of Ad Period : June 3 , 2019 End of Ad Period : June ' 6 , 2020 Dispose Ads : (Yes/No ) * It is the Advertiser ' s responsibility to retrieve card ads following ad period . TERMS & CONDITIONS 1 . It is the advertiser ' s responsibility to provide a 30 day written notice (prior to the end of the agreement) of their intent to enter into a new agreement for additional advertising . If 30 day notice is not provided, the Town reserves the right to reassign to the ad space . All advertising periods shall be continuous . The maximum advertising period is 12 months , with the option to renew if the advertiser provides a 30 day written notice prior to the end of the initial advertising period . 2 . Ad space cannot be reserved for a future period . Revised 8/2006 3 . It is the advertiser ' s responsibility to provide Chapel Hill Transit with printed bus card ads that meet the following requirements : - Ads must be printed on at least 5 ply . cardboard stock . Ads for bus overhead racks must be exactly I top to bottom , 20 " side to side , with no printing within 3 /8 " of any edge . - Bus bulkhead ads must be 21 V2 " top to bottom, 21 " side to side , with no printing with 3 /8 " of any edge . 4 . Card Ads will be placed in the buses on the first Saturday following delivery of the cards to the Transportation Office . Cards will be removed the first Saturday following the ad period . ility to retrieve card ads following ad period . Advertisers must It is the Advertiser ' s responsib retrieve expired ads within one ( 1 ) week of the ad period ending . The Town of Chapel Hill Transportation Department will not retain/store expired ads . 5 . The Town of Chapel Hill reserves the right to review and approve any bus card ads before placement . Advertising should be of a reputable nature, should conform to recognized business standards, and must not conflict with any federal , state or local laws or regulations . Liquor (including beer and wine) , cigarette , and massage parlor advertising will not be accepted . Advertisements must be professionally designed and printed . 6 . All questions regarding Bus Card Advertising and correspondence should be directed to : Chapel Hill Transit 6900 Millhouse Road Chapel Hill, NC 27516 Office : (919) 9694910 Fax : (919) 968 -2840 The undersigned agrees to the terms and conditions set forth in this agreement . 06/ 10/2019 Signature Date Checks : Make Payable to the Town of Chapel Hill or Credit Cards : Credit Cards accepted at Town Hall All payments must be sent to : Town of Chapel Hill — Revenue Office 405 Martin Luther King Jr . Blvd Chapel Hill, NC 27514 Revised 8/2006 Contract # qlq To be assigned by Purchasing TOWN OF. CHAPEL HILL ROUTING FORM Vendor/ Contractor Name : ORANGE COUNTY Vendor # 11452 Document Name/Title : Interior Bus Card Advertising Bid # ( If applicable ) Department : Transit Return To . Sheryl Sherman/Rick Shreve Contact Person . Sheryl Sherman Department : Transit Phone Number: 4910 Date Received Date Forwarded Initials Department Head ( Review & Approve ) f67 r y� Purchasing & Contracts Manager Finance Officer ( Per Budget Act) ] 1 t4 " Legal Review Deputy/Town Manager ( If Required ) Town Clerk (Attest, Date and Notarize) Purchasing & Contracts Mgr ( Distribution and Mailing) toll Deadline for Signing. ASAP G/ L Account Number(s ) : Contract Dollar Amount(s ) : Special Distribution Instructions 64000 45840 $ 1 , 548 . 00 Please return 4 copies to Orange County, they will execute and return 1 copy to the Town. Notes/ Explanation aA L J� .. C,9 -pA rou�kru� This is a revenue account . MUNI � � � b"d NO !Uk Vendor Mailing Address/Telephone Orange County PO Box 8181 4 0H ( � G1 ' CAL Hillsborough, NC 27278 ov, u7yj t 2 t6/+ ► S f' oak] Attn : Melvyn Blackwell read q Form Revised 04/2013 Please do not remove form if revisions to document are necessary ACC)RbP CERTIFICATE OF LIABILITY INSURANCE DATE ( MM/DD/WYY) kke � 07/16/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND , EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW . THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S ) , AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED , the policy( ies ) must have ADDITIONAL INSURED provisions or be endorsed . If SUBROGATION IS WAIVED , subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s ) . PRODUCER CONTACT Lori Hiatt, CIC , CSRM , Account Manager NAME: Surry Insurance PHONE (336) 386- 8228 FAX (336) 386-4661 A/C No Ext : A/C , No ) : P . 0 , BOX 128 E-MAIL lori . hiatt@surryinsurance . com ADDRESS : INSURER(S) AFFORDING COVERAGE NAIC # Dobson NC 27017- 0128 INSURER A : The Charter Oak Fire Insurance Company 25615 INSURED INSURER B : Town of Chapel Hill INSURER C 405 Martin Luther King Jr. Blvd INSURER D : INSURER E : Chapel Hill NC 27514-5705 INSURER F : COVERAGES CERTIFICATE NUMBER : REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED . NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN , THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS , EXCLUSIONS AND CONDITIONS OF SUCH POLICIES . LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS , INSR AUDL SUBRI POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/DD/YYYY MM /DD/YYYY LIMITS Ix COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 110001000 DAMACLAIMS-MADE OCCUR PREM ET RENTED 1 , 000 , 000 PREMISES Ea occurrence $ MED EXP (Any one person) $ A ZLP41M7991A 07/01 /2018 07/01 /2019 PERSONAL & ADV INJURY $ 110001000 GEN ' LAGGREGATE LIMIT APPLIES PER : GENERAL AGGREGATE . $ 21000 / 000 POLICY DPRO OLOC PRODUCTS - COMP/OPAGG $ 21000 , 000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident) $ 1 , 000 , 000 ANY AUTO BODILY INJURY (Per person) $ A OWNED SCHEDULED 810-5J243370 07/01 /2018 07/01 /2019 BODILY INJURY ( Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident $ XJ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ 1010001000 A EXCESSLU CLAIMS-MADE ZUP411\1179921 07/01 /2018 07/01 /2019 AGGREGATE $ 10 , 0001000 DED JXFRETENTION $ 10 , 000 $ WORKERS COMPENSATION FPER OTH- AND EMPLOYERS' LIABILITY Y / N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? N / A E. L. EACH ACCIDENT $ ( Mandatory in NH ) E. L. DISEASE - EA EMPLOYEE $ If yes , describe under DESCRIPTION OF OPERATIONS below E. L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101 , Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Town of Chapel Hill ACCORDANCE WITH THE POLICY PROVISIONS . AUTHORIZED REPRESENTATIVE © 1988 -2015 ACORD CORPORATION . All rights reserved . ACORD 25 (2016103 ) The ACORD name and logo are registered marks of ACORD