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HomeMy WebLinkAbout2020-089-E AMS - Summit Whitted stormwater mitigation DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 [Departmental Use Only] TITLE Whltted Complex Stormwater FY 2019-20 NORTH CAROLINA PROFESSIONAL SERVICES CONTRACT ORANGE COUNTY THIS PROFESSIONAL SERVICES CONTRACT(hereinafter called "Agreement"), made as of the 4th day of February, 2020, by and between Summit Design and Engineering Services PLLC, a professional Engineering (architectural/engineering/landscape architectural-select one) firm with a partner or principal registered in North Carolina as a licensed Professional Engineer with offices in North Carolina (hereinafter called the "Designer")and Orange County, a political subdivision of the State of North Carolina, (hereinafter called the "County," "Orange County," or "Owner"). WITNESSETH: Whereas the Owner published a Request for Qualifications and the undersigned Designer submitted a responsive Statement of Qualifications evaluated and approved by Owner; and Whereas the Designer and the Owner now wish to form and memorialize their agreement for services and for the consideration herein named do hereby agree as follows: ARTICLE 1 SCOPE OF WORK 1.1 Scope 1.1.1 This Agreement is for professional services to be rendered by Designer to Owner with respect to a project known as Whitted Complex Storm Water Mitigation (herein referred to as the "Project").The Project is located in Orange County, North Carolina. It is described more particularly in Attachment A. 1.1.2 By its execution of this Agreement,the Designer represents and agrees that it is qualified and fully capable to perform and provide professional services and other services required or necessary under this Agreement in a fully competent, professional and timely manner, and that its Consultants are also fully capable and qualified to perform and provide the services that they will provide hereunder. 1.1.3 Time is of the essence of this Agreement. 1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and designated in Article 4 hereof and in Attachment B to this Agreement,and such Additional Services as are designated in Article 5 of this Agreement or as may from time-to-time be agreed upon by the Own er and Designer by Amendment or Addendum to this Agreement. Compensation to the Designer for Basic Services under this Agreement shall be as set forth herein, and compensation for Additional Services shall be as set forth herein or in any Amendment or Addendum providing for them.All services performed by the Designer not identified as Additional Services in Article 5 or in a written Amendment or Agreement 1 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 entered into by the Owner and the Designer and providing for additional compensation for such additional services relating to the Project shall be deemed to be Basic Services provided without additional compensation. ARTICLE 2 DEFINITIONS 2.1 Definitions 2.1.1 Additional Services—Those services to be performed by Designer beyond the Basic Services. See Section 1.1.4 and Article S. 2.1.2 Basic Services—Those services to be performed by Designer as outlined in Attachment B. See Article 4 and Attachment B. 2.1.3 Compensation for Basic Services—Those fees to be paid by Owner for Basic Services. See Section 7.1 and 7.2. 2.1.4 Contractor—The construction contractors). 2.1.5 Consultants—Subconsultants, partners and other entities working with or on behalf of the Designer. See Section 3.3.1 and Attachment E. 2.1.6 Board of County Commissioners-The Board of Commissioners of Orange County, North Carolina. 2.1.7 County Manager-The Orange County employee bearing that title. 2.1.8 Milestone Dates—Those dates where certain results are expected. See Attachment D. 2.1.9 Project-All phases of the Project as described in Section 1.1.1 and Attachments A and B including but not limited to the schematic design,design development, construction document, bidding and contract award,construction and post-construction phases. 2.1.10 Reimbursable Expenses—Those costs incurred by the Designer for the benefit of this project and which the County will pay. See Section 7.5. 2.1.11 Total Project Cost—The total amount of money which maybe paid for services on this project.See Section 4.2.1. ARTICLE 3 RESPONSIBILITIES OF THE DESIGNER 3.1 Services to be Provided. 3,1.1 The Designer shall provide the Owner with a I I professional services required to satisfactorily complete all phases of the Project within the time limitations set forth herein and in accordance with the highest professional standards. Such services are as shown in Attachment B,the description of services. AEI services of the Designer shall be provided in accordance with the terms and conditions of this Agreement. 2 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 3.2. Standard of Care 3.2.1 The Designer and its Consultants shall exercise reasonable care and diligence in performing their services under this Agreement in accordance with highest professional standards of similar professional design practice throughout the United States and in accordance with federal,state and local laws and regulations applicable to the performance of these services.The Designer shall serve as a representative of the Owner in accordance with the terms and conditions of this Agreement to guard the Owner against defects and deficiencies in the Project. 3.2.2 The Designer shall be responsible for all errors or omissions, in the drawings, specifications, and other documents prepared by the Designer or its Consultants. It shall be the responsibility of the Designer throughout the period of performance under this Agreement to use reasonable professional care and judgment to guard the Owner against defects and deficiencies in the Project. 3.2.3 The ❑esigner shall correct at no additional cost to the Owner any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts in the drawings, specifications and other documents prepared by the Designer or its Consultants. 3.2.4 The Designer shall assure that all drawings,specifications and other documents prepared by the Designer or its Consultants hereunder are in accordance with applicable laws,statutes, building codes and regulations and that all necessary or appropriate applications for approvals are submitted to federal, state and local governments or agencies in a timely manner so as not to delay the design or construction activities of the Project. 3.2.5 The Designer and its Consultants shall perform all services in a reasonably timely manner in accordance with all mutually agreed schedules for the Project or required under this Agreement, and as provided in the construction agreement and any General Conditions of the Owner's construction agreements with the contractors for the Project. 3.2.6 The Designer shall reimburse the Owner, as stipulated in 3.2.6.A and 3.2.6.E for costs,damages and expenses, including attorneys fees, incurred by the Owner when such costs, damages and expenses are the result of any error, omission or delay of the Designer or its Consultants. A.To the extent that the aggregate cost to the Owner for all errors, premium value of omissions or delays of the Designer is less than one-half of one percent(0.5%) of the Total Project Cost,the Designer shall not be liable to the Owner for such costs. B. If the aggregate cost to the Owner for such errors,premium value of omissions or delays of the ❑esigner, amounts to more than one-ha If of one percent(0.5%)of the Total Project Cost,the Designer shall reimburse the Owner for all such costs in excess of said one-half of one percent(o.S%). 3.3 Designer's Consultants 3.3.1 The Designer's Consultants for the project, along with their key project personnel,are listed in Attachment E to this Agreement. No changes in the Consultants or key personnel indicated shall be permitted except with the prior written consent of the Owner. 3 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 13.2 All of the Designer's contracts with its Consultants shall be in writing and shall expressly provide that if this Agreement is terminated for any reason,the ❑wner may,at its sole option, take the assignment of the Consultants' contract with the Designer,that such assignment shall automatically take place upon notification in writing by the Owner to the Consultants and the Consultants shall continue to be bound by the contract after such assignment. A copy of each contract between the Designer and a Consultant shall be furnished to the Owner within seven (7) days of its execution. ARTICLE 4 BASIC SERVICES 4.1 Basic Services 4.1.1 The Designer shall perform as Basic Services the work and services described herein and in Attachment B to this Agreement. 4.11 The Basic Services will be performed by the Designer in the phases described in Attachment B. 4.1.3 The Owner shall have the right and option to require the Designer to prepare 1 separate bid packages with no additional compensation due the ❑esigner.Such bid packages must be approved by Owner prior to submission and, at the Owner's option, may include but not be limited to: A. Demolition and preliminary site work; B. General work, plumbing, mechanical,electrical,fire protection; C. Landscaping and irrigation; D.Signage; E. Furniture. F. Water and sewer infrastructure G. N/A 4.2 Proiect Cost Estimates 4.2.1 At the times designated herein, the Designer shall develop an estimate of the total cost of the Project(the"Total Project Cost"), including Designer's fees, costs of the construction, costs of equipment,furnishings,furniture and signage, permit fees and appropriate contingencies, and exclusions,where applicable.These costs shall be prepared and submitted to the Owner substantially in the format shown in Attachment C to this Agreement,with supporting documents listing quantities, unit price, labor rates, man-hour estimates, overhead and profit. Total Project Cost shall be mutually agreed upon by Owner and Designer as noted in paragraph 4.2.4. The timing of this Total Project Cost agreement shall be identified as a milestone in Attachment D. If cost estimating is not part of the project scope,the Total Project Cost shall be specified here: [BLANK] 4 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 4.2.2 Project cost estimates shall be prepared by qualified staff members of the Designer and/or the authorized Project Consultants fisted on Attachment E, ❑r a qualified cost estimating Consultant to the Designer who are acceptable to the Owner. 4.2.3 Total Project Cost estimates shall be prepared at 3 points in the production of the Designer's work: A.At completion of Schematic design; and B.At completion of 50%of Design Documents; and C.At completion of 100%Completion of the construction documents; and D. N/A 4.2.4 If applicable per section 4.2.3, when the first of these estimates of Total Project Cost has been approved in writing by the Owner, it shall be used by the Owner as a basis for appropriating funds specifically for the Project. Once this Total Project Cost has been so approved by the Owner and the conditions of the project (cost environment,time schedule, etc.) are reasonably similar,the Designer shall be obligated,without additional compensation,to adjust the design of the Project to assure that it remains within the approved Total Project Cost. 4.2.5 Should bidding or negotiation with contractors produce prices which, when added to the other elements of the approved Total Project Cost, produce a cost that is in excess of the approved Total Project Cost,the Designer shall participate with the Owner in negotiation and design adjustments to the extent such are necessary to obtain prices within the approved Total Project Cost. All activity of the Designer with respect to these matters shall constitute Basic Services and shall be performed by the Designer without additional compensation. If negotiation and design adjustments fail to bring costs within the Total Project Cost the Owner may reject all bids and Designer will redesign and/or reduce portions of the project in an effort to reduce the bid prices to within the Total Project Cost and rebid the project. All such redesign is included within Basic Services. If this second letting for bids does not produce bids that are within the approved Total Project Cost initially or after negotiations with the contractor,the Designer is not obligated to further redesign the Project. 4.3 Project Conferences 4.3.1 For the duration of the development of the Project,the Designer and its Consultants shall meet periodically with the Owner.The Designer shall meet with Owner as necessary to properly fulfill the requirements of this Agreement. The minimum regularly scheduled meetings which the Designer shall be required to attend are listed below: ■ Meeting biweekly or as required to receive input and/or provide updates. Attending and assisting staff in presentations at an any public awareness meetings and/or Board of Commissioner meetings • As-builts of the completed project will be delivered to the owner in AutoCAD. 4.4 Construction Administration 5 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 4.4.1 As part of Basic Services,the Designer shall provide all of the mutually agreed administrative services described in the Owner's contracts with the contractors for the Project. ARTICLE 5 ADDITIONAL SERVICES 5.1 Compensation is due for Additional Services that are not otherwise included in Basic Services Attachment B rovided by the Des i ner or its Consultants on ly when the Owner reg uests such Additional Services in writing and after both Own er and Designer agree to the terms of providing such Additional Services through an amendment to this Agreement. 5.1.1 Designer or its Consultants shall provide fully detailed presentation models or professional artist's renderings at the written direction and approval of the Owner, if such services are not included in Basic Services Attachment B. 5.1.2 Designer or its Consultants shall make all necessary revisions in drawings, specifications, or other documents when the drawings,specifications,or other documents are inconsistent with written approvals or instructions previously given by the Owner. 5.1.3 Designer or its Consultants shall prepare supporting data and other services in connection with a significant Owner initiated change order if Designer can demonstrate that such services cause a direct substantial increase in Designer's cost of rendering its Basic Services hereunder. 5.1.4 Designer or its Consultants shall prepare to serve and serve as an expert witness for the Owner in connection with dispute resolution,arbitration,or legal proceedings, unless the subject matter of the proceedings includes matters arising out of or related to the Designer's or Consultant's performance or service with respect to the Project; however, preparing to serve or serving as a fact witness for the Owner in such proceedings or rendering testimony necessary to secure governmental approval of zoning or land use clearances for the Project shall not constitute an Additional Service. 5.1.5 Designer or its Consultants shall provide all such services as are made necessary by the negligence or default of a Consultant or subconsultant. Such services shall be provided at no additional cost to Owner. 5.1.6 Designer or its Consultants shall provide additional or extended services during the Construction Phase made necessary by(a) defective work of Consultant(s)or contractor(s); (b) prolongation of construction past the scheduled completion date, provided the prolongation is not due to the fault or negligence of the Designer, its employees, Consultants or agents; or(c)default under the construction contract due to delinquency or insolvency. 5.1.7 Designer or its Consultants shall Provide additional services and costs necessitated by special out-of-town travel required by the Designer and approved in advance in writing by the Owner,other than visits to the Project and other than travel reasonably required to fully accomplish the Basic Services. 5.1.8 Designer,and its Consultants if necessary, shall attend special public hearings for the Project,other than those listed herein,which are tailed by the Board of County Commissioners. ARTICLE 6 6 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 DURATION OF DESIGNER'S SERVICES 6.1 Scheduling of Services 6.1.1 Attachment ❑to this Agreement is the Key Milestone Listing which defines the sequence and timing of the design and construction activities.The Designer and its Consultants shall schedule and perform their activities so as to meet the Milestone Dates shown. No deviation by the Designer or his Consultants from the Key Milestone Listing shall be allowed without prior written approval by the Owner. 6.1.2 The Designer's schedule for the performance of its activities and the activities of its Consultants shall be in accordance with the outline in Attachment D.The Designer shall also prepare and submit to the Owner for review and approval a schedule of all known items of information, approvals or decisions to be furnished or made by the Owner, including the dates by which the Owner shall have all information necessary from the Designer with respect to that item, approval or decision and the date by which the item of information,approval or decision should be communicated to the Designer.The Owner shall always have a reasonable time within which to provide such item of information, approval or decision and shall not have any responsibility for any delay occurring by reason of the Owner's being unable,through no fault of the Owner,to supply such item of information, approval or decision. 6.1.3 Should the Owner determine that the Designer is behind schedule, it may require the Designer to expedite and accelerate its efforts, including providing additional manpower and/or overtime, as necessary,to perform its services in accordance with the Key Milestone Listing at no additional cost to the Owner. 6.1.4 The commencement date for the Designer's Basic Services shall he the date of delivery to the Designer from the Owner of a fully executed original of this Agreement. 6.2 Ad'lustments to the Schedule 6.2.1 If the Designer's work on the Project is or will be delayed for more than sixty (60)days through no fault of the Designer,or if the Owner increases or decreases the scope or size of the Project by ten percent(10%)of currently estimated Total Project Cost,the Designer shall give prompt written notice to the Owner. Provided that such notice has been given, the Designer may request in writing an adjustment in the Key Milestone Listing dates, which shall be granted by the Owner to the extent reasonable. ARTICLE 7 DESIGNER'S COMPENSATION 7.1 Compensation for Basic Services 7.1.1 Compensation for Basic Services shall include all compensation due the Designer from the Owner for all services under this Agreement. 7.2 Breakdown of Compensation for Basic Services Nat-to-exceed Compensation for Basic Services consists of the following compensation for the following separate categories of services: 7 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 7.2.1 Schematic Design Phase. Lump Sum (insert Lump Sum or Time and Materials as appropriate)fee of$8,500. 7.2.2 Design Development Phase. Lump Sum fee of$34,000. 7.2.3 Construction Document Phase. Lump sum fee of$1,250. 7.2.4 Bidding and Contract Award. Lump sum fee of$1,250. 7.2.5 Construction Phase. Lump sum fee of$1,250. 7.2.6 Post Construction Phase. Lump sum fee of$1,250. 7.2.7 Additional Basic Services(Select all that apply): Consultant fee of$14,300. Geotechnical fee of$5,000. Cost Estimation fee of$7,000. N/A fee of N/A. 7.3 Payment for Basic Services Rendered,as described in Attachment B 7.3.1 Payment to the Designer for Basic Services shall become due and payable as progress deliverables and categories of services are completed. Upon completion of each category,payment will be made by the Owner within 30 calendar days of receipt of an invoice which is in form and substance acceptable to the Owner. When applicable such invoice shall include supporting documentation, as designated by Owner,for any reimbursable expenses claimed by Designer. In the event the Owner finds any part or parts of all or any portion of an invoice presented by the Designer not to be acceptable, it shall identify to the Designer the part or parts which are not acceptable and shall pay the part or parts of the invoice which are acceptable,if any. This paragraph is not intended to indicate Owner satisfaction of any work or services. No deductions shall be made from the Designer's fees for basic services except in accordance with this Agreement or to reimburse the Owner for costs or expenses incurred or anticipated to be incurred for which the Designer is liable. 7.3.2 If the Owner increases or decreases the scope of the Project by Five percent (5%)or more of the currently estimated Total Project Cost,the compensation for Basic Services shall be equitably adjusted. 7.4 Compensation for Hourly Not-to-Exceed and Additional Services 7.4.1 With respect to Hourly Not-to-Exceed Services performed by the Designer in accordance with this Agreement, the Designer shall be compensated at the hourly rates and/or unit pricing shown in Attachment F to this Agreement. 7.4.2 With respect to Additional Services performed by the Designer in accordance with Article 5 or any Addendum or Amendment to this Agreement,the Designer shall be compensated at the hourly rates shown in Attachment F to this Agreement, unless the Owner and the Designer otherwise agree in writing. 7.5 Reimbursable Expenses 8 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 7.5.1 Reimbursable expenses are in addition to the fees for performance as per attached proposal dated 1/8/2020: revision date of 01/29/2020, and are for the following expenditures to the extent reasonable and actually incurred by the Designer, its employees,or Consultants with respect to the Project: A. N/A, or other items mutually agreed upon between the Owner and Designer as described in Attachment B. Any unit price agreements are designated in Attachment F. 7.5.2 Designer and its Consultants may be entitled to reasonable mark-up on actual expenses which are incurred subject to written approval by Owner. 7.6 Accounting Records 7.6.1 Accounting records of the Designer's compensation for Additional Services and Reimbursable Expenses pertaining to the Project shall be maintained by the Designer and its Consultants in accordance with generally accepted accounting practices and shall be available for inspection by the Owner or the Owner's representatives at mutually convenient times for a period of five (5)years after the later of final completion of the Project or issuance of a certificate of occupancy for the Project. 7.7 Total Compensation 7.7.1 Total compensation to the Designer, including Basic Services,Additional Services and Reimbursable Expenses shall not exceed$77,490.00. ARTICLE 8 RESPONSIBILITIES OF THE OWNER 8.1 Cooperation and Coordination 8.1.1 The Owner shall meet with the Designer as necessary at mutually convenient times to provide information necessary to enable the Designer to develop a detailed written analysis and complete needs summary of the Project. 8.1.2 The Owner shall examine documents submitted by the Designer and shall make reasonable efforts to render decisions pertaining thereto no later than the dates specified in the schedule for such decisions described in Article 6.1.2. &1.3 Sandra D'Arensbourg shall be the Owner's Construction Projects Administrator and shall act in the Owner's behalf and as its representative with respect to the Project and shall have the authority to render decisions and approve changes in the scope of the Project within guidelines established by the County Manager and the Board of County Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. Owner may replace the individual serving as Construction Projects Administrator at any time. Should such replacement occur Designer will be so informed within a reasonable time. 8.2 Surveys and Testing 8.2.1 The Owner shall furnish the Designer with a certified land survey of the site,giving,as applicable,grades and lines of streets,alleys, pavements and adjoining property; rights-of-way, restrictions, easements, encroachments, 9 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 zoning,deed restrictions, boundaries and contours of the site; locations, dimensions and complete data pertaining to existing buildings, other improvements and trees,and other pertinent information reasonably requested by the Designer including that concerning available service and utility lines, both public and private, above and below grade, including inverts. 8.2.2 The Owner shall provide the services of a geotechnical engineer or other consultant, or compensate for such sub-consultant services provided by the Design er,when such services are reasonably deemed necessary by the Designer,and agreed and consented to in writing by Owner, as shown an the Designer's schedule described in Article 6.1.2,to provide reports,test borings,test pits, soil bearing values, percolation tests, air and water pollution tests, ground corrosion and resistivity tests and other necessary operations for determining subsoil,air and water conditions, all together with reports and appropriate professional recommendations thereof to ensure construction materials and geotechnical requirements of the construction contract are met. 8.2.3 All services,data, information,surveys and reports required of the Owner pursuant to this Article 8, shall be furnished at the Owner's expense and,absent any negligence or failure to follow professional standards on the part of Designer,the Designer shall be entitled to rely upon the accuracy and completeness of such services,data, information, surveys and reports. 8.3 Permits and Approval 8.3.1 The Owner shall secure and pay for all necessary permits, licenses, approvals,easements,assessments,and charges required for the construction, use or occupancy of permanent structures or for permanent changes in existing facilities.The Designer shall provide the Owner with a schedule of all required approvals and of the dates by which application for such approvals must be made in order to avoid any risk of delay to the Project, prepare necessary application forms, present documents requiring approval by the Owner and submit documents with the Owner's approval to the appropriate approval agency. ARTICLE 9 INSURANCE 9.1 General Requirements 9.1.1 The Designer shall purchase and maintain and shall cause each of its Consultants to purchase and maintain during the period of performance of this Agreement,and for five (5)years after the later of final compietion of the Project or issuance of a Certificate of Occupancy of the Project, insurance for protection from claims under workers' or workmen's compensation acts;Comprehensive General Liability Insurance{including broad form contractual liability and complete operations, explosions, collapse,and underground hazards coverage)covering claims arising out of or relating to bodily injury, including bodily injury, sickness,disease or death of any of the Designer's or Consuitants' employees or any other person and to real and personal property including loss of use resulting thereof;Comprehensive Automobile Liability Insurance, including hired and non-owned vehicles, if any, covering personal injury or death,and property damage; and Professional Liability Insurance,covering personal injury, bodily injury and property damage and claims arising out of a related to the performance under this Agreement by the Designer or its agents, Consultants and employees. 10 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 9.1.2 The minimum insurance ratings for any company insuring the Designer shall be Best's A-. Should the ratings of any insurance carrier insuring the Designer fall below the minimum rating,the County may,at its option, require the Designer to purchase insurance from a company whose rating meets the minimum standard. 9.2 Limits of Coverage 9.2.1 ❑esigner 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 Own er's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements(each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here N/A (if no additional insurance required leave blank or mark N/A as being not applicable). Designer shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. 9.2.2 All insurance policies(with the exception of Worker's Compensation and Professional Liability) required under this Agreement shall name the Owner as an additional insured party for the insurance. 9.3 Proof of Coverage 9.3.1 Evidence of such insurance shall be furnished to the Owner. Upon cancellation, non-renewal or reduction,the Consultant shall procure substitute insurance so as to assure the Owner that the minimum limits of coverage are maintained continuously throughout the periods specified herein. 9.4 Indemnity 9.4.1 To the extent authorized by North Carolina law the Designer agrees,without[imitation,to indemnify and hold harmless the Owner from all loss, liability, claims or expense, including attorney's fees,arising out of or related to the Project and arising from bodily injury including death or property damage to any person or persons caused in whole or in part by the negligence or misconduct of the Designer except to the extent same are caused by the negligence or willful misconduct of the Owner. 9.5 Owner's Insurance Option 9.5.1 At any time during the performance of this Agreement,the Owner may,at its sole option, provide for itself,for the Designer and for its Consultants any or all of the insurance coverage required under the Article. 9.5.2 If the Owner elects to provide such coverage it shall notify the Designer in writing and provide to the ❑esigner such certificate or certificates of coverage as may be applicable. 9.5.3 If the Owner elects to provide such coverage it shall be entitled to pro rata reduction in the fees for Basic Services equal to the cost of providing such coverage to the ❑esigner and its Consultants. ARTICLE 10 AMENDMENTS TO THE AGREEMENT 11 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 10.1 Changes in the Designer's Basic Services 10.1.1 Changes in the Basic Services and entitlement to additional compensation or a change induration of this Agreement shall be made by a written Amendment to this Agreement executed by the Owner and the Designer.The Designer shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the Owner or a written notice from the Owner directing the Designer to proceed,whichever is earlier. 10.2 Owner Changes 10.2.1 The Owner may, without invalidating this Agreement, make written changes in the Designer's Basic Services or Additional Services of this Agreement by preparing and executing a Change Order.Within three(3) days of receipt of such a Change Order, the Designer shall notify the Owner in writing of any change contained therein that the Designer believes significantly increases or decreases the Designer's services with respect to the Project and request an adjustment in compensation with respect thereto. If the Change Order significantly increases or decreases the Designer's services,the Designer's compensation may be equitably adjusted. ARTICLE 11 TERMINATION AND SUSPENSION 11.1 Termination for Convenience of the Owner 11.1.2 This Agreement maybe terminated without cause by the Owner and for its convenience upon seven (7) days written notice to the Designer. 11.2 Other Termination 11.2.1 After seven (7) days written notice to the other party of its material breach of the Agreement, this Agreement may be terminated by the noticing party, provided that the other party has not taken all reasonable actions to remedy the breach, 11.2.2 Designer acknowledges that Owner is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of Owner's obligations under this Agreement,then this Agreement shall automatically expire without penalty or further cost to Owner immediately upon written notice to Designer of the unavailability and non-appropriation of public funds. It is expressly agreed that Owner shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergencyfiscaI measure during a fiscal crisis. 11.2.3 In the event of a change in the Owner's statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action,which adversely affects Owner's authority to continue its obligations under this Agreement,then this Agreement shall automatically terminate without penalty or further cost to Owner upon written notice to Designer of such limitation or change in Owner's legal authority. 11.3 Compensation after Termination 12 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 11.3.1 In the event of termination forth e convenience of the Owner,the Designer shall be paid that portion of its fees and expenses that it has earned to the date of termination, plus five percent(5%)of its compensation for Basic Services ea rned to date or of its unearned compensation for Basic Services,whichever is less, less any costs or expenses incurred or anticipated to be unearned by the Owner due to errors or omissions of the Designer, 11.3.2 In the event of termination by reason of a material breach of the Agreement by the Owner,the Designer shall be entitled to the same compensation as it would have received had the Owner terminated the Agreement for convenience,and the Designer expressly agrees that said compensation is fair and appropriate as liquidated damages for any and all costs and damages it might incur as a result of such termination. 11.3.3 In the event of termination by reason of a material breach of the Agreement by the Designer,the Designer shall be paid that portion of its fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the Owner due to errors or omissions of the Designer or by reason of the Designer's breach of this Agreement. 11.3.4 Should this Agreement be terminated as provided under this Article 11 the Owner shall be granted,at no additional cost, ownership of all documents,drawings,and electronic databases relating to the Project, including the ownership and use of all drawings,specifications, documents and materials relating to the Project prepared by or in the possession of the Designer.The Designer shall turn over to the Owner within seven (7)days and in good unaltered condition re prod ucibles of all original drawings,specifications,documents, electronic data bases and materials. In the event of such termination,and should the Owner use such drawings for completion of the Project, the Owner shall indemnify and hold the Designer harmless,to the extent authorized by North Carolina Law,from and against any cost, expense, damage or claim arising out of the loss of life, personal injury or damage to tangible property occasioned wholly or in part by any act or omission by the Owner, its contractors), agents or employees in connection with Owner's use of such drawings, plans,specifications, renderings, models and other work provided as part of Basic Services and Additional Services, as may have been amended.The Designer specifically agrees to incorporate the provisions of this paragraph in all contracts for the services of Designer's Consultants.The Owner agrees that the Designer may retain one set of drawings for its records. 11.3.5 Should this Agreement be terminated,the Owner shall, nevertheless, have the right to require the Designer and/or its Consultants to perform such additional effort as may be necessary to provide professionally certified and sealed drawings and to deliver to the Owner such certified and sealed drawings with respect to any phase or item of the project,for which effort the Designer shall be compensated in accordance with this Agreement. 11.4 Suspension 11.4.1 The Owner may, in writing,order the Designer to suspend, delay or interrupt all or any part of its Services on the Project for the convenience of Owner. 11.4.2 In the event the Designer believes that any suspension, delay or interruption of any or all of the Work on the Project, may require an extension of the duration of Basic Services or an increase in the level of staffing by Designer, it shall s❑ notify the Owner and propose an amendment of the Key Milestone Listing for consideration of the Owner. Such amendment or extension shall be effective only upon the written approval of the Owner,which will not be withheld unreasonably. 13 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 11.4.3 A suspension,delay or interruption of the Project shall not terminate this Agreement; provided, however,that if such suspension,delay or interruption causes a suspension of the Designer's services for a period exceeding ninety(90) days,the Designer's compensation for Basic Services may be equitably adjusted upon mutual agreement of the parties. 11.5 Waiver 11.5.1 The payment of any sums by the Owner under this Agreement or the failure of the Owner to require compliance by the Designer with any provisions of this Agreement or the waiver by the Owner of any breach of this Agreement shall not constitute a waiver of any claim for damages by the Owner for any breach of this Agreement or a waiver of any other required compliance with this Agreement by the Designer. 11.5.2 Owner and Designer mutually waive any claim against each other for consequential damages. Consequential ❑amages include: A. Damages incurred by Owner for loss of use, income, financing,or business. B. Damages incurred by Designer for office expenses, including personnel, loss of financing, profit, income, business,damage to reputation, ❑r any other non-direct damages. ARTICLE 12 ADDITIONAL PROVISIONS 12.1 Confidentiality 12.1.1 The Designer and its Consultants shall use their best efforts not to disclose or permit the disclosure of any confidential information relating to the Project,except to its agents, employees and other Consultants who need such confidential information in order to properly perform their duties relative to this Agreement. 12.2 Limitation and Assignment 12.2.1 The Owner and the Designer each bind themselves, their successors,assigns and legal representatives to the terms of this Agreement. Neither the Owner nor the Designer shall assign or transfer its interest in this Agreement without the written consent of the other. 12.3 Governing Law 12.3.1 This Agreement and the duties, responsibilities,obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. 12.4 Dispute Resolution 12.4.1 Any dispute arising under pursuant to the Project shall be addressed under the terms of the Dispute Resolution Rules and Procedures for Orange County Design, Building Construction, Renovation, and Repair Projects. These rules and regulations are available upon request. 14 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 12.4.2 Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of,this Agreement shall be brought in the General Court ofJustice of North Carolina sitting in Orange County, North Carolina,and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. 12.5 Extent of Agreement 12.5.1 This Agreement represents the entire and integrated agreement between the Owner and the Designer and supersedes all prior negotiations, representations or agreements,either written or oral.This Agreement may be amended only by written instrument signed by troth the Owner and the Designer. 12.6 Severability 12.6.1 If any provision of this Agreement is held as a matter of law to be unenforceable,the remainder of this Agreement shall be enforceable without such provision. 12.7 Ownership of Documents 12.7.1 All designs, drawings,specifications, design calculations, notes and other works developed in the performance of this contract shall become the property of the Owner and may be used on any other project without additional compensation to the Designer. Designer does not warrant the use of the documents by the Owner or by any person or entity for any purpose other than the Project as set forth in this agreement. 12.8 E-Verify 12.8.1 Pursuant to the terms of North Carolina General Statutes no county may enter into a contract unless the Designer and its subconsultants comply with the requirements of Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable,failure to maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes constitutes Designer's breach of this Agreement. By executing this Agreement Designer affirms Designer is in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. 12.9 Electronic Signatures 12.9.1 This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 12.10 Iran Divestment and Israel Boycott 12.10.1 Designer certifies that, as of the date listed below, it is not an the Final Divestment List as created by the State Treasurer pursuant to N.C.G.S. § 147-86.58 or the final boycott list created by the State Treasurer pursuant to N.C.G.S. §147-86.81 nor shall Designer utilize in the performance of this Agreement any subcontultant or consultant identified on such lists. 12.11 List of Attachment and Referenced Documents and Priority 15 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 12.11.1 The design documents consist of this Agreement and the attached and referenced documents. The attachment and referenced documents are listed in this Section 12,11.1 and are incorporated herein and made part of this Agreement by reference. In the event of any inconsistency between or among the terms of this Agreement and any of the incorporated listed documents such inconsistency or conflict shall be interpreted in the following order of priority: This Agreement Attachment A-Description of the Project Attachment B- Description of Basic Services Attachment C- Format of Total Project Cost Estimates) Attachment D- Key Milestone Listing Attachment E-Consultants and Key Personnel Attachment F_Hourly Rates Schedule Request for Qualifications Statement of qualifications IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and date first above written in a number of counterparts, each of which shall, without proof or accounting for other counterparts, be deemed an original contract. ORANGE COUNTY: DESIGNER: DocuSigned by: DacuSigned by: By: �bin�i �lndf. �MfYS 2/5/2020 By:y. �pi [ 4 �llnS� J�. 1/31/2020 O379946755E477.. 82C96A58F731474. o�rirnC r10111111c,-lay, ..uuiity Manager vatricK 4ummings, r.t., vice rresident Printed Name and Title Printed Name and Title Summit design and Engineering Services PLLC 320 Executive Court Hillsborough, NC 27278 16 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Attachment A -Description of the Project Richard E. Whitted Complex Scope: as per attached proposal dated 11812020: revision date of 01/29/2020. To include attached emails dated: 01/29/20 and 01/30/20. The primary goal of Orange County is to reduce the potential for water intrusion or any future flooding to the existing facilities. The scope includes performing a study of the existing complex stormwater management systems for necessary site and storm water management improvements in the rear area of the Richard E. Whitted Complex, including Whitted buildings A and B, and the Central Recreation Building. The scope includes facility waste container corral, site drainage improvements,building waterproofing,site grading changes, gravel parking lot improvements,hack stair step/sidewalk improvements, fencing repairs, landscaping, and required signage, 18 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Attachment B -Description of Basic Services Basic services as per attached proposal dated 11812020: Revision date of 01/29/2020. I 19 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Sandra D'Arensbour From: Angel Barnes Sent: Wednesday,January 29, 2020 8:33 PM To: Don Sever, PE; Sandra ❑'Arensbourg Subject: RE: Orange County Public Transportation Building and Motor Pool Hi Don, Please see the snap shot below.The area with the blue cloud (in addition to the areas you have clouded) is the area that I'd like to have included in the scope of work to ensure we are evaluating the entire complex of buildings and not just the east and west buildings. Will you please revise and resend or respond to this email that this is included in the scope and I will attach the email to your proposal just to document. 7. i Evaluatlon to Thank You, Angef Angel Barnes I Capital Projects Manager I Orange County Asset Management Services 131 West Margaret Lane I Hillsborough, NC 27278 1 (919)245.2628 (direct) 1 (919)610.8182(mobile) I www.orangecountync. o� �1 ORANGE COUNTY NOlt'I I I. CAROI.iNA The information contained In this e-mail message and any attachments Is confidential,and is intended only for the use of the party to whom it is addressed.Ef you are not the above-named intended reciplent,or authorized to receive for the addressee,you are hereby notified that any dissemination,copying or disclosure of this communication is strictly prohibited.if you have received this communication in error,please notify Orange County Asset Management Services immediately by replying to this message or by telephoning 919.245.2529 and destroy this message and its attachments, without making any copy or distribution. From: Don Sever, PE [mailto:don,sever@summitde.net] Sent: Wednesday, January 29, 2020 4:17 PM i DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Sandra D'Arensbour From: Don Sever, PE <don.sever@summitde.net> Sent: Thursday,January 30, 2020 9:32 AM To: Angel Barnes; Sandra D'Arensbourg Subject: [EXTERNAL MAILIJ RE:Orange County Public Transportation Building and Motor Pool Angel,we can include the area in blue in our evaluation at no additional cost. Just let us know if you are aware of any problems in theses areas can we can check things more closely. Thanks Don Don Sever, PE Senior Project Manager Tel: 919-322-0115 Fax:919-732-6676 SUItAtIlT DESIGN AND ENGINEERING SERVICES From:Angel Barnes<abarnes@orangecountync.gov> Sent:Wednesday,January 29, 2020 8:33 PM To: Don Sever, PE<don.sever@summitde.net>; Sandra D'Arensbourg<sdarensbourg@orangecountync.gov> Subject: RE:❑range County Public Transportation Building and Motor Pool Hi Don, Please see the snap shot below.The area with the blue cloud (in addition to the areas you have clouded) is the area that I'd like to have included in the scope of work to ensure we are evaluating the entire complex of buildings and not just the east and west buildings.Will you please revise and reseed or respond to this email that this is included in the scope and I will attach the email to your proposal just to document. 1 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 €I Attachment F-Hourly Rates Schedule I' As per attached titled "D. Proposed Team" of proposal dated 11812020: revision date of 01/29/2020. u 24 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 SM4IT 919.732.3883 Summitdemet DESIGN AND ENGINEERING SERVICES 504 Meadowta»d Drive,Hillsborough,NC 2 72 78 Schedule of Standard Rates Architectural Services Unit Rate Senior Consultant $ 210.00 Per Hour Senior Project Manager $ 175.00 Per Hour Senior Architect $ 190.00 Per Hour senior Project Architect $ 160.00 Per Hour Project Architect 11 $ 130.00 Per Hour Project Architect 1 $ 120.00 Per Hour Contract Administrator II $ 120.00 Per Hour Contract Administrator 1 $ 110.00 Per Hour Designer III $ 100.00 Per Hour Designer II $ 90.00 Per Hour Designer 1 $ 90.00 Per Hour Engineering/Planning Services Unit Rate Senior Consultant $ 205.00 Per Hour Department Head $ 180.00 Per Hour Senior Project Manager $ 175.00 Per Hour Senior Professional $ 165.00 Per Hour Project Engineer III $ 145.00 Per Hour Project Engineer 11 $ 135.00 Per Flour Project Engineer 1 $ 110.00 Per Hour Senior Landscape Architect $ 145.00 Per Hour Senior Project Geologist $ 120.00 Per Hour Project Coordinator $ 120.00 Per Hour Staff Professional IV $ 140.00 Per Hour Staff Professional Ili $ 110.00 Per Hour Staff Professional II $ 85.00 Per Hour Staff Professional 1 $ 75.00 Per Hour Designer III $ 100.00 Per Hour Designer 11 $ 90.00 Per Hour Designer 1 $ 80.00 Per Hour Field Technician IV $ 8100 Per Hour Feld Technician Ill $ 70.00 Per Hour Field Technician 11 $ 60.00 Per Hour Field Technician 1 $ 50.00 Per Hour Certified Weld Inspector $ 95.00 Per Hour Principal Planner $ 150.00 Per Hour Planner III $ 105.00 Per Hour Planner 11 $ 90.00 Per Hour Planning Technician II $ 85.00 Per Hour Survey Services Unit Rate Department Head $ 180.00 Per Hour Staff Professional IV $ 140.00 Per Hour Staff Professional III $ 110.00 Per Hour Designer III $ 100.00 Per Hour Designer 11 $ 90.00 Per Hour 1 Man Survey Crew $ 115.00 Per Hour 2 Man Survey Crew $ 145.00 Per Hour 3 Man Survey Crew $ 165.00 Per Hour 1 Man Laser Scanning Crew $ 140.00 Per Hour 2 Man Laser Scanning Crew $ 200.00 Per Hour Miscellaneous Unit Rate Direct Expenses Cost+15% Admin/Clerical $ 55.00 Per Hour Drilling&Laboratory Rates-Availabfe Upon Request 1. A]I rates are billed on a portal to portal basis. 2. Scheduling of field services requires no less than 24 hours notice. 3. Prices are in effect for 30 days from the date of the proposal. REV.7 2019 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Attachment C - Format of Total Project Cost Estimate ORANGE COUNTY Attachment C---Project Cost Estimate PROJECT IDENTIFICATION: PROJECT CITY or LOCATION: (Definitions/explanations are provided on pg 2 to assist in completion of this form.) CURRENT ESTIMATED CONSTRUCTION COSTS OTY UNIT COST PER UNIT TOTAL A. Site Preparation 1, Demolition $0 2. Site Work $0 B. Construction 1. Utility Services $0 2. Building Construction(new space) $0 3. Building Construction(existing) $0 4. Plumbing(new space) $0 5. HVAC(new space) $0 6. Electrical(Includes TV&Radio Studio) $0 7. Fire Supression and Alarm Systems $0 8. Telephone,Data,Video $0 9. Associated Construction Costs $0 10. Other: $0 C. Equipment 1. Fixed $0 2. Moveable $0 ESTIMATED CONSTRUCTION COSTS $0 Items below may be calculated by percentage or lump sum. If using lump sum,make entry in$field. DESIGN FEE % (%of Estimated Construction Costs) $0 PRECONSTRUCTION COSTS % (%of Estimated Construction Costs) $0 CONTINGENCIES % (%of Estimated Construction Costs) $0 ESTIMATED COSTS (%of Estimated Construction Costs+Contingencies+Design Fee) $0 Escalation=percent per month multiplied by number of months (From Est.Date to mid-point of construction)= months %per month ESCALATION COST INCREASE (Total of Estimated Casts x Escalation%) $0 ESTIMATED TOTAL PROJECT COSTS (Estimated Costs+Escalation Cost Increase if any) $0 APPROVED BY: TITLE DATE DEFINITIONS 24 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Item on Form Definition Attach basis and justification for estimate. Include description,quantities,units, CURRENT ESTIMATED CONSTRUCTION COST special features,similar cost on recent projects,etc. A. 1.Demolition Includes but may not be limited to lead and/or asbestos testing and removal,building or interior space demolition in whole or part. A.2.Site Work Includes but may not be limited to grading,excavating,poor soils and/or rock removal,utilities relocation,roads,walks,parking,streambank repairs,stormwater management,retaining walls,rainwater harvesting systems, landscaping. Attach explanation of any special building,mechanical,or electrical service B.1.Utility Services requirements with appropriate distance to existing buildings,water,gas,electrical or other utility service. B.S. Associated Construction Costs Includes but may not be limited to construction fire alarm testing,utility shut downs, utilities,signage,security,displaced parking,staging,lock cores,keys,permits. B. 10. Other list other signficant sources of cost not included elsewhere. Additional lines may be added if needed. PRECONSTRUCTION Includes but may not be limited to land surveys,lead/asbestos surveys, COSTS environmental assessments,copying,postage,costs of print advertising,and destructive testing. For CM at Risk,preconstruction costs are consistent with the requirements of the preconstruction services agreement. CONTINGENCIES Unanticipated or unforseen conditions including but not limited to design error and omissions,concealed site conditions,utility conflicts,and extended overhead resulting from weather or other delay. 21 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Attachment D- Key Milestone Listing Per attached project schedule dated 1/21/2020. 22 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 a a � a o • O A C I 1r - - - a s _ I ? E a LF 6 a c� .r�r g2 �G . 2 � $ Ep ` lug € p $ �' c �' l� 0 3 fi PE. €L +� 2 ! p a s 2 x a a DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Attachment E- Consultants and Key Personnel As per attached proposal sheet titled "D. Proposed Team" of proposal dated 11812020: revision date of 01/29/2020. 23 Revised 11/19 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 D. PROPOSED TEAM ORANGE COUNTY NORTH CAROLINA KRECT MANAGER m SUMMIT *Don Sever,PE 5011!0 Availability I 1' I m SUMMIT m NMME *Tim Smith,PE,PLS *Jason Patskoski 50%Availability 50%Availability I ME= m SUMMIT Nik Nikolaev,PLA,ASLA m5uMM1T 75%Availability Patrick Cummings,PE WATER "I1 251Z°Avaialability *Kelli Wilcox 50%Avaiability SUMMIT 1 t (: Rob Tatum msuMMlr Thomas Tellup 75%Availability Don Dewey,PE 40%Availability 25°!o Availability —�ONSTRUCTIDN INPSECTION 1 . ' i 1 m SUMMIT Jeff Elliott,PE m'i1Mi fIT 25%Availability CUMMING 100%Availability m SUMMIT FIRM INFORMATION Rick Leone 75%Availability FORM OF ORGANIZATION Professional Limited Liability Company CORPORATE HEADQUARTERS Indicates 504 Meadowlands Drive Key Personnel Hillsborough,NC 27218 Summit Design and Engineering Services DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 USUMMIT 329 Executive Court,Hillshorough,NC 27278 DESIGN AND ENGINEERING SERVICES Phone 11 919.732.3883 Web 11 www.summitde.net January 8, 2020 Revised January 14, 2020 Revised January 21, 2020 Revised January 29, 2020 Sandra D'Arensbourg Orange County Asset Management Services sda rensbou rg @ora ngecou ntync.gov Re: Orange County Stormwater Services Fee Proposal RFQ#5267 — Qualification Proposal Sent 8/22/29 Dear Ms. ❑'Arensbourg; SUMMIT is pleased with the opportunity to provide this scope and fee proposal for consulting services for the development of the above referenced properties. The following scope and fees are based on our January 2, 2020 meeting where all of the projects were discussed in great detail. We look forward to working with you to meet the needs and goals for these projects. A more detailed description of each project along with a sketch highlighting scope of work for each project is in Appendix A. SCOPE OF WORK The following Tasks would be similar for all buildings except the Motor Pool Transportation Administration building which has more detail for plan preparation. The Motor Pool design is to include permitting drawings but not being bid at this time. The Transportation Administration Building is t❑ include a sanitary sewer extension which will require a separate NCDENR sewer line extension permit and certification. Zoning permit (ZCP), COA and minor works applications will be included where needed within the Historic District (all but the Motor Pool facility). Task 1 — Due Diligence / Schematic Design — Concept Report: SUMMIT will perform due diligence on each site including a field walk identifying problem areas. The information gathered at these field walks will be used to develop conceptual solutions. These solutions along with Atlas Engineering's review will be put together to generate a Concept Report. This Report will identify problem areas and recommended solutions for the problems. If proposed improvements exceed project funds, we will prioritize the list to allow the County to select what improvements should be made at this time. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Task 2 - Detailed Design: SUMMIT will develop construction drawings for each facility. The construction drawings will be reviewed by the County prior to us developing bid documents. Our subconsultant Cumming will provide Yd party cost estimating services for the proposed improvements. If costs exceed project funds, the contract documents will include alternatives for projects over the estimated amount to allow the County to get bids and determine what improvements can be built at this time. Task 3 -- Contract Documents and Bid Assistance: Bid Administration - SUMMIT will prepare project specifications and bid documents. We will also assist in advertising the project, public bid opening, perform a bid review, prepare bid tabulations of the bids received, and submit a formal bid award recommendation to the County. Attend preliminary and other meetings throughout the Design and Bid process. Construction Administration - SUMMIT will provide onsite inspection personnel that will periodically monitor the contractor's adherence to the project plans and specifications. SUMMIT will review and approve all Pay Application and facilitate the processing of any necessary Change Orders. The project team will perform a final inspection of all locations and develop a punch list. We will monitor the completion of the final punch list and review the final pay application. Task - Geotechnical services have been identified for each building as follows. Board of Elections - Six hand auger borings will be performed at the Board of Elections building and advanced to 6 feet or hand auger refusal, whichever comes first. Piezometers will be installed at two of the hand auger boring locations. Sheriff's Office - Three hand auger borings will be performed at the Sheriff's Office and advanced to 6 feet or hand auger refusal, whichever comes first. No piezometers will be installed at this location. Whitted Facility - Six borings will be advanced to 10 feet around the Recreation building with two piezometers installed in those borings. Four borings will be advanced to 10 feet around the Health building with temporary piezometers installed in two of those borings. One boring will be advanced to 10 feet at the dumpster area, and three borings will be advanced to 5 feet in the gravel parking lot leading to the dumpster to determine if more gravel will be required. Borings will be terminated if auger refusal occurs. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Orange County Transit Site - Four borings will be advanced to 5 feet or auger refusal in the Transportation Administration building and along the sanitary sewer route. One temporary piezometer will be installed at the Transportation Administration building. Four borings will be advanced to 5 feet in the Sheriff Parking Area to determine if supplemental gravel will be required. Borings will be terminated if auger refusal occurs. Transportation Building Site Task 1 - Due Qilinence I Schematic Design - Concept Report: SUMMIT will perform due diligence on the site including a field walk identifying problem areas. The information gathered at the field walk will be used to develop conceptual solutions. We will meet with appropriate staff to identify what is needed to meet present requirements and future needs as well for the two areas identified in yellow on the attached exhibit. This Report will identify problem areas and recommended solutions for the problems. Task 2 - Detailed Demon: SUMMIT will prepare sanitary sewer extension drawing t❑ submit to the Town of Hillsborough for approval with the Sanitary Sewer Extension Permit, We anticipate that the following permits will be required for the project and SUMMIT will prepare and submit the applications to be reviewed by each authority. a) Town of Hillsborough Sanitary Sewer Extension Permit o A sanitary sewer extension permit will be required for providing sanitary sewer to the administration building. This is the only permit anticipated at this time. If during the review process it is determined that other permits will be required, SUMMIT will assist as needed with those permits on a time-and-material basis or per are approved Change order. Task 3 - Contract Documents and Bid Assistance: Bid Administration - SUMMIT will prepare project specifications and bid documents. We will also assist in advertising the project, public bid opening, perform a bid review, prepare bid tabulations of the bids received, and submit a formal bid award recommendation to the County. Attend preliminary and other meetings throughout the Design and Bid process. Construction Administration - l I DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 1 SUMMIT will provide onsite inspection personnel that will periodically monitor the contractor's adherence to the project plans and specifications. SUMMIT will review and approve all Pay Application and facilitate the processing of any necessary Change Orders. The project team will perform a final inspection of all locations and develop a punch list. We will monitor the completion of the final punch list and review the final pay application. Design Surveying Services: Topographic Survey o Tie to NC Grid Coordinate system NAD 83/11 horizontal and NAV❑ 88 vertical by GPS and/or conventional methods as practical. o Recover/set/reference property corners as needed. o Topographic survey a strip 25' wide from the drive near the Motor Pool building to the administration building. Topo 50' around the administration building and septic tank area. o Utilities including pipe size, material and inverts to be located to extent visible and readily accessible and/or as marked by SUE utility locator service as provided by client. o Sewer manholes in intersection and next upstream or downstream structures. o Set benchmark o Provide results of survey as signed, sealed drawing and cad file. ASSUMPTIONS & EXCLUSIONS: • Additional services outside this scope of services will be provided if requested by the Client for a negotiated lump sum fee or at our standard hourly billing rates. CLIENT RESPONSIBILITIES: It shall be the responsibility of the Client to provide the following items; 1. Access to the site. 2. Decisions on critical design issues as necessary in a timely manner. 3. Payment of all invoices per conditions of the agreement. 4. Client/Owner to be responsible for the payment of all regulatory agency fees for applications, plan review and permitting. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 COMPENSATION SUMMIT agrees to provide professional services as outlined above in the Scope of Services. ❑ur fee proposal is based on man-hour projections and applicable billing rates for the scope of work and schedule as described and anticipated for this project. SUMMIT proposes a lump sum fee to be invoiced monthly on a percent complete basis, with payment due upon receipt. SCOPE OF SERVICES - Board Of Elections FEE TASK 1 - Due Diligence / Schematic Design - Concept Report $2,500 TASK 2 - Detailed Design $13,800 TASK 3 - Contract Documents and Sid Assistance $5,000 Atlas Engineering Includin 1511/o markup 12 200 Geotechnical $4,000 Cumming Cost Estimating $5 500 TOTAL FEES $44,000 SCOPE OF SERVICES - Sheriff's Office FEE TASK 1 - ❑ue Diligence / Schematic Design - Concept Report 500 TASK 2 - Detailed Design 500 TASK 3 - Contract Documents and Bid Assistance $1 000 Atlas Engineering Including 15% markup $10 500 Geotechnical $3,000 Cumming Cost Estimating $2 000 TOTAL FEES $17,500 SCOPE OF SERVICES - Whitted Building FEE TASK 1 -- Due Diligence / Schematic Design - Concept Report $8,500 TASK 2 - Detailed Design $34,000 TASK 3 - Contract ❑ocuments and Bid Assistance $5 000 Atlas Engineering Includin 15% markup $14 300 Geotechnical $5,000 Cumming Cost Estimating 7 000 TOTAL FEES $73,800 ��ir'i DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 SCOPE OF SERVICES - Transportation FEE FEE Administration Building Sanitary Admin Sewer /Se tic Building TASK 1 - Due Diligence / Schematic Design - $500 $500 Concept Report TASK 2 - Detailed Design 700 $1,500 TASK 3 - Contract Documents and Bid Assistance 500 $500 Atlas Engineering Includin 15% markup $0 $9,000 Geotechnical $1,000 $1500 Survey'ing $2,000 2 000 Cumming Cost Estimating $1,000 $1,000 TOTAL FEES $5,700 $16 000 SCOPE OF SERVICES - Motor Pool FEE TASK 1 - Due Diligence / Schematic Design - Concept Report 500 Geotechnical $1,500 TOTAL FEES $2,000 Reimbursable expenses shall be paid in accordance with the Rate Schedule and General Conditions, as attached hereto. The total fees for all five projects is $159,000. CONCLUSION This document may serve as an Owner-Consulting Engineers Agreement. Included in the agreement are the standard Hourly Rate Schedule and Conditions of the Agreement. If this proposal is acceptable, please execute and return a copy of the Agreement to this office. ❑o not hesitate to contact us if you have any questions regarding our proposal. Please give us the opportunity to clarify any details of this proposal or to revise this proposal if it appears that we misunderstood some portion of the scope of services. Respectfully submitted: SUMMIT ❑ESIGN AND ENGINEERING SERVICES, PLLC Donald A. Sever, PE Senior Project Manager Attachments: Schedule of Standard bates I DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Appendix A -- Background and Detailed Scope Board of Elections Background: The Orange County Board of Elections building located at 208 South Cameron Street, Hillsborough NC was built in 1968. The location of this property is within close proximity to the Eno River and within a stream that feeds into the Eno River. The Board of Elections Building is a one-story building over a partial day-lighted basement and partial crawlspace. The building has an irregular footprint measuring approximately 87' x 115'. Originally the basement housed the HVAC and electrical systems. Due to flooding the HVAC equipment has been relocated to the attic space and courtyard of the facility, and the electrical distribution has been relocated to the exterior. Over the past few years there have been multiple floods within the basement, then over the past year there have been environmental concerns reported within the facility. Over the past eight months Orange County has replaced the complete HVAC system, carpet, ceiling systems and remediated all organic growth found within the facility. The basement is now partially sealed with access outside the flood plain and (2) commercial dehumidifiers are operating within the craw lspacelbasement to avoid future environmental concerns. Board of Elections Building Scope (260 S. Cameron Street) The primary goal of Orange County is to reduce any water intrusion or future flood damage to the existing facility. This includes the study of the existing drainagelstormwater management systems, including the runoff that overwhelms the system during heavy rainfalls. This building is located on an elevation lower than the existing roadway that provides access to the facility. This scope includes ensuring all stormwater drains are open and flowing as designed, site grading as required to move the water to the drainage system and away from the facility and installation of waterproofing as needed for reduction of water intrusion during future weather events. The scope would also include ensuring the existing ramp (located at the back of the facility) is to be removed and backfilled; the sidewalks are reinstalled to meet accessibility requirements if removal is necessary to correct site grading. All landscaping shall be restored after all construction is complete. Richard E. Whitted Complex Background: The Whitted Building Complex is located in Hillsborough at 300 & 302 West Tryon Street. The oldest sector of this complex was constructed in 1922, with additions in 1936 and 1957. The complex was acquired by Orange County in 1975. Orange County perform significant renovations during 2002-2004, included replacement of HVAC system, 2012 included Health medical and dental clinic spaces, and 2014 for creation of a new Board of County Commissioners' meeting space and related services. The "A" and "B" buildings house the Orange County Health administrative offices, Health and Dental clinic space and Housing and Community Development departments. Major components of the HVAC system also serve the Central Recreation building which includes a gymnasium. Significant renovations for this facility occurred during 2002-2004, including replacement of HVAC system. An accessible entrance was constructed in 2007. All three facilities have shared parking, sidewalks, utilities, and stormwater DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 management. This complex currently needs the necessary site and storm water management improvements to the rear of the Richard E. Whitted Complex, including Whitted buildings A and B, and the Central Recreation Building. Currently the major water intrusion occurs on the ground level of building "B" Orange County Dental Clinic, north east corner of the building. There are also concerns with water/moisture within the flooring of the Central Recreation facility causing the tiles to curl and become trip hazards. Richard E. Whitted Complex Scope The primary goal of Orange County is to reduce the potential for water intrusion or any future flooding to the existing facilities. The scope includes performing a study of the existing complex stormwater management systems for necessary site and storm water management improvements in the rear area of the Richard E. Whitted Complex, including Whitted buildings A and B, and the Central Recreation Building. The scope includes facility waste container corral, site drainage improvements, building waterproofing, site grading changes, gravel parking lot improvements, back stair step/sidewalk improvements, fencing repairs, landscaping, and required signage. Orange County Sheriff's Office Background (106 E. Margaret Lane) The Orange County Sheriffs Office is considered a part of the Orange County Justice Facility. The original facility was built in 1954 and then the Sheriffs office was added in 2008. Currently the uniform room located below grade has been experiencing water intrusion and humidity problems. The current uniform room was formerly used as a mechanical boiler room. Orange County Sheriff's Office Scope (106 E. Margaret lane) The primary goal of Orange County is to reduce the potential for water intrusion or any future flooding to the existing uniform room. The scope includes performing a study of the existing stormwater management systems for necessary storm water management improvements in the exterior area directly related to the uniform room. The scope includes stormwater drainage improvements, building waterproofing, site grading changes, and related landscaping. Public Transportation Administration Building Background (600 Hwy 86 N) The Orange County Public Transportation Administration building was originally constructed as Public Works Administration building. This building was occupied until early 2013 by Asset Management staff and then in January 2014 by Orange Public Transportation staff. Over the past year there have been concerns with the north side of the facility and water intrusion. This facility has also had major problems with the private septic system. Public Transportation Administration Building Scope (600 Hwy 86N) The primary goal of Orange County is to reduce the potential for water intrusion or any future damage to the existing facility. The scope includes performing a study of DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 the existing stormwater management systems for necessary storm water management improvements in the exterior area directly related to the northern wall of the facility. The scope includes stormwater drainage improvements, removal of old drainage piping, building waterproofing, site grading changes, and related landscaping. This scope also includes the removal of the existing septic system and connecting this facility to the sanitary sewer lateral serving the Motor Pool building. Orange County Transportation Services Motor Pool Background (600 Hwy 86N) The existing Orange County Transportation Services Motor Pool facility was built in 1995. Over the past 10 years as services for Orange County have expanded the storage and capacity at the Motor Pool facility including the evidence storage for the Orange County Sheriff's Office and the fleet parking for the Orange County Public Transportation services has become limited and constrained. Orange County Transportation Service Motor Pool Scope (600 Hwy 86N The scope of work shall include performing a study of the existing site in the two areas identified on the attached sketch. i; f. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 m 0 y W a v 2 @ m iL n 3 m o 0 a 3 n � � 4= m £mco -a 9 Ij C Q ti ❑ r, I t Vlt{ m N s � - = rl7 t7 to Y = 4 d m m �•_ OI 3 it r Y f N E N CL CL ` 0 pyy N.E LLLLC11 lt�l 4 - PIN �I N f o ► L -: ❑- T - 41) CM *. may.. ci ny is _ �,.' w m ❑ ' `-�.- t -5 �[UI V � •,� ~�1 m d fill •• 3 m u m o 0 79 ❑ tm Q E N N _ Et; � m a m L u r ` m •-•. to San v fit: ul z 3 a 1, t �L �b� DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 ,low r Y� Evaluate storm r drainage and if Evaluate Gutte 11 r! waterproofing is ' downspouts needed in north 4 capacity - -- east corner Field topo this area — �� E hlAfif�AI�E7 LN Lr - 52 510 • . i Sheriff office i106 E Margaret Lane DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 I la add fence al retaining ,; gravel lot improvements wail to fire hydrant and (more stone needed?) landscaping I lop of slope.bury remaining retaining wall if possible repair stone stairs, x ` determine width J check to see if needed ster coral Add dum handicap ramp can P be built to second floor bridge. if so, 1[ _.. add HC parking in r3:. -_ ,r _� make storm lot. r. '_'r drainage `e - improvements in dings Evaluate Roar the issues and review existing determine if waterproof rear survey available, building is needed.check t supplement areas concrete flume and make shown changes at door entrances �. r - _ 'f waterproof ne e � corner of Bldg ' Repaint brick in i window _ - �valUatlan #0 IrlClllde replacement area. �. r {along west side for Evaluation to = waterproofing '. - include three sides w,HYo7!`r •r^ • ; :�! - of buildings far e ' waterproofing (areas with floor . � elevation below grade) 7 • I (l Robert Witted Complex 300 W.Tryon !' St Hillsborough l Summary of proposed improvements + scale 1"=100' DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 r�qSp Only (2)yellow shaded areas: -evaluate for maximum efficiencyr -determine if additional gravel is needed 1; Remove sepfic lank and regrade around building. North side water intrusion is concern. OP • IT'P _ JM - i► Reld topo to extend �••�• _� J sanitary lateral to J Transportation Bldg y 4 •f• r � 1 4- f b•Ee Tr r "'RAW� �"`d` Orange Co.Public y e Transportalion Building and Motor Pool Facility NOTE: Separate Design Package is needed far MOW Pool Int ravemenis fi seNeHe S ,lT48RSPOAM&B •Ftw ?.,"a • 1 sJF��.�r DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 AV 1.r'S ENGINEERING,INC. January 8,2020 Summit Design and Engineering Services 302 Executive Court Hillsborough,NC 27278 Subject: Proposal for Waterproofing and Building Exterior Consulting Services Orange County Storm Drainage Repairs Atlas Engineering Job No.J2405 Attention: Mr.Don Sever,PE—Senior Project Manager Dear Mr. Sever: In accordance with your request, Atlas Engineering is pleased to submit to you the following proposal for provision of waterproofing and building exterior design, bid assistance,and services during construction associated with a larger storm water repair project at four(4)Orange County facilities. This proposal includes our understanding of the project information, proposed scope of services,and fee for professional services. Project Information Our understanding of the project is based on information provided in the original Request for Qualifications, a January 2, 2020 pre-proposal meeting with Summit Design and Engineering Services (Summit) and Orange County Asset Management Services personnel to discuss the project,and documents provided for our preliminary review(property information and issues). Summit Design and Engineering Services will be contracting with Orange County to provide engineering services for repair of storm water drainage and other associated site and building repairs at the following four(4)sites in Hillsborough,North Carolina: • Whitted Complex at 300 W. Tryon Road; • Board of Elections at 208 S.Cameron Street; • Sheriff's Office at 106 E.Margaret Lane; • Public Transportation Building at 600 Highway 86 North. Each of the buildings have varying severity of water intrusion,that may or may not be due to issues with below grade wall conditions, and some sites have isolated damage to the building exterior. Atlas will be a subconsultant to Summit and has been asked to submit a proposal for providing evaluation, design, bidding assistance, and services during construction associated with waterproofing and building exterior repair scope. Proposed Scope of Services Evaluation and Desi n Phase: I. Document:Review: Review available architectural drawings, technical reports, maintenance records,and repair history for the buildings as provided by the Owner through Summit. Review of topographic surveys and any testing/evaluation data obtained by Summit from the Owner or through their fieldwork at the project sites. 2. Fieldwork: Perform fieldwork to evaluate areas of reported water intrusion at exterior walls and below grade conditions. Reported areas of water intrusion include the rear of the Central DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Proposal for if aler proofing and Building Exterior Consulting Services Four(4)Orange County Facilities Prepared for Summit Design and Engineering Services Prepared by A11as Engineering-Project No.:J2405 January 8,2020-Page 2 Recreation Building and northeast corner of the Orange County Dental Clinic at the Whitted Complex;the exterior walls in the below-grade basement of the Board of Elections; the north east corner of the Sheriff's Office in the uniform storage room;and the north and west sides of the Public Transportation Building. Perform fieldwork to evaluate areas of isolated damage to building exteriors. Reported areas of exterior damage include the brick veneer infill over the entrance to the Central Recreation Building and at the walls near the northeast corner of the Orange County Dental Clinic at the Whitted Complex. As a part of our fieldwork, Atlas will evaluate exterior wall and roof conditions above/adjacent to water intrusion or damage Iocations to determine if other exterior wall or roof conditions may be contributory. Atlas will access roof areas with hatches or permanent ladders,or will provide our own extensions ladders (up to a 40' extension ladder) for access. Where access cannot be obtained by these means, Atlas will communicate with Summit Design and can view these areas utilizing either our unmanned drone,or by a manlift provided by others. Fieldwork at each site will be divided into Initial and Final fieldwork. Initial fieldwork will be used to gather measurements, investigate interior conditions, investigate existing wall and waterproofing conditions/construction,observe adjacent roof and exterior wall conditions,and obtain other information as needed to evaluate the potential causes of the water intrusion and necessity of waterproofing repair or installation and to create design details and specifications for repairs.Atlas will return to the sites as needed for Final fieldwork following coordination meetings with Summit Design to confirm the intended storm water drainage repairs and other site improvements for each site and the determine the impact on exterior walls/below-grade waterproofing. Fieldwork is anticipated to include hand digging adjacent to building exterior walls to expose representative portions of existing waterproofing.Based on initial observations, destructive test cuts at masonry walls may not be necessary. If during initial fieldwork, Atlas determines that masonry test cuts may provide critical information necessary for evaluation or design, we will communicate directly with Summit Design to coordinate this work. We recommend that a contingency be included in Summit's design fees to cover the cost of this potential destructive testing. The Owner has reported issues with high moisture content in concrete slabs and associated issues with flooring finishes within the interior of two buildings (Central Recreation Center and Dental CIinic at the Whitted Complex). Evaluation of the soil conditions beneath the flooring,slab moisture content,and repair options is outside of the scope of our services.Atlas will investigate general exterior wall and waterproofing near areas with under slab moisture to determine whether there are any potential contributory conditions and will provide associated information to Summit to assist in their evaluation of flooring issues. 3. SD/Design Development Phase (25% Construction Documents): Atlas will meet with Summit Design following completion of initial fieldwork to discuss on-site observations and anticipated scope options. At this phase,Atlas will utilize aerial photos, field sketches, field photos, and building plans to communicate project scope with Summit Design. Drawings and specifications will not be submitted at this phase, however, Atlas can provide a written summary of our evaluation and recommendations for inclusion in a SDIDD phase submittal. 4. Construction Documents (75%): Submit 75% Construction Document including drawing sheets for each of the facilities indicating the locations and extents of waterproofing and building exterior repairs and a portion of the design detailing. Technical specification sections for recommended waterproofing and exterior repair materials will be included in the submittal. These documents will be provided to Summit in electronic format(.pdf).Atlas will coordinate DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Pr oposal for•Maleproofrng and Building Exterior Consult ing Services Four(4)Omnge County Facilities Prepared far Sunrnrlt Design and Engineering Services Prepared by Atlas Engineering-Project Na.:J2105 Jaurraq 8,2020-Page 3 with Summit to utilize a standardized title block, headers/footers, fonts, and other formatting for inclusion within their document package.Atlas will respond to Owner and Summit review comments during this design phase. 5. Construction Documents (100% and Sid Documents): Submit Construction Documents (100% completion) including complete design drawing sheets and techmical specification sections for waterproofing and building exterior repairs. Owner and Summit review comments from the 75% Construction Documents will be discussed and incorporated into the 100% Construction Document package. Following review/approval of the 100% Construction Documents, final comments will be incorporated and drawings and specifications will be resubmitted for inclusion in the Bid Documents. Bid Documents and 100%Construction Bid Documents will be signed and sealed by a Professional Engineer registered in the State ofNorth Carolina.These documents will be provided to Summit in electronic format(pdf). 6. Coordination Meetings During Design: Atlas will attend coordination meetings by conference call or at the office of Summit Design in Hillsborough,NC as requested during the fieldwork,evaluation,and design phase to discuss project progress, recommendations, and to coordinate work scope. Our proposed fee will be based on a total of four (4) coordination meetings (two conference calls and two meetings in Hillsborough). Additional meetings can be requested at provided unit rate costs. Biddhir Assistance 7. Attend Pre-Bid Meeting and respond to technical questions associated with waterproofing and building exterior repair during the bid process. Review requests for substitutions and issue addenda associated with waterproofing and building exterior repair sheets and specifications as necessary. Construction and Past Construction Phase 8. Attend a Pre-Construction Meeting prior to the start of work. Review proposed substitutions and/or changes from Atlas specifications and drawings details proposed by the Contractor. 9. Review contractor's technical submittals pertaining to waterproofing and building exterior repair to confirm conformance with the technical specifications and drawings. Return submittals to Summit with approvals or direction on additional action. 10. Pei-form periodic visits to the sites during construction to observe work in-progress and provide a summary email with color photographs of work in progress. • Site visits reports will discuss work in progress,observations made,and corrective actions needed. Some of the site visit inspections will be coordinated with the Contractor to allow for observation of representative installations and milestone events. Some inspections will not be coordinated in advance with the Contractor to allow for observation of standard work practices. • Our proposed scope and associated fees are based on performance of six(6)visits to the site. Each site visit shall be equivalent to approximately 3-4 hours on site and may be divided between multiple sites. ■ If the project duration extends significantly due to failure of the Contractor to complete the waterproofing or building exterior work in a timely manner, or if a significant number of additional site visits become necessary due to quality issues/concerns with the installation by the Contractor, Atlas will communicate promptly with Summit to determine whether DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Prnposal.Jor Waterproofing and Building Exterior Consulting Services Forte(4)Orange County Facilities Prepared for Summit Design and Engineering Services Prepared by Atlas Engineering-Project No.:J2405 January 8,2020-Page 4 additional visits may be warranted. Additional site visits beyond the quantity listed will not be performed without approval of Summit. 11. Coordinate and correspond with Summit during construction and will review and comment on portions of the contractor's project schedule,requested modifications to the design,resolution of technical issues, review of payment applications, and evaluation of field or change orders pertaining to waterproofing and building exterior-repairs. 12. Attend the Pre-Final (Substantial Completion) Inspection and develop a punchlist of waterproofing and building exterior repair items that are incomplete or require repair. Attend Final Completion Inspection to confirin the completion of punchlist work. 13. Post Construction Phase: Review closeout documentation from the Contractor pertaining to waterproofing and building exterior repairs and provide As-Built Drawing sheets for inclusion in the record drawings etc. The As-Built Drawing sheets will be provided to Summit in electronic format(.pdf). Fee for Professional Services Based on our experience with similar projects,we are proposing the following engineering fee for the above proposed scope of design,bidding and construction administration services: Doc. Review and Fieldwork: $ 9,600 Design Development(25%CD): $ 3,510 Construction Document(75%): $ 6,450 Construction Document(100%): $ 2,500 Construction Document(Bid Documents) $ 1,200 Coordination Meetings During Design: $ 2,200 Bidding and Contract: $ 1,000 Construction Administration: $ 12,650 Post Construction: $ 800 Total Engineering Fee: $39,910 Breakdown of the above Engineering Fee by Facility is as follows: Whitted Complex: $ 12,410 Board of Elections: $ 10,600 Sheriffs Office: $ 9,050 Public Transportation: $ 7,850 Additional Services*: Coordination Meetings: $350 ea.by Phone/$750 ea.at Summit's Office Site Visit During Construction: $1,250 per visit Masonry Destructive Testing: Cost+ 1.2(Estimate of$3,500 recommended) *Addhional Services ivi11►rat be performed iviihoul approval from Summit Design and Engineering Services. All fees shown are based upon the provision of our standard insurance coverages and payment terms not to exceed 90 days and not based on payment from the Owner. If additional insurance coverage or payment terms will be required, please notify us to allow for review and potential revision of proposed scope and engineering fee. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Proposat for IYaterproafing arrd Buildi►rg Exterior Cousulti►rg Services Four(1)Orange Coinrlp Facilities Prepared for Sxnuiit Design aid Eigiieering Services Prepared by.[tlas Engineering-Project No.:J2405 Jamrary 8,2020-Page 5 Project Schedule Atlas will perform our proposed services based on a reasonable project schedule agreed upon prior to the start of fieldwork with Summit Designs. Atlas will coordinate with Summit to make reasonable changes to the project schedule as needed to meet the Owner's requested timeline for design and construction. Authorization To authorize us to perform services in accordance with our proposal,please complete the attached Work Authorization Agreement and return to Atlas. If a different contracting method is required, please provide a copy of the contract documents to Atlas as soon as possible to allow for review and potential revision of proposed scope and engineering fee. Atlas Engineering appreciates this opportunity to be of service and we look forward to working with you on this project. Please call us at (919) 420-7676 if you have any questions about this proposal. Sincerely, Atlas Engineering,Inc.,by Kelli E. Wilcox,P.E.,R.R.C. Principal Engineer DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-9227lC65CC98 Fv tr-S ENGINEERING,INC, WORK AUTHORIZATION AGREEMENT Atlas Engineering, Inc. is pleased to provide the services described below. Signature of this agreement confirms your authorization of the work requested/proposed and clarifies the terms and conditions under which services are provided. Compensation for services will be based on Atlas'schedule of fees,or as otherwise indicated below. Project Name & Location: Waterproofingand Building Exterior Consulting Services Orange County Storm Drain"e Repairs at Four Facilities Hillsborough,North Carolina Scope of Work Authorized: Atlas Engineering, Inc, will provide engineering consulting services to Summit Design and Rnp-ineeriu Services in accordance with our proposal dated January 8 2020. Prepared by: Kelli Wilcox,PE,RRC date: 01/08/2020 (Atlas Engineering) Compensation. Services will be performed in accordance with lump sum and unit costs in accordance with our proposal dated January 8 2020.Services will be invoiced on a monthly basis. Work Authorized by: Mr.Don Sever,PE Company Name/Address: Summit Design and Engineering Services,320 Executive Court,Hillsborough,NC 27278 26CAB32E4A0BD42D Docu5ignedby:wt 61& sr 1/31/2020 �>Authorizing Signature: date: Don Sever m==>Priinted Name: Terms and Conditions of Work Atlas Engineering, Inc. (Atlas) is a professional corporation registered in North Carolina and is an independent consultant. Atlas agrees to provide consulting services described above. Client agrees to pay Atlas'invoice upon receipt,and to pay late charges of I%per month for invoices unpaid over 30 days. Atlas will perfonn its services using that degree of care and skill ordinarily exercised under similar conditions of Atlas'profession practicing in the same or similar locality at the time of service. No other warranty,expressed or implied,is made or intended by Atlas' proposals or reports. Atlas maintains insurance coverage including Commercial General Liability Insurance and Professional Liability Insurance. Client agrees that Atlas' liability to Client or any third party due to any negligent professional acts,errors,or omissions or breach of contract by Atlas will be limited to an aggregate of$10,000, Client will arrange for Atlas'right-of-entry to the property for the purpose of performing its services,and will inform Atlas of known hazards on the property. Atlas is not liable for damage or loss due to conditions not made known to Atlas by Client. Atlas is not responsible for the safety provisions,means,methods,or actual work performed on any property or construction site. Atlas will furnish the agreed upon number of documents. These instruments of service are furnished far Clients sole internal use for the single project site identified above,and remain property of Ail as. Client will release to Atlas information deemed necessary by Atlas for performance of the work. Atlas may rely upon said information in performance of the work. The parties will attempt to resolve any dispute vdthout litigation. Where Client makes a claim not upheld in trial,Client will pay all costs incurred by Atlas defending the claim. Client will pay Atlas in accordance with Atlas'standard tees for any testimony,deposition,or preparation therefore,connected with the work,where Atlas is not a party to the dispute. The above controls aver any form writing signed,and Purchase Orders shall be considered accounting instruments only.(V-5196) Page 1 of 1 551-A PYLON DRIVE . RALEIGH, NC 27606 ■ PHONE (919)420-7676 e FAX (919)420-7677 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 USUt1t*11T 919.732.3883 Summitcle.net DESIGN AND ENGINEERING SERVICES 504 M aadow[an d IDrive,Hittsborough,NC 27278 Schedule of Standard Rates Architectural Services Unit Rate Senior Consultant $ 210.00 Per Hour Senior Project Manager $ 175.00 Per Hour Senior Architect $ 190.00 Per Hour Senior Project Architect $ 169.00 Per Hour Project Architect II $ 130.00 Per Hour Project Architect I $ 120.00 Per Hour Contract Administrator II $ 120.00 Per Hour Contract Administrator 1 $ 110.00 Per Hour Designer III $ 100.0o Per Hour Designer 11 $ 90.00 Per Hour Designer 1 $ 80.00 Per Hour Engineering/Planning Services unit Rate Senior Consultant $ 205.00 Per Hour Department Head $ 18om Per Hour Senior Project Manager $ 175.00 Per Hour Senior Professional $ 165.00 Per Hour Project Engineer III $ 145.00 Per Hour Project Engineer II $ 135.00 Per Hour Project Engineer 1 $ 110.00 Per Hour Senior Landscape Architect $ 145.00 Per Hour Senior Project Geologist $ 120.00 Per Hour Project Coordinator $ 120.00 Per Hour Staff Professional IV $ 14C.00 Per Hour Staff Professional III $ 110.00 Per Hour Staff Professional 11 $ 85.00 Per Hour Staff Professional 1 $ 75.00 Per Hour Designer 111 $ 100.0o Per Hour Designer II $ 90.00 Per Hour Designer 1 $ 80.00 Per Hour Field Technician IV $ 80.00 Per Hour Field Techniclan 111 $ 70.00 Per Hour Field Technician 11 $ 60.00 Per Hour Field Technician 1 $ 50.00 Per Hour Certlfled Weld Inspector $ 85.00 Per Hour Principal Planner $ 150.00 Per Hour Planner III $ 105.00 Per Hour Planner II $ 90.00 Per Hour Planning Technlcian 11 $ 85.00 Per Hour Survey Services Unit Rate Department Head $ 180.00 Per Hour Staff Professional IV $ 140.00 Per Hour Staff Professional III $ 110.00 Per Hour Designer III $ 100.00 Per Hour Designer 11 $ 90.00 Per Hour 1 Man Survey Crew $ 115.00 Per Hour 2 Man Survey Crew $ 145.00 Per Hour A Man Survey Crew $ 165.00 Per Hour 1 Man Laser Scanning Crew $ 140.00 Per Hour 2 Man Laser Scanning Crew $ 200.00 Per Hour Miscellaneous Unit Rate Direct Expenses Cost+15% Admin/Clerical $ 5S.00 Per Hour Drilling&Laboratory Rates-Available Upon Request 1. A I rates are billed on a portal to portal basis. 2. 5cheduling of field services requires no less than 24 hours notice. 3. Prices are In effect for 30 days from the date of the proposal. REV.7 2019 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 DATEIMMOD?YYYYI ,aco�o® CERTIFICATE OF LIABILITY INSURANCEF��. 01/06/2020 THIS CERTIFICATE IS ISSUED AS A NIATTER OF INFORNIA71ON ONLY AND CONFERS NO RIGHTS UPON THE CERTEFICATE 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 NAME: Calla Moore Colonial Insurance Agency Hillsborough nr'C' (919)732 2191 aIc No; (919}732 2192 103 Millstone Dr.Suite A EMAIL ADDRESS, .com caa colonial-a enc ADDRESS: ca0a@colonial-agency.com Y Po Box 490 INSURER 8 AFFORDING COVERAGE NAIL# Hillsborough NC 27278 INSURERA: Starr Surplus Lines ins.Co. 13604 INSURED INSURER B Summit Design And Engineering Services, PLLC INSURER C 320 Executive Court INSURER D INSURER E: Hillsborough NC 27278 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR ADOLSUBR POLICY E LTR TYPE OF INSURANCE INSD WVQ POLICY NUMBER MWDDIYYYY) fMM1DD`YYYYl LIMITS CQMMERCIAL GENE PAL LIABILITY EACHOCCURRENCE $ CLAIMS-MADE OCCUR PREMISES a cecurrence $ MED EXP(Arty orre person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $ POLICY JECT LOC -PRO DUCTS-COMP+OPAGG $ OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMrr $ Ea accident ANYAUTO BODILYINJURY(Per person) $ OWNED SCHEDULED BO DI LY IN JU RY(Per acc ident) $ AUTOS ONLY AUTOS HIRED NON-OWNED ROPERTY D AGE $ AUTOS ONLY AUTOS ONLY PeracU $ c!deni UMBRELLA LIAR OCCUR EACH OCCURRENCE $ ?DED XCESS LIAB HCLAIMS-MADE AGGREGATE $ I I RETENTION$ $ WO RKE R 9 CO MP EN SA MON AN[)EMPLOYERS'LIABILJTY Y r N STATUTE I I ERH ANY PROPRIETORPARTNER'EXECLITIVE E.L.EACH ACCIDENT $ 0FFICER:tv1EMBER EXCLUDED? NIA (Mandatoryin NH) E.L.DISEASE-EA EMPLOYE $ Iryes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Professional, E&O Contractors Occurence 6,000,000 A Pollution Liability N N SLSL-PRO-262380-19 04/02/2019 04I0212020 Aggregate 5,000,000 ❑ESCRiPTION OF OPERATIONS+LOCATIONS I VEHICLES (ACORD 101.Additional Remarks Schedule.may be attached it more space is required) Project: Capital Projects CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Orange County Asset Management Services ACCORDANCE WITH THE POLICY PROVISIONS. 131 W Margaret Lane AUTHORIZED REPRESENTATIVE Hillsborough NC 27278 Fax: Email'alaarnes@orangecountync.gov Q 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACOR❑ DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 A ��0 CERTIFICATE OF LIABILITY INSURANCE DATE(M 01/06//2020 Y) 020 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 Crystal Perry NAME: Business Insurers of Carolinas aCONN. Ext: (919)968-4611 ac,No): (919)968-8991 501 Eastowne Drive,Suite 250 E-MAIL c er business-insurers.com ADDRESS: p ry@ PO Box 2536 INSURER(S)AFFORDING COVERAGE NAIC# Chapel Hill NC 27515 INSURERA: Travelers Indeminity 25658 INSURED INSURER B: Travelers Property Cas Cc of America 36161 Summit Design and Engineering Services PLLC INSURER C: Accident Fund Insurance Cc of America 10166 320 Executive Court INSURER D: INSURER E: Hillsborough NC 27278 INSURER F: COVERAGES CERTIFICATE NUMBER: CL19121927785 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) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE To CLAIMS-MADE � OCCUR PREMISES Ea occurrence)l $ 100,000 MED EXP(Any one person) $ 5,000 A Y 6304KO89149 01/01/2020 01/01/2021 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY Fx_1 PRO ❑ LOC PRODUCTS-COMP/OP AGG $ 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 810-2J958216 04/02/2019 04/02/2020 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED �/ NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY /� AUTOS ONLY (Per accident) Experience Mod Factor 2 $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 6,000,000 B EXCESS LIAB CLAIMS-MADE CUP41<264429 01/01/2020 01/01/2021 AGGREGATE $ 6,000,000 DED I X1 RETENTION $ 10,000 $ WORKERS COMPENSATION X1 STAPERTUTE X ERH AND EMPLOYERS'LIABILITY Y/N 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ C OFFICER/MEMBEREXCLUDED? N NIA WCV6179537 01/01/2020 01/01/2021 (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 $ Excess/Umbrella over GL,AU,WC DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Re:Capital Projects Certificate holder is included as additional insured in reference to the General Liability&Auto Liability policies per written contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Orange County Asset Management Services ACCORDANCE WITH THE POLICY PROVISIONS. Capital Projects AUTHORIZED REPRESENTATIVE 131 West Margaret Lane 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:8433EODF-BA45-445A-8ECO-92271C65CC98 Policy 810-2J958216 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights,duties, and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF 8. BLANKET ADDITIONAL INSURED USE—INCREASED LIMIT C. EMPLOYEE HIRED AUTO I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES— INCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY E. SUPPLEMENTARY PAYMENTS -- INCREASED K. AIRBAGS LIMITS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR F. HIRED AUTO — LIMITED WORLDWIDE COV- LOSS ERAGE—INDEMNITY BASIS M. BLANKET WAIVER OF SUBROGATION G. WAIVER OF DEDUCTIBLE—GLASS N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS A. BROAD FORM NAMED INSURED this insurance applies and only to the extent that The following is added to Paragraph A.1., Who Is person or organization qualifies as an "insured" An Insured, of SECTION II—COVERED AUTOS under the Who is An Insured provision contained LIABILITY COVERAGE: in Section II. Any organization you newly acquire or form dur- C. EMPLOYEE HIRED AUTO ing the policy period over which you maintain 1. The following is added to Paragraph A.1., 50% or more ownership interest and that is not Who is An Insured, of SECTION II — COV- separately insured for Business Auto Coverage. ERE❑ AUTOS LIABILITY COVERAGE: Coverage under this provision is afforded only un- An "employee" of yours is an "insured" while til the 180th day after you acquire or form the or- operating an "auto" hired or rented under a ganization or the end of the policy period, which- contract or agreement in an "employee's" ever is earlier. name, with your permission, while performing duties related to the conduct of your busi- B. BLANKET ADDITIONAL INSURED ness. The following is added to Paragraph c. in A.1., 2. The following replaces Paragraph b. in B.5., Who Is An Insured, of SECTION 11 —COVERED Other Insurance, of SECTION IV — BUSI- AUTOS LIABILITY COVERAGE: NESS AUTO CONDITIONS: Any person or organization who is required under b. For Hired Auto Physical Damage Cover- a written contract or agreement between you and age, the following are deemed to be cov- that person or organization, that is signed and ered "autos" you own: executed by you before the "bodily injury" or (1) Any covered "auto" you lease, hire, "property damage" occurs and that is in effect rent or borrow; and during the policy period, to be named as an addi- (2) Any covered "auto" hired or rented by tional insured is an "insured" for Covered Autos your "employee" under a contract in Liability Coverage, but only for damages to which an "employee's" name, with your CA T3 53 02 15 (D 2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office,Inc.with its permission. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 COMMERCIAL AUTO permission, while performing duties (a) With respect to any claim made or "suit" related to the conduct of your busi- brought outside the United States of ness. America, the territories and possessions However, any "auto"that is leased, hired, of the United States of America, Puerto rented or Borrowed with a driver is not a Rico and Canada: covered "auto". (i) You must arrange to defend the "in- D. EMPLOYEES AS INSURED sured" against, and investigate or set- tle any such claim or "suit" and keep The following is added to Paragraph A.1., Who Is advised dvised of all proceedings and ac- An Insured, of SECTION II —COVERED AUTOS us a LIABILITY COVERAGE: s. Any "employee" of yours is an "insured"while u5- (ii) Neither you nor any other involved "insured" will make any settlement ing a covered "auto" you don't own, hire or borrow without our consent. in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS — INCREASED (iii)We may, at our discretion, participate in defending the "insured" against, or LIMITS in the settlement of, any claim or 1. The following replaces Paragraph A.2.a.(2), "suit". of SECTION 11 —COVERED AUTOS LIABIL- ITY COVERAGE: (iv)We will reimburse the "insured" for sums that the "insured" legally must (2) Up to $3,000 for cost of bail bonds (in- pay as damages because of "bodily cluding bonds for related traffic law viola- injury" or"property damage" to which tions) required Because of an "accident" this insurance applies, that the "in- we cover. We do not have to furnish sured" pays with our consent, but these bonds. only up to the limit described in Para- 2. The following replaces Paragraph A,2.a.(4), graph C., Limits Of Insurance, of of SECTION II —COVERED AUTOS LIABIL- SECTION II — COVERED AUTOS ITY COVERAGE: LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day be- with our consent for your investiga- cause of time off from work. tion of such claims and your defense of the "insured" against any such F. HIRED AUTO — LIMITED WORLDWIDE COV- "suit", but only up to and included ERAGE—INDEMNITY BASIS within the limit described in Para- The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION 11 — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5) Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, em- have used up the applicable limit of bargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and pro- settlements or defense expenses. hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Cov- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re- and that is not an "auto" you lease, hire, rent quired or compulsory insurance in any or borrow from any of your "employees", country outside the United States, its ter- partners (if you are a partnership), members (if you are a Limited liability company) or ritories and possessions, Puerto Rico and Canada. members of their households. Page 2 of 4 02015 The Travelers Indemnity company.All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office,Inc.with its permission. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 COMMERCIAL AUTO You agree to maintain all required or (2) In or on your covered "auto compulsory insurance in any such coun- This coverage applies only in the event of a total try up to the minimum limits required by theft of your covered "auto". local law. Your failure to comply with No deductibles apply to this Personal Property compulsory insurance requirements will coverage. not invalidate the coverage afforded by this policy, but we will only be liable to the K. AIRBAGS same extent we would have been liable The following is added to Paragraph B.3., Exclu- had you complied with the compulsory in- sions, of SECTION III — PHYSICAL DAMAGE surance requirements. COVERAGE: (d) it is understood that we are not an admit- Exclusion 3.a. does not apply to "loss" to one or ted or authorized insurer outside the more airbags in a covered "auto" you own that in- United States of America, its territories flate due to a cause other than a cause of "loss" and possessions, Puerto Rico and Can- set forth in Paragraphs A.i.b. and A.1.c., but ada. We assume no responsibility for the only: furnishing of certificates of insurance, or a. If that "auto" is a covered "auto" for Compre- for compliance in any way with the laws hensive Coverage under this policy; of other countries relating to insurance. b. The airbags are not covered under any war- G. WAIVER OF DEDUCTIBLE—GLASS ranty; and The following is added to Paragraph D., Deducti- c. The airbags were not intentionally inflated. ble, of SECTION III — PHYSICAL DAMAGE We will pay up to a maximum of $1,000 for any COVERAGE: one "loss No deductible for a covered "auto" will apply to L. NOTICE AND KNOWLEDGE OF ACCIDENT OR glass damage if the glass is repaired rather than LOSS replaced, The following is added to Paragraph A.2.a., of H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF SECTION IV—BUSINESS AUTO CONDITIONS: USE—INCREASED LIMIT Your duty to give us or our authorized representa- The following replaces the last sentence of Para- tive prompt notice of the "accident" or "loss" ap- graph A.4.b., Loss Of Use Expenses, of SEC- plies only when the "accident" or "loss" is known TION III—PHYSICAL DAMAGE COVERAGE: to: However, the most we will pay for any expenses (a) You (if you are an individual); for loss of use is $65 per day, to a maximum of $750 for any one "accident". (b) A partner(if you are a partnership); I. PHYSICAL DAMAGE — TRANSPORTATION (c) A member (if you are a limited liability com- pany); EXPENSES—INCREASED LIMIT (d) An executive officer, director or insurance The following replaces the first sentence in Para- manager (if you are a corporation or other or- graph A.4.a., Transportation Expenses, of ganization); or SECTION III — PHYSICAL DAMAGE COVER- (e) Any "employee" authorized by y you to give no- tice of the"accident" or"loss". We will pay up to $50 per day to a maximum of M. BLANKET WAIVER OF SUBROGATION $1,500 for temporary transportation expense in- The following replaces Paragraph A.5., Transfer curred by you because of the total theft of a cov- Of Rights Of Recovery Against Others To Us, ered "auto" of the private passenger type. of SECTION IV — BUSINESS AUTO CONDI- J. PERSONAL PROPERTY TIONS: The following is added to Paragraph A.4., Cover- S. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL. Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex- tent required of you by a written contract We will pay up to $404 for "loss" to wearing ap- signed and executed prior to any "accident" pares and other personal property which is: or"loss", provided that the "accident" or"loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 02 15 m 2015 The Travelers Indemnity Company.AN rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office,inc.with its permission. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional Omission of, or unintentional person or organization designated in such error in, any information givers by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS ❑R ❑MISSIONS ever this provision [foes not affect our fight to col- The following is added to Paragraph B.2., Con- lect additional premium or exercise ❑ur right ❑f cealment, Misrepresentation, Or Fraud, ❑f cancellation ❑r non-renewal. SECTION IV— BUSINESS AUTO CONDITIONS: Page 4 of 4 iD tot 5 The"travelers Indemn'sty Company.All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services office,Inc.with its permission. DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-92271C65CC98 Policy 6304KO89149 COMMERCIAL GENERAL LIABILITY THIS ENDORSMENT CHANGES THE POLCY. PLEASE READ IT CAREFULLY BLANKET ADDITIONAL INSURED (CONTRACTORS) This endorsement mod€fees insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY-CONTRACTORS COVERAGE PART 1) WHO IS AN INSURED — (Section 11) is drawings, opinions, reports, surveys, amended to include any person or field orders, change orders, or drawings organization you are required to include as an and specifications;and additional insured on this policy by a written contract or written agreement In effect during ii) Supervisory or inspection activities this policy period and signed and executed by performed as part of any related you prior to the loss for which coverage is architectural or engineering activities. sought. The person or organization does not qualify as an additional insured with respect to c) This insurance does not apply to "bodily the independent acts or omissions of such injury' or "property damage" caused by person or organization. The person or "your work' included In the "products- organization is only an additional insured with completed operations hazard" unless you respect to liability caused by 'your work" for are required to provide such coverage for that additional Insured. the additional Insured by a written contract or written agreement in effect during this 2) The insurance provided to the additional policy period and signed and executed by insured is limited as follows: you prior to the loss for which coverage is sought and then only for the period of time a) In the event that the limits of liability stated required by such contract or agreement and in the policy exceed the limits of liability in no event beyond the expiration date of the required by a written contract or written policy. agreement M effect during this policy period and signed and executed by you 3) Subpart (1)(e) of the Pollution exclusion under prior to the loss for which coverage is Paragraph 2., Exclusions of Bodily Injury and sought, the insurance provided by this Property Damage Liability Coverage(Section I— endorsement shall be limited to the limits Coverages) does not apply to you If the "bodily of liability required by such contract or injury' or "property damage" arises out of'your agreement. This endorsement shall not work' performed on premises which are owned increase the limits stated in Section Ill- or rented by the additional insured at the time LIMITS OF INSURANCE. "your work"is performed. b) The insurance provided to the additional 4) Any coverage provided by this endorsement to insured does not apply to"bodily injury"or an additional insured shall be excess over any 'advertising Injury' arising out of an other valid and collectible insurance available to architect's, engineer's or surveyor's the additional insured whether primary, excess, rendering of or failure to render any contingent or on any other basis unless a written professional services including: contract or written agreement in effect during this policy period and signed and executed by i) The preparing, approving or failing to you prior to the less for which coverage is prepare or approve maps, shop sought specifically requires that this insurance Copyright,The Travelers indemnity Company, 2002 CG 02 46 10 02 DocuSign Envelope ID:8433EODF-BA45-445A-8ECO-9227lC65CC98 apply on a primary or non-contributory basis. c) Tender the defense and indemnity of any When this insurance is primary and there is claim or "suit" to any other insurer which other insurance available to the additional insured also insures against a loss we cover under from any source, we will share with that other this endorsement This Includes, but is not insurance by the method described in the policy, limited to, any insurer which has issued a policy of insurance in which the additional 5) As a condition of coverage, each additional insured qualifies as an insured. For insured mush purposes of this requirement, the term 'Insures against"refers to any self-insurance and to any Insurer which issued a policy of a) Give us prompt written notice of an insurance that may provide coverage for the .occurrence' or offences which may result loss, regardless of whether the additional in a claim and prompt written notice of insured has actually requested that the "suit". insurer provide the additional insured with a defense and/or indemnity under that policy b] Immediately forward all legal papers to us, of insurance. cooperate in the Investigation or settlement of the claim or defense against d) Agree to make available any other insurance the "suit," and otherwise comply with that the additional insured has for a lass we policy conditions. cover under this endorsement. Copyright,The Travelers indemnity Company, 2002 CG D2 46 10 02