Loading...
HomeMy WebLinkAbout2020-251-E AMS - Boomerang Design CGCC septic line replacement DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 [Departmental Use Only] TITLE CGCC Septic FY 2019-20 NORTH CAROLINA SERVICES AGREEMENT NO RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter "Agreement"), made and entered into this 5th day of April, 2020, ("Effective Date") by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and Boomerang Design, P.A., (hereinafter, the "Provider"). WITNESSETH: That the County and Provider, for the consideration herein named, do hereby agree as follows: 1. Services a. Scope of Work. i) This Agreement is for services to be rendered by Provider to County with respect to (insert type of project): Cedar Grove Community Center Septic Line Replacement/Repair that runs under the gym flooring. ii) By executing this Agreement, the Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner. iii) Time is of the essence with respect to this Agreement. iv) The services to be performed under this Agreement consist of Basic Services, as described and designated in Section 3 hereof. Compensation to the Provider for Basic Services under this Agreement shall be as set forth herein. 2. Responsibilities of the Provider a. Services to be provided. The Provider shall provide the County with all services required in Section 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. b. Standard of Care. i) The Provider shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Provider practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Provider is solely responsible for the professional Revised 11/19 1 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 quality, accuracy and timely completion and/or submission of all work related to the Basic Services. ii) Provider shall be responsible for all errors or omissions of its agents, contractors, employees, or assigns in the performance of the Agreement. Provider shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the County. iii) The Provider shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. iv) Provider is an independent contractor of County. Any and all employees of the Provider engaged by the Provider in the performance of any work or services required of the Provider under this Agreement, shall be considered employees or agents of the Provider only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Provider. v) If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Provider represents that it and/or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. vi) In determining the Basic Services to be provided, should any documents be referenced in this Agreement, the terms of this Agreement shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. vii) Should this Agreement involve project designs, the construction or creation of which is to be bid out and/or fulfilled by other contractors, and 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 Provider shall participate with the County in negotiation and design adjustments to the extent such are necessary to obtain prices within the approved total project cost. All activity of the Provider with respect to these matters shall constitute Basic Services and shall be performed by the Provider without additional compensation. If negotiation and design adjustments fail to bring costs within the total project cost the County may reject all bids and Provider 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. One 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 cost is not reduced to an amount within the total project cost, the Provider is not obligated to engage in further redesign. Revised 11/19 2 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 3. Basic Services a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows (fully describe services to be provided): Develop a permit and bid set of drawings for the septic repair work. Services to include development of bid specifications notes on drawings as necessary per proposal Exhibit A Rev 1 dated 4/l/2020. 4. Duration of Services a. Term. The term of this Agreement shall be from April 5, 2020 to July 30, 2020. b. Scheduling of Services. i) The Provider shall schedule and perform its activities in a timely manner. ii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform its services in accordance with the approved project schedule at no additional cost to the County. iii) The Commencement Date for the Provider's Basic Services shall be April 5, 2020. 5. Compensation a. Compensation for Basic Services. Compensation for Basic Services shall include all compensation due the Provider from the County for all services satisfactorily (as determined by the County) performed pursuant to this Agreement. The maximum amount payable for Basic Services shall not exceed Fifteen Thousand Two Hundred Fifty Dollars Dollars ($15,250.00). Payment for satisfactorily performed Basic Services shall become due and payable within thirty (30) days of Provider properly invoicing County. Payment shall be subject to provisions of Section 5(b). b. Disputes. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. c. Additional Services. County shall not be responsible for costs related to any services in addition to the Basic Services performed by Provider unless County requests such additional services in writing and such additional services are evidenced by a written amendment to this Agreement. 6. Responsibilities of the County a. Cooperation and Coordination. The County has designated (Angel Barnes) to act as the County's representative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and/or the County Board Revised 11/19 3 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 7. Insurance a. General Requirements. Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may be required by County's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountVnc.gov/departments/purchasing division/contracts.php). If County's Risk Manager determines additional insurance coverage is required such additional insurance shall consist of N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 8. Indemnity a. Indemnity. To the extent authorized by North Carolina law the Provider agrees, without limitation, to defend, indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Provider except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 9. Amendments to the Agreement a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. 10. Termination a. Termination for Convenience of the County. This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days' prior written notice to the Provider. b. Other Termination. The Provider may terminate this Agreement based upon the County's material breach of this Agreement; provided, the County has not taken all reasonable actions to remedy the breach. The Provider shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. c. Compensation After Termination. Revised 11/19 4 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 i) In the event of termination, the Provider shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Provider. ii) Should this Agreement be terminated, the Provider shall deliver to the County within seven (7) days, at no additional cost, all deliverables including any electronic data or files relating to the Project. d. Waiver. The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Provider with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. e. Suspension. County may suspend the Basic Services and this Agreement at any time for County's convenience and without penalty to County upon three (3) days' notice to Provider. Upon any suspension by County, Provider shall discontinue work on the Basic Services and shall not resume the Basic Services until notified to proceed by County. 11. Additional Provisions a. Limitation and Assignment. The County and the Provider each bind themselves, their successors, assigns and legal representatives to the terms of this Agreement. Neither the County nor the Provider shall assign or transfer its interest in this Agreement without the written consent of the other. b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. c. Non-Discrimination. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy(each policy is incorporated herein by reference and may be viewed at http://www.oran eg countygc. ov�/departments/purchasing division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. Revised 11/19 5 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. e. Entire Agreement. This Agreement represents the entire and integrated agreement between the County and the Provider and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. f. Severability. If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. g. Ownership of Work Product. Should Provider's performance of this Agreement generate documents, items or things that are specific to this Project such documents, items or things shall become the property of the County and may be used on any other project without additional compensation to the Provider. The use of the documents, items or things by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. h. Non-Appropriation. Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a substantial fiscal crisis. In the event of a change in the County's statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action, which adversely affects County's authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County's legal authority. i. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article I IA and Article 40 of North Carolina General Statute Chapter 66. j. Notices. Any notice required by this Agreement shall be in writing and delivered by Revised 11/19 6 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 certified or registered mail, return receipt requested to the following: Orange County Provider's Name Attention:AMS Boomerang Design, P.A. P.O. Box 8181 6131 Falls of the Neuse Rd Hillsborough,NC 27278 Raleigh,NC 27609 [SIGNATURE PAGE TO FOLLOW] Revised 11/19 7 DocuSign Envelope ID:8C9741 F7-7393-4B78-9DF3-BFBF6EBAAB53 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. ORANGE COUNTY: PROVIDER: By N wtr 4/9/2020 By. p, .e «� 4/2/2020 Bonnie Hammersley, County Manager Angie Crawford Easterday, AIA Printed Name and Title Revised 11/19 8 DocuSign Envelope ID:8C9741F7-7393-4B78-9DF3-BFBF6EBAAB53 Exhibit A—Master Scope of Services Orange County, NC boomerang Cedar Gove Community Center Septic and Restroom ❑ E s I c N February 10, 2020 revised 0410112020 rethink,repurpose,results Exhibit A Master Scope of Services Boomerang Design will lead the design work that will include the following services: General Services • Coordination with Septic Professional to develop a permit and bid set of drawings for the septic repair work. • Services include development of bid specifications notes on drawings as necessary Design: • Refer to the attached proposals from Mitchell Environmental consultants • Permit Drawings will include: - Title page code summary - Demolition and new work with schedules, notes, and legends for areas of work. - Engineering for septic design as required for permit - MEP Engineer will review the drawings for code compliance • Prepare Permit Application and submit drawings for review. Note drawing reproduction will be billed as a reimbursable expense according to this document. Bidding: • Provide electronic documents to Orange County's selected contractor(s). • Provide addenda as required based upon the Permit review comments. • Answer questions to selected contractor(s). Construction Administration • Provide (3) site visits during construction. One after demolition is complete and rough-ins have started; One after rough-ins are complete; one punch list after the contractor is complete. • Orange County will perform the final punch acceptance based upon the list provided by Boomerang and our engineers. • Basic shop drawing review. Proposed Fee • Fee Proposal for services proposed: $15,250 Additional Services—Can be provided upon request, at an hourly rate or flat fee: • Plumbing Design and Coordination • Mechanical Statement of Compliance (fees upon request) • Code compliance review outside Scope of Work • Additional Construction Administration beyond services proposed Page 1 of 2 DocuSign Envelope ID:8C9741F7-7393-4B78-9DF3-BFBF6EBAAB53 Exhibit A—Master Scope of Services Orange County, NC boomerang Cedar Gove Community Center Septic and Restroom ❑ E s I c N February 10, 2020 revised 0410112020 rethink,repurpose,results Exclusions: • Book specifications • Cost estimating • LEED design or documentation • Electrical service is adequate for new work. No metering of panels is included in this scope. • Fire alarm shop drawings are not included. • Mechanical systems and electrical panels are adequate for suite. No additional new equipment to be engineered above and beyond scope noted. • All review and recommendations on existing systems are assumed as adequate and will only have minor relocations for new work. REIMBURSABLE FEES Municipal Review Fees—Any charges related to permitting or plans review Mileage Printing Reimbursable Expenses: Actual expenditures made by the Designer,the Designer's employees or the Designer's professional consultants in the interest of the project shall be billed at a multiple of 1.20 times the actual cost. HOURLY RATE SCHEDULE Principal/Senior Architect $225.00 per hour Architect $150.00 per hour Project Manager $125.00 per hour Construction Administrator $115.00 per hour Project Architect/Project Captain $100.00 per hour Interior Designer $100.00 per hour Architectural Intern/ Interior Design Assistant $ 80.00 per hour Administrative $ 75.00 per hour PAYMENT Invoicing shall be monthly for the work completed to date; accounts shall be past due after thirty(30) days; one and one-half(1.5%) percent per month service fee will be added to past due accounts.Accounts will be adjusted to include legal fees for collection to the extent allowed by law if such fees become necessary. INSTRUMENTS OF SERVICE STATEMENT Drawings and specifications are instruments of service and remain the property of this firm. Drawings and specifications are not to be used on other projects or extension of this project except by agreement in writing and with appropriate compensation. Page 2 of 2 DocuSign Envelope ID:8C9741F7-7393-4B78-9DF3-BFBF6EBAAB53 A ��0 CERTIFICATE OF LIABILITY INSURANCE DATE(M 04/02//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 Doug Farber NAME: Insurance Management Consultants,Inc. PAHi�Nri Ext: (704)799-1600 C,No): (704)799-2955 P.O.Box 2490 E-MAIL cert@imcipls.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# Davidson NC 28036 INSURERA: RLI Insurance Company 13056 INSURED INSURER B: Boomerang Design,P.A. INSURER C: 201 S.Washington Street INSURER D: Suite 200 INSURER E: Shelby NC 28150 INSURER F: COVERAGES CERTIFICATE NUMBER: 19/20All Lines Renewal 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. TR INSD WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE To_7CLAIMS-MADE � OCCUR PREM SES Ea occurrence)l $ 1,000,000 MED EXP(Any one person) $ 10,000 A Y PSB0008233 10/31/2019 10/31/2020 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY ❑ PRO ❑ LOC PRODUCTS-COMP/OP AGG $ 2,000,000 JECT OTHER: Employee Benefits $ 1,000,000 AUTOMOBILE LIABILITY G®M91NED SINGLE LIMIT $ 1,000,000 (Ea accident) X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED PSA0002706 10/31/2019 10/31/2020 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED �/ NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY /� AUTOS ONLY (Per accident) Medical payments $ 1,000 X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 3,000,000 A EXCESS LIAB CLAIMS-MADE PSE0004074 10/31/2019 10/31/2020 AGGREGATE $ 3,000,000 DED I I RETENTION $ $ WORKERS COMPENSATION X SPERTATUTE EORH AND EMPLOYERS'LIABILITY Y/N 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ A OFFICER/MEMBER EXCLUDED? NIA PSW0001649 10/31/2019 10/31/2020 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Per Claim $1,000,000 A Professional Liability RDP0037861 10/31/2019 10/31/2020 Aggregate $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) If required by written contract,Orange County is additional insured for general liability. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Orange County ACCORDANCE WITH THE POLICY PROVISIONS. PO Box 8181 AUTHORIZED REPRESENTATIVE Hillsborough NC 27278 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD