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HomeMy WebLinkAbout2019-218-E AMS - Boomerang Link moisture mitigation DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 [Departmental Use Only] TITLE Link Remediation FY 2018-19 NORTH CAROLINA CONSULTING SERVICES AGREEMENT UNDER $90,000 ORANGE COUNTY This Agreement, made and entered into this 15th day of March, 2019, ("Effective Date") by and between Orange County, North Carolina a body politic and corporate of the State of North Carolina (hereinafter, the "County") and Boomerang Design, PA, (hereinafter, the "Consultant"). WITNESSETH: That the County and Consultant, for the consideration herein named, do hereby agree as follows: ARTICLE 1 SCOPE OF WORK 1.1 Scope of Work 1.1.1 This Services Agreement ("Agreement") is for professional consulting services to be rendered by Consultant to County with respect to (insert type of project) moisture mitigation study, research, solutions and design for the Orange County John Link Jr. Government Services building located at 200 S. Cameron St, Hillsborough, NC per proposal L20190215 dated March 1, 2019. 1.1.2 By executing this Agreement, the Consultant represents and agrees that Consultant 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. 1.1.3 Time is of the essence with respect to this Agreement. 1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and designated in Article 3 hereof. Compensation to the Consultant for Basic Services under this Agreement shall be as set forth herein. ARTICLE 2 RESPONSIBILITIES OF THE CONSULTANT 2.1 Services to be Provided. The Consultant shall provide the County with all services required in Article 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. 2.2. Standard of Care 2.2.1 The Consultant shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Consultant practice throughout the United States and in accordance with applicable federal, state Revised 12/18 1 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 and local laws and regulations applicable to the performance of these services. Consultant is solely responsible for the professional quality, accuracy and timely completion and submission of all reports, drawings, specifications, plans, documents and services (hereinafter "Deliverables") related to the Basic Services. 2.2.2 The Consultant shall be responsible for all errors or omissions, in the deliverables prepared by the Consultant. 2.2.3 The Consultant shall correct at no additional cost to the County any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts in any Deliverables prepared by the Consultant. 2.2.4 The Consultant shall assure that all Deliverables prepared by it hereunder are in accordance with applicable laws, statutes, and that any 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 Project. 2.2.5 The Consultant 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. 2.2.6 Any and all employees of the Consultant engaged by the Consultant in the performance of any work or services required of the Consultant under this Agreement, shall be considered employees or agents of the Consultant 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 Consultant. 2.2.7 If activities related to the performance of this agreement require specific licenses, certifications, or related credentials Consultant 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. ARTICLE 3 BASIC SERVICES 3.1 Basic Services 3.1.1 The Consultant shall perform as Basic Services the work and services described herein and as described in Exhibit A- Proposal L20190215 Link Bld Proposal dated 3-1-19. ARTICLE 4 DURATION OF SERVICES 4.1 Scheduling of Services 4.1.1 The Consultant shall schedule and perform its activities in a timely manner. Revised 12/18 2 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 4.1.2 Should the County determine that the Consultant is behind the agreed upon schedule, it may require the Consultant to expedite and accelerate his efforts, including providing additional resources and working overtime, as necessary, to perform his services in accordance with the approved project schedule at no additional cost to the County. 4.1.3 The Commencement Date for the Consultant's Basic Services shall be March 15, 2019. ARTICLE 5 COMPENSATION 5.1 Compensation for Basic Services 5.1.1 Compensation for Basic Services shall include all compensation due the Consultant from the County for all services under this Agreement except for any authorized Reimbursable Expenses which are defined herein. The maximum amount payable for Basic Services is Ninety Thousand Dollars ($90,000.00). Payment for Basic Services shall become due and payable in direct proportion to satisfactory services performed and work accomplished. ARTICLE 6 RESPONSIBILITIES OF THE COUNTY 6.1 Cooperation and Coordination 6.1.1 The County has designated Angel Barnes 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 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. 6.1.2 The County shall be solely responsible for determining whether Consultant as satisfactorily completed Tasks. It is agreed that County shall not unreasonably withhold its determination of satisfactory completion of any Task. In the event the amount of an invoice is disputed County may withhold payment until the dispute is resolved by the parties. County may also withhold payment on an invoice until the satisfactory completion of a Task by Consultant. ARTICLE 7 INSURANCE AND INDEMNITY 7.1 General Requirements 7.1.1 Consultant shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, Professional Liability Insurance, and any additional insurance as may be required by Owner'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.orangecountVnc.gov/departments/purchasing division/contracts.php). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here N/A (if no additional insurance required mark N/A as being not applicable). Consultant shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. Revised 12/18 3 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 7.2 Indemnity 7.2.1 The Consultant agrees, without limitation, to 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 Consultant 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 Consultant to indemnify the County to the fullest extent permitted under North Carolina law. ARTICLE 8 AMENDMENTS TO THE AGREEMENT 8.1 Chanizes in Basic Services 8.1.1 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 Consultant. The Consultant shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. ARTICLE 9 TERMINATION 9.1 Termination for Convenience of the County 9.1.1 This Agreement may be terminated without cause by the County and for its convenience upon seven(7) days prior written notice to the Consultant. 9.2 Other Termination 9.2.1 The Consultant 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 Consultant shall give the County seven (7) days'prior written notice of its intent to terminate this Agreement for cause. 9.3 Compensation After Termination 9.3.1 In the event of termination, the Consultant 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 Consultant. 9.3.2 Should this Agreement be terminated, the Consultant 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. 9.4 Waiver 9.4.l The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Consultant with any provisions of this Agreement or the Revised 12/18 4 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 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. 9.5 Suspension 9.5.1 County may suspend the work at any time for County's convenience and without penalty to County upon three (3) days' notice to Consultant. Upon any suspension by County, Consultant shall discontinue the work and shall not resume the work until notified to proceed by County. ARTICLE 10 ADDITIONAL PROVISIONS 10.1 Relationship of Parties 10.1.1 Consultant is an independent contractor of the County. Neither Consultant nor any employee of the Consultant shall be deemed an officer, employee or agent of the County. Consultant's personnel shall not be employees of, or have any contractual relationship with, the County. 10.2 Limitation and Assignment 10.2.1 The County and the Consultant each bind themselves, their successors, assigns, and legal representatives to the terms of this Agreement. Neither the County nor the Consultant shall assign or transfer its interest in this Agreement without the written consent of the other. 10.3 Governing Law 10.3.1 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. Consultant 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.orangecountVnc.gov/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 the definition of breach to discrimination. By executing this Agreement Consultant affirms that Consultant and any subcontractors of Consultant are and shall remain in compliance with 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 Consultant's breach of this Agreement. By executing this Agreement Consultant affirms Consultant is in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement, Consultant certifies that Consultant has not been identified, and has not utilized the services of any agent or subcontractor, on the Iran divestment list created by the State Treasurer pursuant to G.S. 147- 86.58 and the Israel boycott list created pursuant to G.S. 147-86.81. 10.4 Dispute Resolution Revised 12/18 5 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 10.4.1 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 and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. The Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. Under no circumstances shall any dispute be addressed through binding arbitration. 10.5 Extent of A;reement 10.5.1 This Agreement, together with the Request for Proposals together with attachments distributed by the County and the Consultant's submitted Proposal, all of which constitute the Contract Documents, represents the entire and integrated agreement between the County and the Consultant and supersedes all prior negotiations, representations or agreements, either written or oral. In the event of a conflict among the terms of the Contract Documents, the priority of documents shall be This Agreement, the County's Request for Proposals, attachments to the County's Request for Proposals, the Consultant's Proposal. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. 10.6 Severability 10.6.1 If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. 10.7 Ownership of Deliverables 10.7.1 All Deliverables, together with all supporting materials, source documentation, data collected, field notes, and working drafts, developed in the performance of this Agreement shall become the property of the County and may be used on any other project without additional compensation to the Consultant. The use of the Deliverables 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. 10.8 Non-Appropriation 10.8.1 Consultant 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 Consultant 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, Revised 12/18 6 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 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 Consultant of such limitation or change in County's legal authority. 10.9 Notices and Signatures 10.9.1 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. 10.9.2 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 Consultant's Name &Address Attention: AMS Boomerang Design, PA P.O. Box 8181 6131 Falls of Neuse Rd, #204 Hillsborough,NC 27278 Raleigh,NC 27609 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. COUNTY: Orange County CONSULTANT: Boomerang Design, PA f�akuit.�euuwt�+ 4/5/2019 p �r � 3/12/2019 County Manager Angela Crawford Easterday, AIA Printed Name and Title Revised 12/18 7 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 boomeran g D E S I G rethI0,repurpose,resuks March 1, 2019 Ms. Angel Barnes, Capital Projects Manager Asset Management Services Orange County, North Carolina 131 W Margaret Lane, Suite 300 Hillsborough, NC 27278 Dear Angel Below, please find our proposal to study, research, and design solutions for the moisture mitigation and renovation at the Link Building located at 200 S. Cameron Street. Our services include design of bid drawings and specifications.Thank you for thinking of us. Please let me know if you have any questions. Background Orange County has experienced moisture intrusion in the building. Based upon testing and findings prepared by ESG, the building contains mold that is in need of remediation.There are several items contributing to the moisture intrusion including seals between the cast banding and sealing of the weep holes in the masonry veneer wall.The moisture intrusion is causing mold on surfaces within the plenum space, and noticeable rust is occurring on the 2"floor deck as well as several steel lintels above the windows. Building Construction The two-story building wall system is comprised of a masonry veneer wall over a stud frame with fiberglass insulation. Water has been entering the wall cavity at the failed sealant of the cast banding and is compromising the fiberglass insulation and interior drywall. In addition, there are some concerns with the existing roof.The metal roof is under a 10-year warranty set to expire in 2020. Orange County will work with the warranty company with issues and repairs, and Boomerang will provide guidance to the County. Initial Thoughts Boomerang Design has assessed our initial thoughts in developing a bid set of documents for the remediation and renovation work to include the following: 1. Seal up the exterior areas of leakage on the walls and roof.This work includes powerwashing all cast banding, removing all sealant placed in the weep holes (which are needed for drainage in the wall cavity), resealing all exterior banding, replacing all windows, resealing all exterior perimeter openings, reworking the buildings scuppers for better drainage, replacing or cleaning all steel lintels, installing new thru-wall flashing as needed, and investigating to ensure the main roof drains are not blocked.The building's windows are a vinyl clad wood product that have outlived their life. Replacement windows will be identical in look (to keep with the historical location of the building), but will be more energy efficient and provide a longer lifespan. 2. Working in quadrants, begin removal and replacement of interior drywall, insulation, ceiling grid and tiles and fiberglass insulation. Once a quadrant's exterior work is complete, a water test will be performed on the exterior to ensure the exterior wall is functioning properly in regards to drainage and water infiltration. 3. Work will also include cleaning of the mechanical system. 6131 Falls of Neuse Road,Suite 204,Raleigh,North Carolina 27609 tel 919.573.6400 fax 919.573.6495 thinkboomerang.com DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 Boomerang DESIGN Page 2 of 3 Letter to: A Barnes March 1, 2019 4. Per the county's request,the bid documents will also call for removal and replacement of all flooring and base, changing out of lighting for LED lighting, replacing older cabinetry as designated, adding glass to some doors, making the bathrooms ADA accessible, and re working a few areas in the building as requested. All exposed walls, soffits, etc.will be repainted to provide the building with a fresh new look. We will make sure the County's stained-glass seal and other panels will be saved and reused in the renovation work. Work will also include recertification of the lightening protection system for the building. 5. Between demolition of items and before new work is installed, remediation of the building will be required by the contractor. 6. Work will also include replacement of outdoor lighting and adding of building wall packs, repairs as needed for the integrity of the rear stair masonry walls, addition of drainage along the building, and replacement of low maintenance landscaping to dress up the building and make it easy to mow the grass. Scope of Services Boomerang Design will coordinate with Progressive Design Collaborative (MEP engineer),Timmons Engineering (civil engineer), LHC Structural Engineers (structural engineer),to provide bid drawings for the remediation and renovation work. We may need to bring REI on board for any concerns not yet identified. We propose this work be done as quickly as possible at an hourly rate cost plus expenses based upon the attached rate sheet and consultant proposals. At this time,we will a Not to Exceed amount of$90,000 without prior authorization. We feel strongly that this work will require more than this amount, therefore as we get close to this amount, we will work with the County to determine any additional funding needed and set a new not to exceed amount.After bidding and as the project moves into Construction Administration, we will work with the County to either continue the hourly rate cost or to move to a lump sum amount for this phase of work. REIMBURSABLE FEES Mileage Printing Reimbursable Expenses: Actual expenditures made by the Designer, the Designer's employees or the Designer's professional consultants in the interest of the project shall be billed at a multiple of 1.20 times the actual cost. HOURLY RATE SCHEDULE See attached for entire team PAYMENT Invoicing shall be monthly for the work completed to date; accounts shall be past due after thirty (30) days; one and one-half(1.S%) percent per month service fee will be added to past due accounts. Accounts will be adjusted to include legal fees for collection to the extent allowed by law if such fees become necessary. Services for professional consultants engaged for the normal structural, HVAC, plumbing and electrical engineering services at a multiple of 1.20 times the amount billed the Architect for such services. DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 Boomerang DESIGN Page 3 of 3 Letter to: A Barnes March 1, 2019 INSTRUMENTS OF SERVICE STATEMENT Drawings, reports and specifications are instruments of service and remain the property of this firm. None are to be used on other projects or extension of this project except by agreement in writing and with appropriate compensation. Sincerely, ��l�,ram, AL,Or -A 6 t &c [ ,-t Angela Crawford Easterday, AIA Principal /ace Enclosure DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 boomeran g D E S I G rethI0,repurpose,resuks HOURLY RATES / COST PLUS ARRANGEMENT FOR PROFESSIONAL SERVICES Hourly Rates: Principal $225.00 per hour Associate $175.00 per hour Project Manager $150.00 per hour Project Architect/ Project Captain $100.00 per hour Interior Designer $100.00 per hour Intern / Tech Support $ 95.00 per hour Administrative $ 80.00 per hour Services for professional consultants engaged for the normal structural, HVAC, plumbing and electrical engineering services at a multiple of 1.20 times the amount billed the Architect for such services. We shall inform the Owner of the extent of services in these areas before we engage engineers. Drawings and specifications are instruments of service and remain the property of this firm. Drawings and specifications are not to be used on other projects or extension of this project except by agreement in writing and with appropriate compensation. Reimbursable Expenses: Actual expenditures made by the Architect, his employees or his professional consultants in the interest of the project shall be billed at a multiple of 1.20 times the actual cost. Invoicing shall be monthly for the work completed to date; accounts shall be past due after thirty (30) days; one and one-half (1.5%) percent per month service fee will be added to past due accounts. Accounts will be adjusted to include legal fees for collection to the extent allowed by law if such fees become necessary. 1230 West Morehead Street,Suite 214,Charlotte,North Carolina 28208 tel 704.731.7000 fax 704.731.7095 thinkboomerang.com DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 Progressive Design Collaborative,Ud Pd 3101 Poplorucod Court, Suite 320 Raleigh, North Carolina 27604 919-790.9989 February 18, 2019 Ms. Angela Crawford, AIA Boomerang Design 6131 Falls of Neuse Raleigh, North Carolina 27609 Re: Orange County Link Building Angie: Thank you for asking for Progressive Design Collaborative to be part of the design team to complete the proposed scope of work in the January 24, 2019 report at the Link Building. Project will be billed hourly based on the attached rates. If you have any questions, please give me a call. Sincerely, Steve Campbell, P: E. PROGRESSIVE DESIGN COLLABORATIVE, LTD. a �' pdcengineers.com DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 2019 PDC HOURLY RATE SCHEDULE Principal $175 per hour Project Manager $150 per hour Senior Engineer $150 per hour Engineer $125 per hour Senior Designer $125 per hour Designer $110 per hour CAD $ 75 per hour Clerical/Administration $ 65 per hour pdof `'� DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 1001 Boulders Parkway P 804.200.6500 T I M M O N S GROUP suite 300 F 804.560.1016 YOUR V$51014 ACHIEVED THROUGH OURS Richmond, VA 23225 www.trmmans.com LETTER OF AGREEMENT Client: Boomerang Design Date: February 18, 2019 Contact: Angela Crawford Easterday Principal: Blake Hall Phone No: 919-573-6403 Project Manager: Brian Starkey E-mail: ACrawford@thinkboomerang.com Project Name: ❑C Link Building Dear Angela Timmons Group is pleased to offer this proposal for landscape improvements to Orange County's Link Building landscape improvements. We look forward to working with you to achieve your vision for this project. Thank you for allowing Timmons Group to provide professional services on this project. We will provide the requested services, complying with established standards, while being mindful of costs to the Client (the "Client") named above according to the terms and conditions of this Letter of Agreement(the"Agreement'). Prior to submittal to a public agency,all documents will be sent to the Client,if requested,to ensure a complete understanding by all parties. SCOPE AND SCHEDULE OF SERVICES: Timmons Group will provide the services as detailed on the Scope of Services attached as Exhibit A (the "Scope of Services"). It is estimated that construction of landscape improvements would be approximately $50,000.00 We will provide services in a timely and efficient manner and will keep you informed of the job status and any necessary changes. We estimate that the project will be completed within I month of our receipt of written Notice to Proceed. Any changes required to the Scope of Services must be approved in writing before such changes take effect, and you will be notified by the Project Manager. As of the date first written above, any changes in the Scope of Services caused by governing codes or Client revisions may require a schedule and/or fee change. You will be notified of any such changes in writing by the Project Manager. Under no circumstances shall Timmons Group assume any responsibility for construction activity nor have authority over contractor's work, safety precautions or procedures, schedules or for such contractor's compliance with any laws or regulations. PAYMENT SCHEDULE: TIME AND MATERIALS/NOT TO EXCEED Fees for this Agreement will be billed on a time and materials basis based upon actual services provided during the prior calendar month and at the rates specified in the attached rate schedule with a not to exceed fee of$7,100.00. MEL ENGINEERING I ENVIRONMENTAL I SURVEYING I GIS I LANDSCAPE ARCHITECTURE I CONSTRUCTION SERVICES 1 of 6 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 + a&00*i 1001 Boulders Parkway P 804.200,6500 TIMMONS GROUP Suite300 F804.560.1016 YOUR VISION ACHIEVED THROUGH OURS Richmond, VA 23225 www.tlmmons.00m LETTER OF AGREEMENT TERMS AND CONDITIONS: This Agreement shall be controlled by the provisions listed above and the Terms and Conditions attached as Exhibit B. If there is any conflict between the provisions of this Letter of Agreement and the Terms and Conditions, the Terms and Conditions shall control. We will proceed upon receipt of this signed Agreement. Please note that fees quoted are valid for sixty(60) days from the date first written above. REIMBURSEMENTS: Any services and costs such as submittal fees, printing, courier, mileage and outside consultants not listed in the Scope of Services("General Reimbursements")will be invoiced separately in addition to the professional services provided under this Agreement. Reimbursements may include a reasonable handling charge of up to 15% of cost. The Scope of Services may specify a Project Reimbursement Schedule to be attached as Exhibit C.if applicable. PAYMENT TERMS: Unless otherwise provided under the terms of this Agreement, all payments are due upon receipt. Interest shall accrue at the rate of twelve percent(12%) per annum on all unpaid invoices older than thirty(30)days. We reserve the right to stop work on any Client account that becomes sixty(60)days past due and to notify local officials that professional seals should be removed from plans associated with the Client. We will proceed upon receipt of this signed agreement. Should you have any questions, you can reach me directly at 919-5323240 or via email at brian.starkey@timmons.com. zg -17 im ns Grou Date ACKNOWLEDGED AND ACCEPTED: qJ On behalf of the Client, this Agreement, including Exhibit A [Scope of Services]and Exhibit B [Terms and Conditions], is accepted and agreed to as of the date written below. By: Name: Title: Date: CIVIL ENGINEERING I ENV[RONNIENTAL I SURVEYING I GIs I LANDSCAPE ARCHITECTURE I CONSTRUCTION SERVICES 2&6 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 ■ a••*r0 ' 0 0 1001 Boulders Parkway P 804.200,6500 T I M M O N S GROUP Suite 300 F 804,560.10 16 Richmond, VA 23225 www.tpmaxxmcom YOUR VISION ACHIEVED THROUGH OURS- EXHIBIT A SCOPE OF SERVICES Under this Agreement, Timmons Group will provide professional services relative to the project located at [Address or Tax Map number] in [City/County, State]. Base Scope Task1: Site Evaluation..... ...........................................................................................$1.550 Visit site to document existing conditions that will inform the demolition plan as well as the proposed planting plan. Document findings in plan and with written field observations Task 2: Preliminary Design ................................................................................ ......................$4,000 Prepare preliminary design with cost estimate for review with Boomerang and Orange County. Design will also address storm drainage concerns. Review preliminary plan with historic district commission. Task 3: Final Design 1 Plan........................................................................................- . ...............$1,550 Based on review comments final plan will be prepared and estimate of probable costs updated. Plans will include demolition 1 tree protection plan and final planting plan TOTAL....................................................,............................................_................................................$7,100 Optional Services Task 1: Construction Administration .......................................................Estimate ...........$2,500 Services during construction to include services during bidding including solicitation and evaluation of bids and services during construction including two site inspections. Items not included in the Scope of Services of this Agreement: Timmons Group will not perform the following services under this Agreement. At the request of the Client, these services can be added for an additional fee, but are not included in this Agreement. 1. Tree conservation plans 2. Construction Administration 3. Lighting 4. Signage 5. Hardscape Design 6- Permitting PROJECT REIMBURSEMENT SCHEDULE: In addition to the Total Fee for the services provided under the Scope of Services above and any General Reimbursements needed, the items and materials listed on the Project Reimbursement Schedule attached as Exhibit C will be invoiced on a monthly basis as applicable. An additional 15%is added to these charges. CIVIL ENGINEERING I ENVIRONMENTAL I SURVEYING I GIS I LANDSCAPE ARCHITECTURE I CONSTRUCTION SERVICES 3of6 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 • 1001 Boulders Parkway P 804.200.6500 Suite300 F804.5fiD,1016 TIMMONS GROUP Richmond. VA 23225 www.brrwmms.com YOUR VISION ACHIEVED THROUGH OURS EXHIBIT B TERMS AND CONDITIONS 1. SCOPE OF SERVICES: The Scope of Services performed under this Agreement shall be as described in Exhibit A of the Letter of Agreement from TIMMONS GROUP to which these Terms and Conditions are attached. Separate Change Orders signed by authorized representatives of TIMMONS GROUP and the Client may, from time to time, describe additional or different services to be performed under this Agreement, such Change Orders are incorporated by reference herein. These Terms and Conditions shall apply to the Change Orders except to the extent expressly modified by such Change Order. TIMMONS GROUP services with regard to the specific properties covered by this Agreement and subsequent Change Orders, if any, shall hereinafter be referred to as the"Project"or"Projects." 2. DEFINED TERMS: Capitalized terms used in this Exhibit B but not defined shall share the meanings ascribed in the Letter of Agreement. 3. STANDARD OF CARE: In providing services under this Agreement, TIMMONS GROUP will endeavor to perform in a manner consistent with the degree of skill and care ordinarily exercised by members of the same profession currently practicing under similar circumstances. It is not the intention of TIMMONS GROUP to provide or offers to provide services inconsistent with or contrary to such practices, nor to make any warranty or guaranty, expressed or implied, nor to have any agreement or contract for services subject to provisions of any section of any Uniform Commercial Code. Moreover, it is not the intention of TIMMONS GROUP to accept any terms and conditions offered by the Client in its purchase order, requisition, or notice of authorization to proceed except as set forth herein or as expressly accepted in writing. Written acknowledgement or receipt of the actual performance of services subsequent to receipt of any such purchase order, requisition or notice of authorization to proceed is specifically deemed not to constitute acceptance of any terms or conditions contrary to those set forth herein. 4. CODE COMPLIANCE: TIMMONS GROUP shall exercise usual and customary professional care in its efforts to comply with all applicable codes, laws, regulations and the policies of regulatory agencies in effect as of the date of the Agreement. design changes made necessary by newly enacted codes, laws, regulations and the policies of regulatory agencies after the date of this Agreement shall be treated as an additional service subject to an executed Change Order and TIMMONS GROUP shall be entitled to appropriate additional compensation. The Client understands that different officials charged with the enforcement of such codes, laws, regulations and policies of regulatory agencies may have different or inconsistent interpretations of the requirements of such codes, laws, regulations and policies of regulatory agencies, and that TIMMONS GROUP shall not be liable for any damages arising from conflicting interpretations by different officials_ In the event of a conflict between the codes, laws, regulations or policies of regulatory agencies which apply to the Project, TIMMONS GROUP shall notify the Client of the nature and impact of such conflict, and the Client agrees to cooperate and work with TIMMONS GROUP in an effort to resolve the conflict. 5. ELECTRONIC FILES: Because of the possibility that information and data delivered in an electronic file format may be altered, whether inadvertently or otherwise, TIMMONS GROUP reserves the right to retain the drawings, reports or other forms of electronic data generated and furnished by TIMMONS GROUP as instruments of service. TIMMONS GROUP also reserves the right to retain hard copy originals of all Project documentation which is delivered to the Client in electronic file format, which originals shall govern in the event of any inconsistency between the two. It is also understood that the automated conversion of information and data from the system and format used by TIMMONS GROUP to an alternate system or format may not be able to be accomplished without the introduction of inaccuracies, errors and anomalies. In the event any Project documentation provided to the Client in electronic fife format is so converted by the Client, CIVIL ENGINEERING I ENVIRONMENTAL I SURVEYING I G[S I LANDSCAPE ARCHITECTURE I CONSTRUCTION SERVICES 406 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 so **,* ` 4 �0 1001 Boulders Parkway P 804.200.6500 Suite 300 F 804.560.1016 TIMMONS GROUP Richmond, VA 23225 www.timrnormcom YOUR VISION ACHIEVEO THROUGH OURS EXHIBIT B TERMS AND CONDITIONS or someone acting on the Client's behalf, Client agrees to assume all risks associated therewith,to remove from copies provided to the Client all identification reflecting the involvement of TIMMONS GROUP in their preparation and to the fullest extent permitted by law, to hold TIMMONS GROUP harmless and indemnify it from and against any claims, liabilities, damages, losses and costs, including but not limited to attorney's fees, arising therefrom or in connection therewith. 6. GOVERNING LAW: This Agreement shall be governed according to the laws of the Commonwealth of Virginia. 7. THIRD PARTY RIGHTS: This Agreement shall not create any rights or benefits to parties other than the Client and TIMMONS GROUP. 8. ASSIGNMENT: This Agreement may not be assigned without the prior written consent of the Client and TIMMONS GROUP, such consent not to be unreasonably withheld. 9. PROJECT SITE SAFETY: TIMMONS GROUP's Project site responsibilities are limited solely to the activities of TIMMONS GROUP and TIMMONS GROUP's employees on the Project site. These responsibilities shall not be inferred by any party to mean that TIMMONS GROUP has responsibility for Project site safety. The Client and TIMMONS GROUP agree that Project site safety is the sole and exclusive responsibility of the Project's owners or contractor(s). The parties likewise agree that the Project contractor(s) is solely responsible for Project means, methods, techniques, sequences of operation and procedures, and that TIMMONS GROUP shall have no obligations relating to these contractor(s)duties. 10. LIMITATION OF LIABILITY: To the fullest extent permitted by law, except as expressly stated in this Agreement, Timmons Group makes no representations or warranties, express or implied. Notwithstanding any other provision of this Agreement, the maximum liability, in the aggregate, to the Client and anyone claiming by or through the Client, of TIMMONS GROUP and its officers, directors, shareholders, partners,employees, agents and subconsultants, and any of them,for any and all claims, losses, or damages, including attorney's fees, in any way related to or arising from the Project or this Agreement, shall not exceed the total compensation received over the past six calendar months by TIMMONS GROUP under this Agreement, or$50,000, whichever is greater. 11. INDEMNIFICATION: TIMMONS GROUP agrees, to the fullest extent permitted by law, to indemnify and hold harmless the Client, its officers,directors and employees, against all damages, liabilities or costs, including reasonable attorney's fees and defense costs, to the extent caused solely and directly by the negligent performance of professional services by TIMMONS GROUP or its agents under this Agreement. The Client agrees, to the fullest extent permitted by law, to indemnify and hold harmless TIMMONS GROUP, its officers, directors, employees and agents, against all damages, costs and liabilities, including reasonable attorney's fees, caused solely by the Client's negligent acts in connection with the Project or that of its Contractor(s), subcontractors or consultants or anyone for whom the Client is legally liable. Neither TIMMONS GROUP nor the Client shall be obligated to indemnify the other party in any manner whatsoever for the other party's own negligence. CIVIL ENGINEERING I ENVTRONMENTAL I SURVEYING I GIS I LANDSCAPE ARCHITECTURE I CONSTRUCTION SERVICES 5 of 6 DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 1001 Boulders Parkway P 804.200.6500 Suite 300 F 804.560.1016 T I M M O N S GROUP Richmond. VA 23225 WWW.timmoris.mn, YOUR VISION ACHIEVED THROUGH OURS. EXHIBIT C PROJECT REIMBURSEMENT SCHEDULE Resource Unit Description Unit Charge Printing-Plotter Bond B&W Per Sq. Ft. $0.22 Printing-Plotter Bond Color Per Sq. Ft. $0.72 Printing-Small Format B&W 11 x17 $0.1 B Printing--Small Format B&W 8.5x14 $0.08 Printing--Small Format B&W 8.5x11 $0.08 Printing-Small Format Color 11x17 $0.80 Printing-Small Format Color 8.5x14 $0.40 Printing-Small Format Color 8.5x11 $0.40 Mileage per mile $0.535 Postage NIA Cost *Accounting applies an additional 15%onto all reimbursable charges CIVIL ENGINEERING I ENVIRONMENTAL I SURVEYING I GIs I LANDSCAPE ARCHITECTURE I CONSTRUCTION SERVICES c -0 C DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 A ��0 CERTIFICATE OF LIABILITY INSURANCE DATE(M 02/25//2019 Y) 019 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 Doug Farber NAME: Insurance Management Consultants,Inc. (AHC. o Ext: (704)799-1600 ac,No: (704)799-2955 P.O.Box 2490 E-MAIL cert@imcipls.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# Davidson NC 28036 INSURERA: RLI Insurance Company 13056 INSURED INSURER B: Boomerang Design,P.A. INSURER C: 201 S.Washington Street INSURER D: Suite 200 INSURER E: Shelby NC 28150 INSURER F: COVERAGES CERTIFICATE NUMBER: 10/31 PL&WC Renewals 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 ADDLSUBR TYPE OF INSURANCE POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE CLAIMS-MADE OCCUR PREM SESO(Ea occurrence)l $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY ❑ PRO ❑ LOC PRODUCTS-COMP/OP AGG $ JECT OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANYAUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) r $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LAB CLAIMS-MADE AGGREGATE $ DED I I RETENTION $ $ WORKERS COMPENSATION X STATUTE EORH PER AND EMPLOYERS'LIABILITY Y/N 1 000 000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ A OFFICER/MEMBEREXCLUDED? NIA PSW0001649 10/31/2018 10/31/2019 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Per Claim $1,000,000 A Professional Liability RDP0034244 10/31/2018 10/31/2019 Aggrgate $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS I 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 Orange County ACCORDANCE WITH THE POLICY PROVISIONS. PO Box 8181 AUTHORIZED REPRESENTATIVE 131 West Margaret Lane,Ste 300 Hillsborough NC 27278 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 page 2 of 3 E... Client#:121479 70BOOMEDES GATE(MMIODIYYYY) ACORD., CERTIFICATE OF LIABILITY INSURANCE 01/15/2019 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(les)must have ADDITIONAL IN§Ulf ta_proeis€ons 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 Ihis certificate does not confer any rights to the certificate holder In IIsu of such endorsement(s), PRODUCER CONTACT Charlotte Certificate Team NAME: McGriff Insurance Services PHONE, el);704 954-3000 No, 888-751-3197 5925 Carnegie Blvd Suite 400 E-MAIL ccertteam0mcgriff Charlotte,NC 2,9209 INSURERS)RFFORDING COVERAGE NAIC Y 704 954-3004 14990 INSURER A:Mnmylwnla Naavr nl f,Mu^i Cea kn co INSURED INSURER B: Boomerang Design PA INSURER C: PO Box 2285 INSURER D: Shelby, NC 28i 51 rnlsuR£R E 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUI3JECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. iTH TYPE OF INSURANCE DD UBR pOu Y EFF POLICY EXP LIMBS INSR VVVD POLICY NUMBER MMIDDIYYYY MMMDIYYY A X COMMERCIAL GENERAL LIABILITY y BP90670238 2/11/2019 02111/202C EACH OCCURRENCE $1 00Q 000 CLAIMS-MADE 5XI OCCUR PREM,B£S Faoccu[[ence 000000 MED EXP(Any an parson) s es 000 PERSONAL&ADV INJURY $1 0W 000 GEN'✓_AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2 000,000 POLICY❑JECT LOG PRODUCTS-COMPIOP AG s2,000,000 OTHER: $ A AUTOMOBILE LIABILITY Y AU90670238 2/11/2019 021I t1202 COMBCNmeO SWGLELIMrT 1,000 0170 IX ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURYIPeraccidenQAUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY❑AMAGE AUTOS ONLY x AUTOS ONLY Per acciden s A X UMBRELLA LIAB x OCCUR Y UL9067023$ DVI1/2019 OVI 112020 EACH OCCURRENCE s3,000,000 EXCESS LIAB I LCLAIMS-MADE AGGREGATE s3,000,000 DEO RETENTION$ _ _ $ WORKERS COMPENSATIbN pEFt OTH- AND EMPLOYERS'LIAEILII'Y ANY O MCERIMEMSER EXCLIJOE E?EIXITIVE E.L.EACH ACCIDENT ❑ N 1A $ (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 1 VEHICLES(ACORD 1 of,Additional Remarks Schadula,[nay be attechad If more space Is required) Certificate Holder Is automatically listed as A Did it Iona I Insured IF required in their written contract with the Insured. Blanket Additional Insured Endorsement applies. (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION Orange County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 200 S Caiheron St PO Box 8181 ACCORDANCE WITH THE POLICY PROVISIONS. Hillsborough, NC 27278 AUTHORIZED REPRESENTATIVE 0 1 988-201 5 ACORD CORPORATION.All rights reserved. ACORD 25(2016103) 1 of 2 The AC0RD name and logo are registered marks of ACORD 847 #S227486531M22748569 SMWA DocuSign Envelope ID:84FEED65-C734-4847-8E30-55FF579C2681 page 3 of 3 ..... ..- ... .. . . DESCRIPTIONS {Continued from Page 1} - �� _ Orange County is listed as Additional Insured for General Liability when required by written agreement with the insured on BP04501/06. ........ ............._..__._......._...._... - --. ..-.. _......._.....- - --._.........._...-...........__......._...------ ----..._.. -- _ - - - -- --- - - - - .. SAGITTA 25.3(2016103) 2 of 2 848 #S227486531M22748569 AteC"RV CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 04/08/2019 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 Doug Farber NAME: Insurance Management Consultants,Inc. a0Nr o Ext: (704)799-1600 aic,No): (704)799-2955 P.O.Box 2490 E-MAIL cert@imcipls.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# Davidson NC 28036 INSURERA: RLI Insurance Company 13056 INSURED INSURER B: Boomerang Design,P.A. INSURER C: 201 S.Washington Street INSURER D: Suite 200 INSURER E: Shelby NC 28150 INSURER F: COVERAGES CERTIFICATE NUMBER: 4/2/19 BOP,BAP,&XS 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 TYPE OF INSURANCE POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE OCCUR PREM SESO(Ea occurrence)t $ 1,000,000 MED EXP(Any one person) $ 10,000 A Y Y PSB0008233 04/02/2019 10/31/2019 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY ❑ PRO ❑ LOC PRODUCTS-COMP/OPAGG $ 2,000,000 JECT OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED Y Y PSA0002706 04/02/2019 10/31/2019 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED �/ NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY /� AUTOS ONLY (Per accident) Medical payments $ 1,000 X UMBRELLALIAB X OCCUR EACH OCCURRENCE $ 3,000,000 A EXCESS LIAB CLAIMS-MADE Y Y PSE0004074 04/02/2019 10/31/2019 AGGREGATE $ 3,000,000 DED RETENTION $ $ WORKERS COMPENSATION X STATUTE EORH AND EMPLOYERS'LIABILITY Y/N 1 000 000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ A OFFICER/MEMBEREXCLUDED? N/A Y PSW0001649 10/31/2018 10/31/2019 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Per Claim $2,000,000 A Professional Liabilty N Y RDP0034244 10/31/2018 10/31/2019 Aggregate $2,000,000 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 Orange County ACCORDANCE WITH THE POLICY PROVISIONS. P.O.Box 8181 AUTHORIZED REPRESENTATIVE Hillsborough NC 27278 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD AteC"RV CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 04/08/2019 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 Doug Farber NAME: Insurance Management Consultants,Inc. a0Nr o Ext: (704)799-1600 aic,No): (704)799-2955 P.O.Box 2490 E-MAIL cert@imcipls.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# Davidson NC 28036 INSURERA: RLI Insurance Company 13056 INSURED INSURER B: Boomerang Design,P.A. INSURER C: 201 S.Washington Street INSURER D: Suite 200 INSURER E: Shelby NC 28150 INSURER F: COVERAGES CERTIFICATE NUMBER: 4/2/19 BOP,BAP,&XS 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 TYPE OF INSURANCE POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE OCCUR PREM SESO(Ea occurrence)t $ 1,000,000 MED EXP(Any one person) $ 10,000 A Y Y PSB0008233 04/02/2019 10/31/2019 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY ❑ PRO ❑ LOC PRODUCTS-COMP/OPAGG $ 2,000,000 JECT OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED Y Y PSA0002706 04/02/2019 10/31/2019 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED �/ NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY /� AUTOS ONLY (Per accident) Medical payments $ 1,000 X UMBRELLALIAB X OCCUR EACH OCCURRENCE $ 3,000,000 A EXCESS LIAB CLAIMS-MADE Y Y PSE0004074 04/02/2019 10/31/2019 AGGREGATE $ 3,000,000 DED RETENTION $ $ WORKERS COMPENSATION X STATUTE EORH AND EMPLOYERS'LIABILITY Y/N 1 000 000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ A OFFICER/MEMBEREXCLUDED? N/A Y PSW0001649 10/31/2018 10/31/2019 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Per Claim $2,000,000 A Professional Liabilty N Y RDP0034244 10/31/2018 10/31/2019 Aggregate $2,000,000 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 Orange County ACCORDANCE WITH THE POLICY PROVISIONS. P.O.Box 8181 AUTHORIZED REPRESENTATIVE Hillsborough NC 27278 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD