HomeMy WebLinkAbout2021-684-E-Housing-Skymax Security Group-Security for noncongregate shclter for people exphomeless who are COVID1
[Departmental Use Only]
TITLE Skymax Security
FY 2021-2022
NORTH CAROLINA FEMA EMERGENCY SHELTERING
NON-CONGREGATE CARE
ORANGE COUNTY SERVICES AGREEMENT
This FEMA Emergency Sheltering Non-Congregate Care Services Agreement (hereinafter
“Agreement”), made and entered into this 9th day of December, 2021, (“Effective Date”) between
the County of Orange, a local political subdivision of the State of North Carolina (hereinafter
“County”) and Skymax Security Group, Inc.. (hereinafter “Provider”) to provide Security
Services at FEMA Emergency Sheltering Non-Congregate Care facilities in Orange County.
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 perfect): Provide fixed-term FEMA Emergency Sheltering Non-
Congregate Care Security Services in Orange County to Carolina Duke Inn, 2517 Guess
Rd, Durham, NC 27705.
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.
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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
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
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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.
3. Basic Services
a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows:
(fully describe services to be provided): Provide fixed-term FEMA Emergency Sheltering
Non-Congregate Care Security Services in Orange County to Carolina Duke Inn, 2517
Guess Rd, Durham, NC 27705. The hourly rate for security services shall be $25.00 per
hour as stated in the Quotation for Security Service attached to this Agreement.
b. Facility. Upon request of County, Provider agrees to provide Basic Services at the facility
procured by County located at: Carolina Duke Inn, 2517 Guess Rd, Durham, NC 27705.
c. Equipment. Provider shall supply, at its sole expense, all equipment, tools, materials, and
or supplies required to provide Basic Services, unless otherwise agreed in writing. Upon
request, and at County discretion, County may provide Personal Protective Equipment to
Provider for Basic Services rendered at Carolina Duke Inn.
d. Health and Safety. Provider shall be responsible for complying with all safety precautions,
guidance, programs and rules required by federal or state law, regulation, local ordinance
or any other requirements applicable to the Basic Services provided while providing the
Services under this Agreement.
4. Duration of Services
a. Term. The term of this Agreement shall extend from December 10, 2021 until
December 31, 2021, unless sooner terminated in accordance with Section 10 of this
Agreement. This Agreement may be extended by written amendment duly executed
by authorized representative of both parties.
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 December 10,
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2021.
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 Five thousand and 00/100. 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
Cooperation and Coordination. The County has designated (Corey Root) 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 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
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.orangecountync.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
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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
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. Termination of this Contract, under Section 10, shall not form the basis of
any claim for anticipated profits by either party.
b. Termination by County Upon Expiration of Emergency or Funding. The Parties
acknowledge and agree that the Basic Services contemplated by this Agreement are
necessary in order to respond to a public health emergency, and the validity of this
Agreement is contingent upon the availability of federal and/or state funds. In the event
the County determines the Basic Services are no longer necessary to respond to the public
health emergency, or in the event federal and/or state funding is not made available to the
County in order for the County to perform its obligations under this Agreement, this
Agreement may be terminated by the County upon three (3) days’ prior written notice to
the Provider.
c. 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.
d. Compensation after Termination.
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.
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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.
e. 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.
f. 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.orangecountync.gov/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.
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
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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. 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.
f. 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.
g. 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.
h. Compliance With The Contract Work Hours And Safety Standard Act (40 U.S.C. 3701-
3708). Should this Agreement involve federal funds in excess of $100,000 and the
employment of mechanics or laborers, including watchmen and guards, Provider shall
comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor
regulations (29 CFR Part 5), as follows:
1. Overtime requirements. No Provider or sub-Provider contracting for any part of the
contract work which may require or involve the employment of laborers or mechanics
shall require or permit any such laborer or mechanic in any workweek in which he or she
is employed on such work to work in excess of forty hours in such workweek unless such
laborer or mechanic receives compensation at a rate not less than one and one-half times
the basic rate of pay for all hours worked in excess of forty hours in such workweek.
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2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of
the clause set forth in paragraph (b)(1) of 29 C.F.R.§5.5 the Provider and any sub-Provider
responsible therefor shall be liable for the unpaid wages. In addition, such Provider and
sub-Provider shall be liable to the United States (in the case of work done under contract
for the District of Columbia or a territory, to such District or to such territory), for liquidated
damages. Such liquidated damages shall be computed with respect to each individual
laborer or mechanic, including watchmen and guards, employed in violation of the clause
set forth in paragraph (b)(1) of 29 C.F.R. §5.5, in the sum of $26 for each calendar day
on which such individual was required or permitted to work in excess of the standard
workweek of forty hours without payment of the overtime wages required by the clause
set forth in paragraph (b)(1) of 29 C.F.R. §5.5.
3. Withholding for unpaid wages and liquidated damages. Orange County shall upon its own
action or upon written request of an authorized representative of the Department of Labor
withhold or cause to be withheld, from any moneys payable on account of work
performed by the Provider or sub-Provider under any such contract or any other Federal
contract with the same prime Provider, or any other federally-assisted contract subject
to the Contract Work Hours and Safety Standards Act, which is held by the same prime
Provider, such sums as may be determined to be necessary to satisfy any liabilities of such
Provider or sub-Provider for unpaid wages and liquidated damages as provided in the
clause set forth in paragraph (b)(2) of 29 C.F.R. §5.5.
4. Subcontracts. The Provider or sub-Provider shall insert in any subcontracts the
clauses set forth in paragraph (b)(1) through (4) of 29 C.F.R. §5.5 and also a clause
requiring the sub-Providers to include these clauses in any lower tier subcontracts.
The prime Provider shall be responsible for compliance by any sub- Provider or lower
tier sub-Provider with the clauses set forth in paragraphs (b)(1) through (4) of 29
C.F.R. §5.5.
i. Right to Inventions Made Under a Contract or Agreement (37 C.F.R. pt. 401). If
this Agreement meets the definition of “funding agreement” under 37 CFR § 401.2 (a)
and regards the substitution of parties, assignment, or performance of experimental,
developmental, or research work, the Federal Government and Orange County have
rights in any resulting invention in accordance with 37 CFR part 401, "Rights to
Inventions Made by Nonprofit Organizations and Small Business Firms Under
Government Grants, Contracts and Cooperative Agreements," and any implementing
regulations issued by the applicable federal agency.
j. Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act
(33 U.S.C. 1251-1387), as amended – Should this purchase involve federal funds in
excess of $150,000 Provider shall comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the
Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387):
1. Clean Air Act.
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a. The Provider agrees to comply with all applicable standards, orders, or
regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §
7401 et seq.
b. The Provider agrees to report each violation to Orange County and
understands and agrees that Orange County will, in turn, report each violation
as required to assure notification to the Federal Emergency Management
Agency, and the appropriate Environmental Protection Agency Regional
Office.
c. The Provider agrees to include these requirements in each subcontract
exceeding $150,000 financed in whole or in part with federal assistance.
2. Federal Water Pollution Act.
a. The Provider agrees to comply with all applicable standards, orders, or
regulations issued pursuant to the Federal Water Pollution Control Act, as
amended, 33 U.S.C. 1251 et seq.
b. The Provider agrees to report each violation to Orange County and
understands and agrees that Orange County will, in turn, report each violation
as required to assure notification to the Federal Emergency Management
Agency, and the appropriate Environmental Protection Agency Regional
Office.
c. The Provider agrees to includes these requirements in each subcontract
exceeding $150,000 financed in whole or in part by federal funds.
k. Debarment and Suspension. For Agreements meeting the definition of a “covered
transaction” for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000, the Provider agrees
as follows:
1. The Provider is required to verify that none of the Provider’s principals (defined at
2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded
(defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).
2. The Provider must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000,
subpart C, and must include a requirement to comply with these regulations in any
lower tier covered transaction it enters into.
3. This certification is a material representation of fact relied on by Orange County. If
it is later determined that the Provider did not comply with 2 C.F.R. pt. 180, subpart
C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies made available to
Orange County, the Federal Government may pursue available remedies, including
but not limited to suspension and/or debarment.
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4. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180,
subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout
the period of any contract that may arise from this offer. The bidder or proposer
further agrees to include a provision requiring such compliance in its lower tier
covered transactions.
l. Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352 (as amended). Providers who
apply or bid for an award of $100,000 or more shall file the required certification.
Each tier certifies to the tier above that it will not and has not used Federal
appropriated funds to pay any person or organization for influencing or attempting
to influence an officer or employee of any agency, a Member of Congress, officer
or employee of Congress, or an employee of a Member of Congress in connection
with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C.
§ 1352. Each tier shall also disclose any lobbying with non- Federal funds that takes
place in connection with obtaining any Federal award. Such disclosures are
forwarded from tier to tier up to the recipient who in turn will forward the
certification(s) to the awarding agency.
m. Procurement of Recovered Materials (section 6002 of the Solid Waste Disposal Act,
as amended by the Resource Conservation and Recovery Act). Should the
performance of this Agreement involve the use of materials, Provider shall make
maximum use of products containing recovered materials that are EPA-designated
items unless the product cannot be acquired:
iv) Competitively within a timeframe providing for compliance with the Agreement
performance schedule;
v) Meeting with the Agreement performance requirements; or
vi) At a reasonable price
Information about this requirement, along with the list of EPA-designated items, is
available at EPA’s Comprehensive Procurement Guidelines web site:
https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program.
The Provider also agrees to comply with all other applicable requirements of Section
6002 of the Solid Waste Disposal Act.
n. Prohibition On Contracting For Covered Telecommunications Equipment Or Services
1. Definitions. As used in this clause, the terms backhaul; covered foreign country;
covered telecommunications equipment or services; interconnection arrangements;
roaming; substantial or essential component; and telecommunications equipment or
services have the meaning as defined in FEMA Policy, #405-143-1 Prohibitions on
Expending FEMA Award Funds for Covered Telecommunications Equipment or
Services As used in this clause—
2. Prohibitions.
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a. Section 889(b) of the John S. McCain National Defense Authorization Act
for Fiscal Year 2019, Pub. L. No. 115-232, and 2 C.F.R. § 200.216 prohibit
the head of an executive agency on or after Aug.13, 2020, from obligating
or expending grant, cooperative agreement, loan, or loan guarantee funds
on certain telecommunications products or from certain entities for national
security reasons.
b. Unless an exception in paragraph (c) of this clause applies, the Provider and
its subcontractors may not use grant, cooperative agreement, loan, or loan
guarantee federal funds to:
i. Procure or obtain any equipment, system, or service that uses covered
telecommunications equipment or services as a substantial or
essential component of any system, or as critical technology of any
system;
ii. Enter into, extend, or renew a contract to procure or obtain any
equipment, system, or service that uses covered telecommunications
equipment or services as a substantial or essential component of any
system, or as critical technology of any system;
iii. Enter into, extend, or renew contracts with entities that use covered
telecommunications equipment or services as a substantial or
essential component of any system, or as critical technology as part
of any system; or
1. Provide, as part of its performance of this contract,
subcontract, or other contractual instrument, any equipment,
system, or service that uses covered telecommunications
equipment or services as a substantial or essential component
of any system, or as critical technology as part of any system.
c. Exceptions.
i. This clause does not prohibit Providers from providing—
1. A service that connects to the facilities of a third-party, such
as backhaul, roaming, or interconnection arrangements; or
2. Telecommunications equipment that cannot route or redirect
user data traffic or permit visibility into any user data or
packets that such equipment transmits or otherwise handles.
ii. By necessary implication and regulation, the prohibitions also do not
apply to:
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1. Covered telecommunications equipment or services that:
a. Are not used as a substantial or essential component
of any system; and
b. Are not used as critical technology of any system.
2. Other telecommunications equipment or services that are not
considered covered telecommunications equipment or
services.
d. Reporting requirement.
i. In the event the Provider identifies covered telecommunications
equipment or services used as a substantial or essential component of
any system, or as critical technology as part of any system, during
Agreement performance, or the Provider is notified of such by a
subcontractor at any tier or by any other source, the Provider shall
report the information in paragraph (d)(ii) of this clause to Orange
County, unless elsewhere in this Addendum and Agreement are
established procedures for reporting the information.
ii. The Provider shall report the following information pursuant to
paragraph (d)(i) of this clause:
1. Within one business day from the date of such identification
or notification: The contract number; the order number(s), if
applicable; supplier name; supplier unique entity identifier (if
known); supplier Commercial and Government Entity
(CAGE) code (if known); brand; model number (original
equipment manufacturer number, manufacturer part number,
or wholesaler number); item description; and any readily
available information about mitigation actions undertaken or
recommended.
2. Within 10 business days of submitting the information in
paragraph (d)(ii)(1) of this clause: Any further available
information about mitigation actions undertaken or
recommended. In addition, the contractor shall describe the
efforts it undertook to prevent use or submission of covered
telecommunications equipment or services, and any
additional efforts that will be incorporated to prevent future
use or submission of covered telecommunications equipment
or services.
e. Subcontracts. The Provider shall insert the substance of this clause, including
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this paragraph (e), in all subcontracts and other contractual instruments.
o. Domestic Preference. In accordance with 2 CFR 200.322, as appropriate and to the
extent consistent with law, the Provider should, to the greatest extent practicable under
this Agreement, provide a preference for the purchase, acquisition, or use of goods,
products, or materials produced in the United States (including but not limited to iron,
aluminum, steel, cement, and other manufactured products). The requirements of this
paragraph must be included in all subawards and in all contracts and purchase orders
for work or products under this Agreement.
p. Access to Records. The following access to records requirements apply to this
Agreement:
vii) The Provider agrees to the provide the State of North Carolina, Orange
County, the FEMA Administrator, the Comptroller General of the United
States, or any of their authorized representatives access to any books,
documents, papers, and records of the Provider which are directly pertinent
to this contract for the purposes of making audits, examinations, excerpts,
and transcriptions.
viii) The Provider agrees to permit any of the foregoing parties to reproduce by
any means whatsoever or to copy excerpts and transcripts as reasonably
needed.
ix) The Provider agrees to provide the FEMA Administrator or his authorized
representatives access to construction or other work sites pertaining to the
work being completed under the Agreement.
x) In compliance with the Disaster Recovery Act of 2018, Orange County and
Provider acknowledge and agree that no other language in this contract is
intended to prohibit audits or internal reviews by the FEMA Administrator
or Comptroller General of the United State.
q. DHS Seal, Logo, and Flags. The Provider shall not use the DHS seal(s), logos,
crests, or reproductions of flags or likenesses of DHS agency officials without
specific FEMA pre- approval.
r. Compliance with Federal Law, Regulations and Executive Orders. This is an
acknowledgement that FEMA financial assistance will be used to fund all or a portion
of the Agreement. The Provider will comply with all applicable Federal law,
regulations, executive orders, FEMA policies, procedures, and directives.”
s. No Obligation by Federal Government. The Federal Government is not a party to
this Agreement and is not subject to any obligations or liabilities to the non-
Federal entity, Provider, or any other party pertaining to any matter resulting from
this Agreement.
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Program Fraud and False or Fraudulent Statements or Related Acts. The Provider
acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and
Statements) applies to the Provider’s actions pertaining to this Agreement
t. 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.
u. Notices. 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 Skymax Security Group, Inc.
Attention: Corey Root Richard Oladipo
P.O. Box 8181 600 East B Street
Hillsborough, NC 27278 Butner, NC, 27509
v. 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 11A and Article 40 of North Carolina General Statute Chapter 66.
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:
Bonnie Hammersley, County Manager
By:
Richard Oladipo,
Printed Name and Title
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ORANGE COUNTY—DEPARTMENT USE ONLY
______________________________________________________________________________
Party/Vendor Name: Skymax Security Group, Inc. Party/Vendor Contact Person: Richard Oladipo
Contact Phone: 919-890-3076 Party/Vendor Address: 600 East B Street City Butner State: NC Zip: 27509 Department:
Housing & Community Development Amount: $5000.00 Purpose: Security for noncongregate shclter for people exp
homelessness who are COVID+ Budget Code(s): 10750020-630000-95020 Vendor # N/A (N/A if new vendor) Vendor
is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment Effective Date
12/10/21 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 condition that was addressed:
Information Technologies
(Applicable only to hardware/software purchases or related services) This agreement has been reviewed and is approved
as to information technology content and specifications:
Office of the Chief Information Officer___________________________________ Date: ________
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 Control 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 the Clerk upon completion: occlerkdocs@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: F7FEC736-FE89-4096-94AC-8EE59C5D0A47
12/10/2021
12/13/2021
12/13/2021
12/14/2021
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APPENDIX A, 44 C.F.R. PART 18 – CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans, and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned,
to any person for influencing or attempting to influence an officer or employee of an agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress
in connection with the awarding of any Federal contract, the making of any Federal grant, the
making of any Federal loan, the entering into of any cooperative agreement, and the extension,
continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
2. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned
shall complete and submit Standard Form- LLL, “Disclosure Form to Report Lobbying,” in
accordance with its instructions.
3. The undersigned shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under
grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making or
entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to
file the required certification shall be subject to a civil penalty of not less than $10,000 and not more
than $100,000 for each such failure.
The Provider, Skymax Security Group, Inc., certifies or affirms the truthfulness and accuracy of each
statement of its certification and disclosure, if any. In addition, the Provider understands and agrees
that the provisions of 31 U.S.C. Chap. 38, Administrative Remedies for False Claims and Statements,
apply to this certification and disclosure, if any.
_________________________________________
Signature of Provider’s Authorized Official
Printed Name and Title of Provider’s Authorized Official
Date
DocuSign Envelope ID: F7FEC736-FE89-4096-94AC-8EE59C5D0A47
12/10/2021
Richard Oladipo
DocuSign Envelope ID: F7FEC736-FE89-4096-94AC-8EE59C5D0A47
DocuSign Envelope ID: F7FEC736-FE89-4096-94AC-8EE59C5D0A47