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HomeMy WebLinkAboutAgenda - 03-20-2001-8cORANGE COUNTY BOARD OF COMMISSIONERS ACTION AGENDA ITEM ABSTRACT Meeting Date: March 20, 2001 Action Agenda Item No. -G SUBJECT: Contract with Legacy Research Associates, Inc. (Archaeological Survey of the Little River Park Property).,.,,,, DEPARTMENT: ERCD PUBLIC HEARING: (Y/N) No ATTACHMENT(S): INFORMATION CONTACT: Site Map with Proposed Facilities David Stancil, ext 2590 Request for Proposals Rich Shaw, ext 2591 List of Proposals Received TELEPHONE NUMBERS: Proposed Contract (Sample) Hillsborough 732-81-81 Chapel Hill 968-4501 Durham 688-7331 Mebane 336-227-2031 PURPOSE: To consider awarding a contract to Legacy Research Associates, Inc. for a survey of cultural and archaeological resources on the property acquired by Orange County and Durham County for the Little River Regional Park and Natural Area. BACKGROUND: Orange County is working with Durham County, the Triangle Land Conservancy and the Eno River Association on establishing a new Little River Regional Park, which will be jointly owned and managed by Orange and Durham counties. The 391-acre park straddles the Orange-Durham county line with 136 acres in Orange (Little River Township) and 255 acres in Durham (Mangum Township). The entire Orange County portion of the property and 170 acres of the Durham portion were purchased in November 2000. The remaining 85 acres in Durham County will be purchased before July 31, 2001. In October 2000, Orange and Durham counties were awarded a $262,000 grant from the Land and Water Conservation Fund (LWCF) for design and construction of facilities at the Little River park. Most of the proposed facilities are to be sited in a 15-acre meadow located near the main access (Guess Road), including an entrance driveway, parking lot, picnic shelter, toilet facility and other amenities. Other trail and roadway improvements are planned for the interior, forested section of the property. The intended use of the park is for low-impact recreation, such as hiking, picnics and nature study. An advisory committee comprised of representatives of the project partners will make recommendations to both the Orange and Durham boards of commissioners on park uses and park design in April and October 2001 respectively. Prior to the design and construction of park facilities, a survey of the property must be completed to determine the locations of any archaeological resources that could be damaged or destroyed. According to the North Carolina Department of Cultural Resources (DCR), there are four recorded archaeological sites on the park property, however only a small portion of the area has been surveyed. In addition, the DCR has identified a former mill site on the property. The proposed survey will include an intensive survey of the areas proposed for construction of park facilities, less intensive survey of the mill site and a limited field investigation of the rest of the park property. The results of the survey will be used to help guide the siting of facilities and to provide valuable information about the site that will be useful for interpretive signs and educational programs. The findings will be presented in a written report and a verbal report to the Little River Park Advisory Committee. Orange County received five proposals in response to a February 8 request for proposals (RFP). After a thorough evaluation of the proposals and conferring with the Durham County staff, ERCD recommends awarding the contract to Legacy Research Associates, Inc.. This firm's familiarity with the site, proposed methods and timeframe meet the, project requirements as stated in the request for proposals, and the cost of services is most in line with the budget authorized by the state grant. A list of the proposals is attached. An evaluation of the proposals is available from ERCD. Durham County staff concurs with this recommendation. The current timeframe for park development calls for completion of the conceptual design by October 2001, the engineering site plan by December 2001, facilities construction July 2002 and the park'opening for public use by August or September 2002. FINANCIAL IMPACT: The cost of contract is $7,558 and is to be paid out of a grant awarded to Orange County by the Land and Water Conservation Fund for the design and development of the little River Regional Park. There will be no expenditures of County funds. 2 RECOMMENDATION(S): The Manager recommends that the BOCC approve the contract and authorize the chair to sign, subject to final review by staff and county attorney, for completion of a cultural and archaeological survey of the Little River Regional Park property. _ ~ - . ~ t C~ Proposed Facilities : --- --r{ , ..:: ' . .~ r ~ ® Park•access road -18 ft, graveled.'5ide •_ . ~ ~ . ~drainage'swales, approx.1300 ft long ~ ~ • • . ~:~ •~ ~ • ® Park trails - on• e~d5ting trails and new - • ; 1 y. f ~ ~ . - construc#ion, approx ~ ~ mles - ~' ' ~ ~::' _ - __. © Open play meadow ~ ' ' " ~'" ~D • ~ Parking for 20 cars _ .paved lo# • ~ ~ ~ •`~, .i _ ® Picnic faa'li6es with restroom and playground • ~ ~~, ~1 ~ ~ • . - 1 • ;, - ~ - • • a . , fir' s~ • r• • I • ~ _ ~ _ r . ~ - , ~ - • . . i ~ ., • ~~ ~ ~ • - • • L~lI~• 6~v~r ~111~ i~al~a 4 Orange County Environment and Resource Conservation Department P. ~. Bv18181 Hillti~oroug~t, NC 27278 Phone: (919) 245-2597 F~tx: (919) 64~-3002 ~~ ~ _.....Ocv.orctn~ . c.t~s ~rttuil: rti rcw 1......... . ~ e.•.rt ........... ..... ..... ... February 8, 2001 MEMORANDUM TO: Archaeology Consultants FROM: Rich Shaw, ERCD Land Conservation Manager SUBJECT: Request for Proposals Cultural and Archaeological Survey Little River Regional Park and Natural Area (391 acres) Orange and Durham Counties, North Carolina Orange County is seeking a qualified and experienced archaeologist(s) to conduct a survey of cultural and archaeological resources within the proposed Little River Regional Park and Natural Area. The information wilt be used for siting Future park facilities and for identifying areas of historic and cultural interest for interpretation. The property is owned by Orange and Durham counties, and is located between Guess Road (NC 157) and the North Fork of the Little River. Access to the property is via a gravel entranceway off Gues$ Road (NC 157), approximately 1/3 mile south of the intersection with New Sharon Church Road. A second access is at the end of Summer Lane, located off Bromley Road and parallel to the Orange/Durham county line. The property is wooded except far a 15-acre pasture located near the Guess Road entrance in the southwestern corner or the property. Maps of the property are enclosed. If your firm is interested in performing this work, please respond to the enclosed Request for. Proposals by February 28, 2001. If you have any questions, you are welcome to contact Ms. Tina Moon or me by telephone or a-mail. Enclosures \\CARR\SYS\USERS\RSHAW\LRlver\LR Ar[h Survey\RFP cover letter.doc 5 REQUEST FOR PROPOSALS For: Cultural and Archaeological Survey Little River Regional Park and Natural Area Orange County is seeking a qualified and experienced archaeologist to conduct a survey of cultural and archaeological resources within the proposed Little River Regional Park and Natural Area. The information will be used far siting park facilities and for identifying areas of historic and cultural interest for interpretation. The development of this new park is a cooperative project among the partners Orange County, Durham County, Triangle Land Conservancy and Eno River Association. The park will be jointly owned and managed by Orange and Durham counties. All proposals should address the specifications of the accompanying Scope of Work, and should include, but not be limited to: A discussion of the research design for the proposed investigation. 2. A discussion of the field and laboratory methods to be employed. 3. A work schedule for the proposed survey. 4. An itemized budget estimate for the proposed survey. 5. A list of the names and qualification of the Principal Investigator(s) and field director(s). Submission Deadline: Proposals should be received by 5:00 p.m. on February 28, 2001 by: Contact: Tina Moon, Land Use/Preservation Planner Orange County Environment and Resource Conservation Dept. P.O. Box 8181 Hillsborough, North Carolina 27278 919/245-2583 e-mail: cmoon@co.orange.nc.us 1 s SCOPE OF WORK Cultural and Archaeological Survey Little River Regional Park and Natural Area Orange and Durham Counties I. Project Background The parkland is comprised of 391 acres of undeveloped land straddling the Orange/Durham county border (255 acres in Durham County and 148 acres in Orange County). The main entrance to the park will be from Guess Raad (NC 157). The surrounding areas to the west, north and east are in a natural state. The northern and eastern boundary of the project consists of over a mile of frontage along the North Fork of the Little River. The land to the south of the property includes low-density residential development. Most of the subject property was purchased in November 2000. The remaining 85 acres, all in Durham County, will be acquired before July 31, 2001. The owner of that 85 acres, the Triangle Camrnunity Foundation, has authorized inclusion of that property in this archaeological survey. The parkland will be available for "low-impact" recreational use, including hiking trails, picnic areas, nature study and cultural interpiretation. Most of the park facilities will be constructed within the 1S-acre meadow located near the Guess Road entrance in the southwestern corner of the property. This meadow area was farmed with row crops until about five years ago. Park facilities proposed in this area include a park entrance, entrance driveway, parking lot, picnic shelter, toilet facility and other associated amenities. Large portions of the existing meadow will remain as open areas for further recreatianal and aesthetic enjoyment. Other trail and roadway improvements are planned for the interior, forested section of the property. Former logging roads will be converted to walking trails. Some former roadways may be used for horseback riding and mountain biking. Trail improvements will include new culverts and waterbars to address drainage and erosion problems on the existing roads. New walking trails will be established along the North Fork of the Little River. According to the North Carolina Department of Cultural Resources, Division of Archives and History (DAH) there are four recorded archaeological sites within the proposed park area, however only a small portion of the area has been surveyed. The Archaeological Branch of that agency feels there is a high probability for the presence of additional prehistoric and historic archaeological sites within the areas proposed for development. In addition, the State Office of Archaeology has identified the site of a former mill on the property and another larger mill site on an adjacent property, bath adjacent to the North Fork of the Little River. 2 7 II. Notice to Proceed The contractor will not begin any work on the project until he/she receives a Notice to Proceed from Orange County. III. Description of Work The requested service is a cultural and archaeological survey of the Little River parkland to locate and evaluate the probable significance and extent of any archaeological or historically significant remains on the property. Amore comprehensive survey of the proposed construction sites should be conducted in order to avoid any damage of cultural resources by the proposed park development. The survey should be comprised of five principal components: (a) background research, (b) an intensive surface and subsurface investigation of the area proposed for facilities construction, (c) a surface and possible subsurface investigation of the identified mill site, (d) a limited field reconnaissance of the entire property, and (e) a reporting of results. These components are described as follows: A. ,~ Background Research Prior to the initiation of the field investigations the Contractor shall undertake background research sufficient to acquire a working familiarity with the natural and cultural resources in the study area and to locate any previously recorded historical or archaeologically significant sites an the property, including former roads, historic structures, and any significant landscape alterations associated with those historic structures. The North Carolina Division of Archives and History should be contacted to determine whether there are any such recorded sites, and to reference existing architectural and archaeological survey files. Other resources should include, but not be limited to, An Inventory of Cultural, Historical, Recreational Biological, and Geological Significance in the Unincorporated Portions of Orange County, the Historic Preservation Element of the Orange County Comprehensive Plan, the Durham County Historic Preservation Inventory, and the Durham County Inventory of Important Natural Areas, Plants and Wildlife. B. Intensive Surface and Subsurface Investigation of Proposed Construction Areas The study shall include an intensive surface and subsurface investigation including a systematic shovel testing program based on a 30-meter, or similar, grid pattern across the areas of the property that have been identified for the construction of park facilities. (A map of those locations is provided as Attachment 3.) Additional shovel test pits (STPs) shall be required as needed to determine whether artifacts represent isolated finds or potential archaeological sites. A sufficient number of STPs should be excavated to determine and to delimit the boundaries of all sites based on state guidelines. Sites should be documented based on state requirements including survey farms, black and white photographs and color slides. Sites shall also be evaluated in terms of their eligibility for the National Register of Historic Places (NRHP). C. _ _ Surface and Subsurface Investigation of Mill Site The study shall also include a surface and subsurface investigation of the area where it appears that an old mill once existed on the property and along the North Fork of the Little River. (A map of that location is provided as Attachment 3.) The amount of subsurface excavation will 3 s likely depend on the results of initial surface investigation, and may require intensive subsurface STPs only in specific concentrated areas. The number of 5TPs shall be of the Contractor's choosing, but should be sufficient to determine the cultural and archaeological significance of the site(s), to document the site(s) with state survey forms, and to evaluate the site(s) for NRHP eligibility. D. Field Reconnaissance for Remainder of Pro ert A limited field investigation may be conducted for the rest of the park property where no construction is planned. The field reconnaissance shall provide documentation (state site and cemetery forms), as appropriate, of all above ground structures, including burial grounds or cemeteries. The field methods and techniques used shall be of the Contractor's choosing, but should reflect a thorough working knowledge of contemporary archaeological methods and techniques. The field investigation shall be of a nature sufficient to accomplish the following goals: locate and identify sites on the property that may have archaeological or historic significance, 2. evaluate the archaeological significance of any such sites located, and 3. make recommendations on the potential need far further survey of the site. E. Reporting of Results The Contractor shall give periodic verbal reports to the Orange County ERCD during the course of the project and shall provide specific information regarding the mill site prior to completing the field investigations for that area. If the survey will not be complete and a final report issued by Apri130, 2001; a Preliminary Field Report of the findings to date, status of the survey (research and field work), and the anticipated date of completion of the final report shall be submitted to the Orange County ERCD by April 30, 2001. The contractor shall also, at this time, be prepared to conduct a brief (15-20 minute) presentation to the Little River Park Advisory Committee. The final report should provide overviews of those portions of prehistory and history that are relevant to the Little River Township of Orange County and the adjoining Mangum Township of Durham County, set within the broader context of the Southeast. The report should include detailed maps of any former locations of roads, historic structures, and any significant landscape alterations associated with those historic structures. Thy final report shall generally satisfy requirements outlined in the "Guidelines for Preparation of Archaeological Survey Reports," prepared by the North Carolina Office of State Archaeology. Two copies of a draft of the final report shall be submitted to the Orange County ERCD for review and comment. The Contractor shall make any required changes to the draft report following review by the Orange County ERCD and the Durham City/County Planning 4 9 Department. Five copies of the revised final report shall then be submitted to the Orange County ERCD. The Contractor shall also submit to the Orange County ERCD copies of all field maps delineating the subsurface test grid and the location of all archaeological and above ground sites, and copies of all recorded survey sites including xerox copies of black and white photographs. IV. Project Budget There is no specific dollar amaunt budgeted for this project. Consultants submitting a proposal must provide, insofar as possible, an estimate of cost and of the amount of time to be expended on each of the principal project components. Because of the limited funds available for this work, it is possible that one or more components are eliminated from the project or delayed until a future date. V. Project Schedule The project schedule shall be established upon submission and acceptance of a proposal. Orange and Durham counties, however, desire to have a preliminary field report by April 13, 2001. VI. Type of Contract The type of contract awarded will be on a cost reimbursement basis with a "not-to-exceed" provision. VII. Fiscal Responsibility The Contractor shall maintain for a period of two years a full and accurate record of all expenditures, and shall make it available to Orange County for review upon request. VIII. Curatorial Responsibilities The Contractor shall make the necessary an:angements for the storage and curation of all records and materials recovered during the survey. Any arrangements by the Contractor must receive prior approval from the North Carolina Office of State Archaeology. IX. Human Skeletal Remains Any human skeletal remains encountered during the investigations shall be treated according to the provisions of the North Carolina General Statutes, Chapter 70, Article 3. X. Consultant SelectiodQualifications Consultants or consulting firms will be evaluated in part on the basis of the following criteria: The person/firm must have performed satisfactorily on previous archaeological surveys as indicated by the North Carolina Department of Cultural Resources, Division of Archives and History, Office of State Archaeology; 10 2. The person/firm must demonstrate a professional writing capability with a style of high quality that is suitable for publication; The person/firm must have adequate experience and staff to perform the work required, previous work in Orange County and/or Durham County is preferable; 4. The person/firm must have the ability to meet the time schedule established for the work; and 5. The person/firm must meet the qualifications of 36 CFR 66, Appendix C. There will be two main considerations in the selection process: (1) familiarity with the geographic area, and (2) previous completion of archaeological surveys and National Register Nominations for archaeological sites or historic districts. However, these will not be the controlling criteria. X. Submission of Proposals Persons or consulting firms interested in the project are invited to submit a proposal, including a statement of qualifications, which addresses the aforementioned criteria. References and samples of previous work must be submitted as part of the proposal. Proposals must be received by 5:00 p.m. on February 28, 2001. Proposals may be marled or delivered to: Tina Moon, Land Use/Preservation Planner Orange County Environment and Resource Conservation Department P.O. Box 8181 Hillsborough, North Carolina 27278 Telephone 919/245-2583 Questions regarding the project may also be addressed to the same individual. All proposals received will become the property of Orange County and will be evaluated to determine which proposal mast closely meets the requirements of the County. At the discretion and option of Orange County, oral interviews may be conducted with one or more firms to assist in the selection process. Orange County reserves the right to reject any and all proposals and to accept the proposal most favorable to the County. 6 11 Little River Regional Park Archaeological Survey Proposals Received in Response to 2/8/01 Request for Proposals Contractor Principal Investi~ator~s) Advance Archaeological Assessments, Inc. Dr. Trawick Ward Archeological Laboratories (Wake Forest) Dr. J. Ned Woodall and Mr. Kenneth Robinson Environmental Services, Inc. Dr. Gregory Smith Legacy Research Associates, Inc. Dr. Linda Stine TRC Garrow Associates, Inc. Ms. Heather Mills Cost $10,000 $ 9,949 $15,885 $ 7,558 $26,426 03/12/2001 11:30 9196821152 LEGACY 12 1170AG~f 11 /U90CJIC11~'3, p'iC. ap'~tAi,'IT~K9 AP10 GOf~i1O@B ~ 9iiJtY1CL'9 TtrLs Agreement !s try acrd Between Legacy [~~asUrh A8ti0~Cfatp, Inc. 41 Durlidll'1, norltr (,ar+pilrla, (coNSULT~rm, acrd __ ~m - _ (c,~rEa~trr. cry r~ cOPk9FJbTA#F ~ _..~ ~lvlaes for the CUNT for the ~~ naefe . Yr reh~rrt fvr cotrrri~iersAiot~ to be pall by G1.lEJ'ri under tiertt~ and aondidons yet forth below. M'fKJL' l,. SCOPE Of' WOiOK l . } CAly9N.TAlYT wID. provMde cettsttkingserv(ce~s as set Porth In d (Attachrrrent A). Scope of Work and the tlrrre ~ art forth ~ tta9ed 011 inEonllatlon priDVided b1! the GL1Fd'i'1', if ttt19 It><oriiratlort 'h hlrortlpiCee ar Inaccurate, or ~ ske cattditleru are encauntt~red which materlal)yr vary from riteae Indkated by Cl.l['~N1', or If CWt'.1'l'r dlrecb cC11~9Ul.TANT to ~>gz the orlgwna# Scope of Work, a wrigen amendment equity ad,1~A fire casts, pertomtattce dare and/or temrs and cotMltlorL+. 9foalt be Pxecuted by G.1Fa'fl' and GOf~l9ULTANT. 711E eatlmated budget is Included N (Attacltrrrent B). AfC}lE~L" Z. (70710Ii Z.1 CQn9Ul.TACff bills fcx ks servkea alt ~proucltrlatebl 4 to S week ~tervads on a time~nd- material9 taasb using the liat+e 9chedulea (nduded ih the above.referenced proposal. Z.Z if c1JC1'fT adiJects era all a argr partlorr of an Invoice. k wW notify CDi'15UI.TAN'T of the same vrltlrln fifteen (15i da0ra fr~tr the date of receipt of the Invoke and wN ply that pertton of the Invak~e net In , and the parties efu~ Irrurredieltely matte evrn effort to settle the disprked portion of the invoice- If f~atlot- to required to collect arq antourrts owbc~ CAfYS[J1,TAi'fl', CLgM shad) pay ad cast$ of coilecdon indttding reaaortable attorney foes. 2.5 Peiyment shall he due upon receipt of C,Oi'~tl[,TAI'lT'S invoke- A 1.596 per rnanth interest ~ wUl be seaweed on ap oulstan~ bal~rcps eerer 3Q dads tram date CJ.d!'~' receives the tilveice. In addgian. CAI"ISIJLTN'!1' nlrgr, alter ~ving seven (7) days wrlcten notke to CI.IF.J'fP. suspend ks 9P.nrkara and r+e~sain any dtihrgaples untn GOi'>S1J1.TN'fi' has been paid In fall far all amounts outstanding udder these terms. 3.1 Cldh1'lT wm des~naGe 1n wtltlt~ the P'ereon or persons with atahorgy W set in G,i~l"S treh~edf an ail rrlaaers ~tbie vrcaktO be pcrfamred ftA' C1J1'J9T: name: Tltte: Addreet~ Telephone: ~' 3.2 Cllr wW- ~h to CAfl9ULTAftT ad ex4~rg studies, r+eparts, dotal and other inforrrtarlorr available W C,1.1Q71' necessary tot performance elf the work and authar7te CAi'i51JLTNYf to obtain additlenal data as med. tAN9ULTA1'l1' wHl be entitled to use and re~- upon all such infarmatWn and seMces. raga 1 of 9 03/12/2001 11:41 9196821152 LEGACY 13 3.3 In the event scheduled, pnemrarrged or mandated events, meetings, aces to sees, de~rery of dorunrr~atlorr or atlrer oblig#larrs. which are traportelblllttea the CUI:!"[f has weed tp and upon whleh the Co1'ISIq,TMIT rued, and whlttt events, meetings, entrees to sheen, detlvery of documerrtatlon a other obM~rtians could rrat ar did not take place, or were r~aqulred tv be resrJreduled 6erarrae of the failure of the ClaC~fYl' !n the dLscharge ~' the CLiCr'ff"S obilgatlons, ail casts associated with that renrheduprtQ el!lag be borne by the CJ.#1~Cff. 3.4 if the work involves excavations a drgiltrg, K 19 tht rospanslt~tlty of the ta,iF~'fi' tQ provide the CAMSU4TA['fC with assistance Ux Iocat~ ~ ~ ar tail~lrr the vklnlgr of arty exploration ~ Irrvest~atlonn. If neither C1,i!*d'fl' nor GOP~ULTAKI' ran confine the location, the Cl,1~d'f1' agrees Fa acraept all tlabglty and vests aeeaclpd+ed with. the repair. ~ air rca~ratlon of any damage caused by the COIYSULTAIYI"S expiaratbn ar investlgabons occurrlrtg in the perforrrtanGe of the Wark. 3.5 wE,it1' racoWria~es that, when It {s tarown, amounted, or suspcctcd that haa~rdous materials exist an a bCt>c:ah the swface of the wait site a within any stru~ure therton. oertahr sampifng materials. such as drill cum and. dcm 6ti~n ar asbestos rrtmartd for. salmpifrrg. should be iraurdlcd as if lrarardotrs or cvrrtartrbnaetd. Aoaord6rghr, when a>aunpltrig Is lnduded in the scope of setvk~ and. when sad. bx GDc19tu.TACff in its-sore and. exdusive_~ to be docCSSary based on CAn5ULTAl`fl"9 ssseaeorrrent of the de?grec of ~, ha~rard, and rlstt. CAL'lSI!l.TALYT will promptlit rnfaenao C.IJIrI'fI' that add labdtgg wltt be. perfamred; veld appropriately contalrr and label sudr materials: and wUl leave the oorrtairrera on she for proper, la~rftrl uenoraval. pranspod, and dL9par9al by t.1Jl'1'TI'. I.J.JL'1'~r' walrtea at>Ey clapotz against COii91Jl.TAi'R' and agr'ee.4 to Irtdarurlfy, defend, and hold GDPf9UI.TAPf1' hantrtcas fr+ant att)t clydm a[ da6ldgt for it~ugt ar lam that malt striae aa. a result: of. the..ddll dr>1Mgg_ Maids. or other aas~ur>edsy rrar~rdo~a rrroreertalss bettrg kR on the want site alter by t:A['ISt.II.TA['fT. M - o[ saQ~ ~. waste, rock ar other materials_ aodeded from. the site shag rrmeiin ttte prxaperty of the CLI'J't! and shall be rct~arrcd ~ the C.iJiTfl' py the CA@~ULTAI'ff wtthht thirty (30). des aRrcr ~ of the. CACISI.lI.TAI`Il"5 Kcpaort, unless applicable taw rcqudtcs the retention or other dlepa~iarr of south samples. All costa ~ wuh the d4spootition or retum6rg of samples wrhl be charged Gv the CUEI'fl' Or ae eat forth !n tht 5oope d Wark 4tR#1C~.L" ~ P!"AI~QRMARCBt]~ 9t®tlC~ 4_ l 'i'bis llgreetYreet shall c~rrrmratce ad. the date set forth 6rekaec and add lxrth dater h~clusive (grltlal terml. a.2 The dates of performance strait be Irrftrprctcd as a material canstderatlon 6t the Agreermrtt: however, in tine absence of an amended Agreement, dates shall riot be corntrued as fagirrg w~ tlye meaning of tune b of the essence.' a.3 The schtdule and compensation may be intluenCrA by the avallablHty of rnfama~tlott, public and regulatory agency concerns, weathtr, and numerous other factors that may clot 1>er foreseen during Its proJcct pladNng< The CLfF.P[1 surd GDL'191J4TALY[ will degotiate In good faith and mutually agate on the proposed schedule and cost changes as they occur and ~ appropriate. 4.a Services addKkxral to those set forth In this Agreement vAa be performed and canpkted vesicle the time period acrd oarnpcnsatlon agxetd W In wtltJtrg t>y the partks at the tlrrte such services are authoorize~d. ~2at-~ 03/12/2001 11:41 9196621152 LEGFICY 14 4.s if any tirtae period within ~ dads by whkh any of CAl~tll.TMri"s setvkes are to be performed is exceeded for reasons outside of COCi5U1.TAi'R"9 reasonabie control, an rates, measwes and amounts of corrrpensagora and' the lime for oompietlon of perfannance shall tae subject tv equitable went. AR1ICJ,L !!. COt'Q'm©'ltilU.nY 5. t The C.DPISULTAPff and the CLF.TR' (including the ernplvyees, officers, agents, and dlr+ectQrs of the respective parties) shall treat as confldentlal and proprietary, aaad wfil oat disclose to otlaerm durl[tg a subsequent GD the tEma of this erg,. except a9 b n~agr m petfarm the work under this Agreement, any information whether vetgdl or wHt#en, of any descriptimr whatsoever, (lnciudlrtg arty technlcat InfarmAtiort, experleatce• ar dal regarding eMher party's plena. progrartts, plants, proc~esaea, products, casts, equipment. or operations whtet- m2~y come within floe knowbadge of the partlea In the p+erfc~mance of ibis _,~~r,t- rvttltot~t- fK each itastance securing flat pHar written canserrt of the other party. Mothlrag captained withba thus Article shall prevent either party (Yom dlsdasing to others, ar using hn any ma~rutet, h>Fonttatton which has been published and has became part of the publk domain other than by acts, drrrfssiorra. or fault of either party; has been fiufrr~iaed or made known tQ either patty by third parties dlreclJy of ind{rccifJy: or was developed ~ependentq~ by eittrer party. S.2 In the event that either party shall be required by subpoena, court. ~ achtdeal~ratlve order to dLsr~ose airy of the infamatlan deemed by this Agrtement to tx confldendat and/or prrrprletary• that party shalt give immediate written notlce.to the other party. Upon receipt of the notice. the petty whose lnforrttatbn trey be dbcloscd shall have the right to interpose all otajccttons bo the diactasure as long ~; those Interpasntons do nd pr4,judiae the position or rigirfs of the col~n,TArrr. Ntt~. a w~cttY 8. ] 11a perforrrtlr~ services. COt~18111.TA1'lT agrees to exetct9c pt+ofessiotrad Judgment trade on the laas~ of the InfarrtaarJan avanable to CO['i9LfLRTACR. and fo use the carne degree of care and stdli ordlnartly exerdsed In sgttgair ~nuut>~attoes by reputable ~ pertomtMg comparal>Ae eetvlces. This standard aL cote shaft be judged as of the tUme and plant the sexvim art rendered. and nd accordhrg to Iater starrdar~. itrass~onatxe people may disagree on rrratt~ers involving professional Judgrrre~rt acrd, accordingly. a dlff'enence of ophtior- an a question of professional judgrraent sttadl rrat excuse CLIEIYI' fnxn paying for services rendered or result in to CA['LSULTAI![I'. 6.~ if any (allure to meet the foregoing Warranty appears within six (ti) months from the date of compktfivn of the Services and COl'651J4TAiY[' is prampt~jr uatlfled ttua~eof In wriWtg. COIYSULTAfff will. ~ R9 optlm and expense re•perform the nonconfarmirrg work or refund the amount of compe:rsatian p~ to CQ@i~ULTAPfC far such noncanFonning services. In no event ataall CAl"~-Ii.TAI"fl' be r+equdt~l to ter the c~ of gaWng accrss in order to perform its Waet!attty ~ 6.3 The Earegolttg wa~nty Is aateltrshre attd its Ilea of all other watrautdes, Whether written. oral. Implied or statu(oory, tnclud6'p any warrartgr of merrhantabiilly. Consuitamt does nd warrant any prnduets or services of others designated by client. ARiTCiLr 7. R~C111A1'lCL 7.1 CAHSULTAlY1' rvitl proctors and ~ Itrsurance as described below. At a mWmum, COi'iSULTA('!T will have the follawtng coverage: PhpE 3 of 6 03/12/2001 11:41 919fie21152 LEGACY 15 (l l Worker's carnpcnsatior- and occupat/onal d4~raae insurance in ataRurnry amounts. (2) Employer's liablHty tl7surance In the amount of $1.000.000. (3) AutumoDlle 1labWty m the amount of $500.000. (4) ^enerai comprehensive liabitlty Itu9tttance for bodily irlhuy death ar toes of ar damage to property of third persv[rs to the atnoutlt of ~ 1.000.000 per occ~rertce, $x,000,000 In the a®regate. AR71C~L 8. e'~41Y - e_L The CA[~SLR.TAI'tT and C1~P,M' (the PAK7Y'9/PARIY) slap hold haurnlesa and Indemnify each other to the extent of their respective ~e resporrsibq~r therefore, from any ctairt~s. demands. expenses or Uabliltks caused a alleged to have been caused by Irywy to, a death of, personnel and damage to ffih+'d"party propergr, property and remarablY incurred In cantu~iatt wgh defetrdlr~ argr claim arlslttg out of the neglfgexrt ads ar ornts~elons of the other PAR1Y 1n perfarrnarlce of the CoI~ULT/U'IT'S work under this Agreement. i'iatlrirtg here~t shall be aortstruetw to reran drat either PAR1Y Bhall hdd harmless and htdert~nlfy the other from claims, demartas, expenses a dabllKles aris6tg out of arty acts or anisstons of the other t'ARTY'S own officers, agents or employees. All71i'JL' il'. NJAG'iiOn OI' RtiSiC 9. l Ta the fWlest extent perttdrk+ed by law. the fatal ~X in the a~egat~e of CO(YSULTA('fl' and Its employees, subcor~dors or suppliers to CV~T' arrd anyone clatttrtrrg by, through or under C11E1'R an a!t clairrrs of any ktrrd (exchtding c~Int® far death or badiq~ h1lurYi arWng out of or In any way related to COnSULTMfI"s xervkes. or irate arrY reuse or causes wtralso~ever, trrth~ing Dut trot Wtrit~ to ne~Igettce, errors. atrdsslans, strkt 11abNty. Irrderrnlty or bt+each of car~rad. shall not exceed the wmpensedan r+ecehred by CAl'19U1.TA1`fl' for the task order upon whkh suds l bs haxd, or the maladmum amaturt of the COPISU[ TAf'R"$ it1eW~11Ce coverage. whkhever Is ~+eater. All such IiabllRy shall tenrtanaLe an the exptr~lan date of the warranty period specllled br Article 8. 9_~ N. nv event.. wtud~r is canttack, ~tdepnnlty. war*antY. tart prtdudlttg ~>, strld Y or atherwtse eirall GOP59lll.TA17t, Its emplayrrs, subcontractors or suppliers ire liable for: logs of proQts. or reverwe: lass of uae of any vqufpinen~ or facillklps; wet of capital: cant of purdtased power; coat of su6atlWte egeUpmerrt, fadl~s or services; one coats; any . catseq~ntlal. incidental. punYive. or exemplary darrrages: ar claims of custArne~rs of C1.IPJ"ii'. 9.3 1f C.oH9ULTAMT fumiahes C.J.tEJ'rI' with advke or assletartce concerrrlrrg any prvduCLs. systems ar servkes which ig not repultrd ur>der the Scope. of WQlrk or any other contrail antang. the parries, the furn(shlrrg of such advice or aa~stance wriil eat subJeet tAl'iSULTATR td any liatsllky whether in co~atrad. Uadaravnily warratrty, tat (includlrtg neg~gencel. strkt ~WY or otherwise. AR'11~L' 10. ~WI~A911~ 01~ DOClA~T19 10.1 GQ['1SUt-TM'Yi stall fumbh the number of copM_s of each Report to GI.IFJ'f1' spec[f~d In tlae Prgpcrsal. Except fa tht repots. ap Held data and nags. Iaboratay test data, c~kutatlo0s, ems and other dacrmnee>fs. whkh the COTLR[II.TAI'fl' prepares. ~ rematrt the property of the COI'~LILTAIYf'. The Cll~l'fT agrees that all reports end other wale the GOPi9ULTAl`R provldea. whkh are not paid for. wilt be returned to CO('lsU1.TAPfT upon demand acrd wlll rrcd be used for any purpose ~'. Pry 4 of 6 03/12/2061 11:30 919682].152 LEGACY ~6 10.2 Any itieport prepared as part of the w+orlc will be prepared solely for use of the CLJEPfi' and . r,ther th[rd pattks are not bo racy on the fi~epnrt unless bath CO>ySLILTAi'f[' and t„ 1„1F,1'fl' consent in writing W such re,Uance. GOFt511LTAM' may assess a charge in ca,nectlart wltli dncurrnentlng such cortnrnl. 1.0.3 COHgUt.TA[17' wlp prepare and perform the work according to the scope and purposes of this Agreement. To the extern that the wont product is utlNud in any manner outside the scope and purpos~n of this Agreement, ' GO!'i3SULTAI"R reserves the tig~tt to notify d aru- thud-party redpient of the WnNatlats of the work product due to the scope and purposes of the Agreeement under which R was prepared. tt is expressly acJcno'-+rtedgrrd that this reservation Dy COl'l9ULTAf~T is nerxassuy bo pralet~ and preserve CAI'tSULTAIYI"S professional reputation wah respell QO ils work pr+odurl A1t71ttiL 11. II'tD' t:AlY1RAC7~OR 11.1 The CAl'I~ULIA['CI' is. an.lndependsnt cprtfiacl~or and shall not be d as an employee ar agent of the C1.1f:1YT. >~,~.. ootra~l~nc~~t~-.. su+~~ ~ ~raL t111~c9 12.1 The Cpnsu[.TAIYT shall observe all appNcal~le prQVistorts of the federal, scale and local laws and regula<krns, Inclttding.Wase rct° ec~al oppcxtunkl+ empl°yment' ARnCi,f:ls. gAPEl7 13.1 The CI.1F1'f[' strap be obligated.to Gnfam the t:~f'19ULTACtT and Its ~ d ar'~y applkabte alle safety praredures and r~ known to CLill'fl' as well as any special safety concerns aF ~ at tt~ sites The_ CAClSL11.TACfC and its empl~s wq1 be obll~ted to adhere to such pttieedures and rogulatlorrs once natlce has been wen. A1~1XE~L' 14. ~ 14.1 All rtvtkee ~ either pargr by the voter shall be deemed to have been suffidently wen when made In wrttln~ ~ delivered. in_ person.. by farslrnile, oettifled nail or caurfer t+o the address of the reapeditre party or fQ such ether address as such Party ~y ~. ARl'1CLitt- ls. 15.1 The performance of work malt be ~ or suspended by either party, In whole ar In part. guilt Gerrttirratlan shall be effected by delivery of Bft~eert (19) days prior wrilLert notice specifytrrg the. extent to whkh perfarrrrartce of wont is bcrrNnated. and the date upvrr vrhirh such action sha11 become effective. [n the event work is terrrtirrated ar guspended by CLl1;Kt' prior to the caon_ of setvkea. ~ frereunder, t,:Al'~ULTA1'iT shalt be paid for: Ip the aervkes rendered to the date Of bernnn or susspen.~ion; IB) demobpizatlort costa; (lip oasts incurred. wkly r+e,9prrt.to_ stior~caunc~Jabte cottunlbmertts; and (iv) re~gonabte servkes provided to effectuafae a professional and drnety 1arv, jet temtlnadnn ar suspension. AR11CJ~ 1Q.. ~ 18.1. If arty term, covenant, condltlon ar provtslort of this Agreement >s found by a court of competent jurisdkrlon to be invalid, vald or ueenfor+ceable, the remainder of these Terrrra and C.andRians shall remain In fWl force and eff«it. and ehal[ In no way be affected, impacted, ar Invaiiidartd thereby. ~sar6 ~ 03/12/2001 11:30 9196821152 LEGAI.Y 17 ABIIC3.L" 17. Q!t!1~ Ali' 7.1 '[ttese Terms and Cond~ians represent the Cntbc tmderstanding d[xd a~eement between the pouffes and supersede any and ala prior algeements, whether written ar oral, and nay be amendtyd ox rrm~fieci orll,t by a wrlttcn amendment slgped by tyath partlea. Isy Wl'1'1'1F,9~ Wt1diPAF, the pertles have tatl9ed this ,A®reement W be executed by their duty at~thori~ed cepteoetltaaves as of the day and xear set Forth In this A~eetnerrt. COfl~JULTM'!r1' CL10EiT1' ey: Printed-F~4arrte: 'Flue: Date: By: R'rinted l'ieiane: T)t~G: ..._. bake: .._ .............• -- -- /age 6 of 6