Loading...
HomeMy WebLinkAbout2020-495-E Housing-Triangle J home repair program administrationRevised 11/19 1 [Departmental Use Only] TITLE TJCOG Home Repair Admin FY FY20-21 NORTH CAROLINA CONSULTING SERVICES AGREEMENT NO RFQ ORANGE COUNTY This Agreement, made and entered into this 1st day of July, 2020, (“Effective Date”) by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and Triangle J Council of Governments, (hereinafter, the "Consultant"). WITNESSETH: That the County and Consultant, for the consideration herein named, do hereby agree as follows: ARTICLE 1 SCOPE OF WORK 1.1 Scope of Work 1.1.1 This Services Agreement (“Agreement”) is for professional consulting services to be rendered by Consultant to County with respect to (insert type of project) Home Repair Program Administration. 1.1.2 By executing this Agreement, the Consultant represents and agrees that Consultant is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner. 1.1.3 Time is of the essence with respect to this Agreement. 1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and designated in Article 3 hereof. Compensation to the Consultant for Basic Services under this Agreement shall be as set forth herein. ARTICLE 2 RESPONSIBILITIES OF THE CONSULTANT 2.1 Services to be Provided. The Consultant shall provide the County with all services required in Article 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. 2.2. Standard of Care 2.2.1 The Consultant shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Consultant practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Consultant is DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 2 solely responsible for the professional quality, accuracy and timely completion and submission of all reports, drawings, specifications, plans, documents and services (hereinafter “Deliverables”) related to the Basic Services. 2.2.2 The Consultant shall be responsible for all errors or omissions, in the deliverables prepared by the Consultant. 2.2.3 The Consultant shall correct at no additional cost to the County any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts in any Deliverables prepared by the Consultant. 2.2.4 The Consultant shall assure that all Deliverables prepared by it hereunder are in accordance with applicable laws, statutes, and that any necessary or appropriate applications for approvals are submitted to federal, state and local governments or agencies in a timely manner so as not to delay the Project. 2.2.5 The Consultant shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. 2.2.6 Any and all employees of the Consultant engaged by the Consultant in the performance of any work or services required of the Consultant under this Agreement, shall be considered employees or agents of the Consultant only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Consultant. 2.2.7 If activities related to the performance of this agreement require specific licenses, certifications, or related credentials Consultant represents that it and/or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. ARTICLE 3 BASIC SERVICES 3.1 Basic Services 3.1.1 The Consultant shall perform as Basic Services the work and services described as: in Exhibits A and B. ARTICLE 4 DURATION OF SERVICES 4.1 Scheduling of Services 4.1.1 The Consultant shall schedule and perform its activities in a timely manner. DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 3 4.1.2 Should the County determine that the Consultant is behind the agreed upon schedule, it may require the Consultant to expedite and accelerate his efforts, including providing additional resources and working overtime, as necessary, to perform his services in accordance with the approved project schedule at no additional cost to the County. 4.1.3 The Commencement Date for the Consultant's Basic Services shall be July 1, 2020. ARTICLE 5 COMPENSATION 5.1 Compensation for Basic Services 5.1.1 Compensation for Basic Services shall include all compensation due the Consultant from the County for all services satisfactorily (as determined by the County) performed pursuant to this Agreement except for any authorized Reimbursable Expenses which are defined herein. The maximum amount payable for Basic Services is Seventy One Thousand Dollars ($71,000). Payment for Basic Services shall become due and payable in direct proportion to satisfactory services performed and work accomplished. ARTICLE 6 RESPONSIBILITIES OF THE COUNTY 6.1 Cooperation and Coordination 6.1.1 The County has designated Emila Sutton to act as the County's representative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and the County Board of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 6.1.2 The County shall be solely responsible for determining whether Consultant as satisfactorily completed Tasks. It is agreed that County shall not unreasonably withhold its determination of satisfactory completion of any Task. In the event the amount of an invoice is disputed County may withhold payment until the dispute is resolved by the parties. County may also withhold payment on an invoice until the satisfactory completion of a Task by Consultant. ARTICLE 7 INSURANCE AND INDEMNITY 7.1 General Requirements 7.1.1 Consultant shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers’ Compensation Insurance, Professional Liability Insurance, and any additional insurance as may be required by Owner’s Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contract s.php). If Owner’s Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here (if no additional insurance required mark N/A as being not applicable). Consultant shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 4 7.2 Indemnity 7.2.1 The Consultant agrees, without limitation, to indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Consultant except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Consultant to indemnify the County to the fullest extent permitted under North Carolina law. ARTICLE 8 AMENDMENTS TO THE AGREEMENT 8.1 Changes in Basic Services 8.1.1 Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Consultant. The Consultant shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. ARTICLE 9 TERMINATION 9.1 Termination for Convenience of the County 9.1.1 This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days prior written notice to the Consultant. 9.2 Other Termination 9.2.1 The Consultant may terminate this Agreement based upon the County's material breach of this Agreement; provided the County has not taken all reasonable actions to remedy the breach. The Consultant shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. 9.3 Compensation After Termination 9.3.1 In the event of termination, the Consultant shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Consultant. 9.3.2 Should this Agreement be terminated, the Consultant shall deliver to the County within seven (7) days, at no additional cost, all Deliverables including any electronic data or files relating to the Project. 9.4 Waiver 9.4.1 The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Consultant with any provisions of this Agreement or the DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 5 waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. 9.5 Suspension 9.5.1 County may suspend the work at any time for County’s convenience and without penalty to County upon three (3) days’ notice to Consultant. Upon any suspension by County, Consultant shall discontinue the work and shall not resume the work until notified to proceed by County. ARTICLE 10 ADDITIONAL PROVISIONS 10.1 Relationship of Parties 10.1.1 Consultant is an independent contractor of the County. Neither Consultant nor any employee of the Consultant shall be deemed an officer, employee or agent of the County. Consultant's personnel shall not be employees of, or have any contractual relationship with, the County. 10.2 Limitation and Assignment 10.2.1 The County and the Consultant each bind themselves, their successors, assigns, and legal representatives to the terms of this Agreement. Neither the County nor the Consultant shall assign or transfer its interest in this Agreement without the written consent of the other. 10.3 Governing Law 10.3.1 This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. Consultant shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal 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.orangecountync.gov/departments/purchasing_division/contract s.php). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit the definition of breach to discrimination. By executing this Agreement Consultant affirms that Consultant and any subcontractors of Consultant are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable, failure to maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes constitutes Consultant’s breach of this Agreement. By executing this Agreement Consultant affirms Consultant is in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement, Consultant certifies that Consultant has not been identified, and has not utilized the services of any agent or subcontractor, on the Iran divestment list created by the State Treasurer pursuant to G.S. 147 - 86.58 and the Israel boycott list created pursuant to G.S. 147-86.81. DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 6 10.4 Dispute Resolution 10.4.1 Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. The Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. Under no circumstances shall any dispute be addressed through binding arbitration. 10.5 Extent of Agreement 10.5.1 This Agreement, together with the Request for Proposals together with attachments distributed by the County and the Consultant’s submitted Proposal, all of which constitute the Contract Documents, represents the entire and integrated agreement between the County and the Consultant and supersedes all prior negotiations, representations or agreements, either written or oral. In the event of a conflict among the terms of the Contract Documents, the priority of documents shall be This Agreement, the County’s Request for Proposals, attachments to the County’s Request for Proposals, the Consultant’s Proposal. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. 10.6 Severability 10.6.1 If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. 10.7 Ownership of Deliverables 10.7.1 All Deliverables, together with all supporting materials, source documentation, data collected, field notes, and working drafts, developed in the performance of this Agreement shall become the property of the County and may be used on any other project wit hout additional compensation to the Consultant. The use of the Deliverables by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. 10.8 Non-Appropriation 10.8.1 Consultant acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County’s obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Consultant of the unavailability and non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a substantial fiscal crisis. DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 7 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 Consultant of such limitation or change in County’s legal authority. 10.9 Notices and Signatures 10.9.1 This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 10.9.2 Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Orange County Consultant’s Name & Address Attention: Emila Sutton Triangle J Council of Governments P.O. Box 8181 4307 Emperor Blvd Hillsborough, NC 27278 Durham, NC 27703 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. COUNTY: Orange County CONSULTANT: Triangle J Council of Governments __________________________ ____________________________ County Manager Lee Worsley, Executive Director Printed Name and Title DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Revised 11/19 8 ORANGE COUNTY—DEPARTMENT USE ONLY ______________________________________________________________________________ Party/Vendor Name: Triangle J Council of Governments Party/Vendor Contact Person: Erika Brown Contact Phone: 919-558-2700 Party/Vendor Address: 4307 Emperor Blvd City Durham State: NC Zip: 27703 Department: Housing/Community Development Amount: NTE $71,000 Purpose: Home Repair Program Administration Budget Code(s): 32471120-782003-47460 ($33,950); 32471120-782501 ($7,200); 32470320-63000 ($29,850); Vendor # 5855 (N/A if new vendor) Vendor is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment Effective Date 07/01/2020 Approved by Board Yes No Agenda Date: This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement: Department Director’s Signature ________________________________________ Date: ________ Agreements for emergency services or repair are not subject to the above affirmation. If services related to this agreement have already begun or been completed please briefly describe the nature of the emergency conditi on that was addressed: Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Contro l Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board Received for record retention: All Docusign contracts must be copied to Sherri Ingersoll upon completion: singersoll@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E 7/6/2020 7/7/2020 7/8/2020 7/8/2020 EXHIBIT A SCOPE OF SERVICES FOR NCHFA 2020 ESSENTIAL SINGLE-FAMILY REHABILITATION PROGRAM ORANGE COUNTY/TRIANGLE J COUNCIL OF GOVERNMENTS The following will outline in detail the services to be provided by Triangle J Council of Governments, Administration Consultant, (hereinafter called "the Consultant"). 1. Establish and maintain a filing system in accordance with the North Carolina Housing Finance Agency (NCHFA). Consultant will accept applications for assistance and maintain documentation including income and homeownership verification. The Consultant will maintain and organize the case file for all applicants selected, through close out and unit completion of each unit. 2. Consultant is responsible for preparation of all requisitions, disbursement documentation, and preliminary approval of disbursements. Signatory forms, account information for electronic deposit, fiscal audits and the provision of honesty and fidelity bonding as required in the Post Approval Documentation will be provided by Orange County. Orange County will approve and sign all requisitions and disbursement checks. All posting of checks will be performed by Orange County. 3. Orange County will prepare general policy documents to be adopted by the governing Board, to insure compliance with all aspects of NCHFA. This includes, but is not limited to: Grant Project Ordinance, Assistance Policy and Procurement and Disbursement Policy. 4. Consultant will work with NCHFA to provide adequate information for title work, preparation of closing documents to facilitate closing for each applicant. Consultant will work with applicants to execute closing documents and submit to Orange County Register of Deeds for recording, 5. Consultant will coordinate with all third-party professional contracts for the implementation of the project and provide assistance as needed. 6. Orange County’s Department of Housing and Community Development will provide existing waitlist of potential applicants that have been preliminarily screened for income and special need eligibility. The Consultant will be responsible for publicizing the funding opportunity and reviewing applications on a rolling basis, as outlined within the NCHFA Assistance policy. The Consultant will work with the County’s Rehabilitation Specialist to determine if the home is suitable for the NCHFA Essential Single Family Rehab Loan Program (ESFRLP). The Consultant will meet with potential applicants and verify eligibility. Upon household and unit eligibility verification, the Consultant will prepare, at minimum, the following information for each unit: the Environmental Screening, the Post-Rehabilitation Property Value Certification and Homeowner Written Agreement and submit to NCHFA with the ESFRLP Loan Application and Reservation Request. If any of these units are 50 years old or older the Historical Evaluation DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E Request Form will be submitted to State Historic Preservation Office (SHPO) with the response from SHPO. 7. Prior to preparing the work write-up an inspection will be made to identify either local minimum housing code or Essential Property Standards violations, utilizing the Essential Property standards Certification Checklist. The County’s Rehabilitation Specialist must also prepare detailed work write-up and itemized estimate of the cost of the proposed improvements, secure competitive bids, award contract, hold pre-construction meeting, and maintain individual case files with all documents required by NCHFA. Administrative Tasks will be provided by the Consultant, to be paid for by NCHFA allowable soft costs on a per unit basis as follows: Task Amount/Unit Advertising & Outreach $300 Environmental Review Preparation $500 Loan Document Execution $350 Project Management $3,500 Post-Rehab Value Certification $200 Total Soft Costs by NCHFA/Unit $4,850 In addition to the above stated soft costs covered directly by the NCHFA funding, the Consultant will be paid $1,000 per unit upon completion by Orange County to assist with the management of all ESFR project duties. The Consultant will invoice for these funds upon completion of each unit. At least seven units will be completed through the NCHFA 2020 ESFR Project. Consultant costs for project administration will not exceed $5,850 per unit, as described above. In total, program support for the NCHFA 2020 ESFR Project will not exceed $41,000 for the seven units to be completed. If additional units are completed utilizing either NCHFA or local funding sources, Consultant costs for project administration will not exceed $5,850 per unit. The Consultant will prepare the Settlement Data Sheet and submit to NCHFA to trigger the Agency to send a closing package with the following documents: Promissory Note, Deed of Trust, Legal Advice Disclosure, Grant Agreement, Name Affidavit, W-9, Request for Notice (s), Privacy Notice, and Notice of Sale, if applicable. The Consultant will prepare all preconstruction documents not prepared by NCHFA, which includes, but is not limited to: construction contract, preconstruction minutes and owner selection, lien waivers, certification of completion by the inspector and homeowner and lead based paint documentation. The Orange County Rehabilitation Specialist will provide the following:  Inspecting work prior to contractor payments (During rehabilitation process)  Final inspection of work to include sign off by homeowner, building inspectors, collection of final paperwork from contractor (lien waiver, warranties, owner manuals & maintenance schedules) DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E 8. Should project implementation mandate the submission of an amendment; the Consultant will prepare the amendment for submission in accordance with guidelines established by NCHFA. 9. Prepare and maintain the ESFR Project Portal on all applicants, complete and submit Unit Completion Report to NCHFA with before and after pictures of units. 10. Prepare and submit all other project close-out requirements, including but not limited to, the Certification of Completion and Final Cost form and a minimum of one human interest story with before and after pictures of the unit. 11. Represent Orange County on all monitoring visits and prepare any responses to NCHFA. 12. Provide necessary assistance during formal audits to the program, including desk audits and site visits. DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E EXHIBIT B SCOPE OF SERVICES FOR NCHFA 2019 AND 2020 URGENT REPAIR PROGRAM ORANGE COUNTY/TRIANGLE J COUNCIL OF GOVERNMENTS 1. SCOPE OF SERVICES: The Consultant agrees to provide on behalf of the County the services necessary to implement and complete the 2019 and 2020 NCHFA Urgent Repair Program. Implementation and rehabilitation activities will be administered and implemented following the guidelines described in the Administrator and Inspectors Manual prepared by NCHFA, the Orange County Assistance Policy and Procurement and Disbursement Policy adopted for the NCHFA 2019 and 2020 Urgent Repair Program projects and any other pertinent requirements received from NCHFA. 2. COMPENSATION OF SERVICES: In the provision of the aforementioned services, the Consultant shall receive compensation for the Urgent Repair program on a unit-by-unit basis which is outlined in the Urgent Repair Program Manual and is described below. The Consultant will be eligible for additional funding from local funding sources, including:  An additional $1,000 in funding to cover the cost of advertising and marketing for the 2020 Urgent Repair Project.  An additional $250 per unit to cover the cost of income and homeownership verification. All other administrative costs for the Consultant’s work will be paid for using allowable soft costs for the Urgent Repair Program, based on the below formula, not to exceed $30,000 for the Program Support for the entire project, including additional costs described above. URP 2018 HARD COSTS (Construction Cost) MAXIMUM PROGRAM SUPPORT (Administration Cost) From $501 to $10,000 $200 + 10% of the Hard Costs Not to Exceed $1,000 Up to $500 $200 DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E DocuSign Envelope ID: A11CF5A5-9E0D-4D63-AD4F-1119DA11AC9E