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HomeMy WebLinkAbout2024-118-E-Planning Dept-Thomas & Hutton-Design Services for the Development of the Greene Tract Master PlanRevised 04/23 TandH v1 1 [Departmental Use Only] TITLE Planning/Inspections FY 24 NORTH CAROLINA T&H SERVICES AGREEMENT RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter “Agreement”), made and entered into this 13th day of February, 2024, (“Effective Date”) by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and Thomas & Hutton, (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 Services Agreement (“Agreement”) is for services to be rendered by Provider to County with respect to (insert type of project): Design Services for the Development of the Greene Tract Master Plan 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. b.Provider shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of work. 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)Provider shall provide its services consistent with and limited to the professional standard of care applicable for consultants experienced in and specializing in such projects. Provider is solely responsible for the professional quality, accuracy and timely completion and submission of all work related to the Basic Services. DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 2 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 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) Should this Agreement involve project designs, the construction or creation of which is to be bid out 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 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. i)The Provider shall perform as Basic Services the work and services described herein and as specified in the County’s Request for Proposals or Request for Qualifications (the “RFP”) “RFP Number 367-OC5390 for “Design Services for DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 3 the Development of the Greene Tract Master Plan” issued July 14, 2023, and the Provider’s proposal, which are fully incorporated and integrated herein by reference together with Attachments Letter Agreement for Services (designate all attachments). In the event a term or condition in any referenced document or attachment conflicts with a term or condition of this Agreement the term or condition in this Agreement shall control. Should such conflict arise the priority of documents shall be as follows: This Agreement, the County’s RFP together with attachments, Provider’s Proposal together with attachments. ii)The Basic Services will be performed by the Provider in accordance with the following schedule: (Insert milestones task list, dates and fees. If milestones are not established mark N/A under Milestone Task 1.) Milestone Task Milestone Date Milestone Fee 1. Project Coordination and Management 09/30/24 $65,800 2.Master Planning - Houysing Recreation and Community suppoer/service center 09/30/24 $54,700 3.Master Planning - School and Recreation Site 09/30/24 $15,500 4.Connectivity Framework 09/30/24 $14,000 5. Reimburseable Expenses 09/30/24 $5,000 6. 7. 8. 9. 10. iii)Should County reasonably determine that Provider has not met the Milestone Dates established in Section 3(a)(ii), County shall notify Provider of the failure to meet the Milestone Date. The County, at its discretion may provide the Provider seven (7) days to cure the breach. County may withhold the accompanying payment without penalty until such time as Provider cures the breach. In the alternative, upon Provider’s failure to meet any Milestone Date the County may modify the Milestone Date schedule. Should Provider or its representatives fail to cure the breach within seven (7) days, or fail to reasonably agree to such modified schedule, County may immediately terminate this Agreement in writing, without penalty or incurring further obligation to Provider. This section shall not be interpreted to limit the definition of breach to the failure to meet Milestone Dates. 4.Duration of Services a.Term. The term of this Agreement shall be from 02/14/24 to 09/30/24. b.Scheduling of Services DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 4 i)The Provider shall schedule and perform its activities in a timely manner so as to meet the Milestone Dates listed in Section 3. 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 02/14/24. 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 is one-hundred fifty-five thousand Dollars ($155,000). 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. Payment for Basic Services shall become due and payable in direct proportion to satisfactory services performed and work accomplished. Payments will be made as Project milestones as set out in Section 3(a)(ii) are achieved up to the corresponding milestone fee. (For example, Provider may invoice for the amount listed as the milestone fee corresponding to the first milestone task upon County’s acknowledgement of the satisfactory completion of Task one. Upon the County’s acknowledgement that the second Task has been satisfactorily completed Provider may invoice for that corresponding milestone fee.) Milestone fees shall be the maximum amount payable for its corresponding milestone task which shall not be altered except by written amendment. b.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 (Thomas & Hutton) to act as the County's representative with respect to the Project who shall have the authority to render decisions within guidelines established by the County Manager or the County Board of Commissioners and who 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 DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 5 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 a.Indemnity. To the extent authorized by North Carolina law the Provider agrees, without limitation, to defend (except as to liability or claims for damages or expenses, including attorneys’ fees, proximately caused or allegedly caused by the professional negligence in whole or in part, whether brought in tort or contract, for which no duty to defend shall be required), 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. Either party may terminate this Agreement upon notice to the other party that obligations pursuant to this Agreement are made impractical due to declarations of emergency by Orange County or by North Carolina due to events directly impacting Orange County. Both parties shall remain responsible for all payment and performance due up to the receipt of such notice, but shall have no further obligation or responsibility beyond that date provided the terminating party has taken all reasonable steps to complete the performance of its obligations. c.Compensation After Termination. DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 6 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. Upon request of the County, the Provider shall submit to County all relevant documentation, including but not limited to, job cost records, to support its claims for final compensation. 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 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. c.Compliance with Laws. 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 anti-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 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 and does not limit the definition of breach to discrimination. 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 DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 7 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. 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 a suit or action. e.Entire Agreement. This Agreement, together with the RFP and its attachments and the Proposal and its attachments, 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 and Provider will bear no liability for such use by the County or anyone who obtains the deliverables from or through the County. h.Non-Appropriation and Government Action. 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 or 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 or 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. In the event of a change in the County’s statutory authority, mandate or mandated functions, by state 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 DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 8 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. j. 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 Provider’s Name & Address Attention: Bonnie Hammersley Dan Jewell, Principal P.O. Box 8181 2510 Meridian Parkway Hillsborough, NC 27278 Durham, NC 27713 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, Manager By: __________________________________ Dan Jewell, Principal/Regional Director Printed Name and Title DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Revised 04/23 TandH v1 9 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Thomas & Hutton Vendor Contact Person: Dan Jewell Phone: 919-457-5800 Address: 2510 Meridian Parkway, Suite 100 City Durham State: NC Zip: 27713 Department: Planning & Inspections Amount: $155,000 Purpose: Design Services for the Development of the Greene Tract Master Plan Budget Code(s): 10695020-719037 Vendor # Vendor Status with NCSOS: Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: ) (Most Recent Amendment ) Effective Date 02/14/24 End Date 09/30/24 Notice Date 07/14/24 (Notice Purpose Request for Qualifications) Award Approved by Board (Agenda Date: 02/06/24); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: 02/06/24) -Policy 9.4:Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation 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. Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services 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 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: DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD 2/13/2024 2/19/2024 2/20/2024 2/20/2024 Revised 04/23 TandH v1 10 Received for record retention: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD _______ CLIENT’S INITIALS _______ CONSULTANT’S INITIALS November 20, 2023 Mr. Cy Stober Orange County Planning and Inspections Department 131 W. Margaret Lane, Ste 201 Hillsborough, NC 27278 Re: Professional Design Services for Master Planning of the Greene Tract Chapel Hill, NC Letter Agreement for Services Mr. Stober: Thomas & Hutton is pleased to provide Orange County with Professional Design Services for Master Planning of the Greene Tract. This work will entail project coordination, research, analysis, Master Planning and coordination with the Public Engagement Consultant to work with the local community and present to the governing bodies. Our services will consist of Planning, Engineering, and Landscape Architecture services relative to the work as described below for this project, as set forth in the supplemental exhibits attached hereto, and such additional services as you may request during the course of the Project. We understand that you will furnish Thomas & Hutton with full information as to your requirements, including any special or extraordinary considerations for the Project and will make all pertinent existing data available to us. Payment for our services will be as described in the Orange County Services Agreement. You will be billed at the milestone dates established for our services rendered and for Reimbursable Expenses. We propose that payment for our services will be as follows: Fee or Time & Phase Fee Structure Expense Budget Project Coordination and Management Lump Sum $ 65,800.00 Master Planning – Housing, Recreation and Community support/service center Lump Sum $ 54,700.00 Master Planning – School and Recreation Site Lump Sum $ 15,500.00 DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Cy Stober Orange County Planning and Inspections Department Letter Agreement for Services Greene Tract 20 November 2023 Page 2 _______ CLIENT’S INITIALS _______ CONSULTANT’S INITIALS Connectivity Framework Lump Sum $ 14,000.00 Reimbursable Expenses Allowance $ 5,000.00 SCOPE OF SERVICES The Greene Tract is approximately 61 acre at the end of Purefoy Road, Chapel Hill, NC). It is our understanding that the project will consist of project coordination, research, analysis, Master Planning and coordination with the Public Engagement Consultant to work with the local community and present to the governing bodies. Based on the conceptual nature of the project, the following assumptions have been made in the preparation of this proposal. If these assumptions are determined to be incorrect, additional services will be warranted. •It is assumed that no surveying exists, nor is included in this proposal. •All mapping will be based on existing available GIS Data. •The scope of work will not include detailed Site Design, Site Plan Approvals. Rezonings or Use Permits, Site Engineering Construction Drawings, or any other Permitting for local regulatory agencies. •Stormwater analyses are not included, but conceptual locations will be considered in the Master Planning. •The proposal assumes that the Client will appoint a single point of contact for Client/Consultant communication on this project. . We propose to therefore provide the follow services: 1.Project Coordination and Management •Lead and manage the project and identify one lead staff person as a direct point of contact for local government staff. •Provide biweekly updates to local government staff (two per month). Updates may be provided virtually •Coordinate and meet with specialized staff and planning partners, including, but not limited to, environmental, engineering, planning, transportation, housing, Diversity, Equity, and Inclusion (DEI), and Solid Waste, and the Orange County Affordable Housing Coalition. •Attend meetings with other entities prescribed by Orange County, which may include elected officials, community members, and non-profit housing providers •Prepare a detailed work plan and a schedule for accomplishing the entire scope of work including major milestones, check-ins with the local governments, and decision points. •Prepare necessary data collection, maps, graphics, and exhibits. Orange County, the Town of Chapel Hill, and the Town of Carrboro will become the owners of these documents at the end of the process. The consultant will furnish finished documents DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Cy Stober Orange County Planning and Inspections Department Letter Agreement for Services Greene Tract 20 November 2023 Page 3 _______ CLIENT’S INITIALS _______ CONSULTANT’S INITIALS (i.e., PDFs) and as available, editable documents (i.e., Word docs), and CAD and GIS shapefiles • Visit the site and local Rogers Road neighborhood, with government staff. • Complete a review and analysis of all existing plans, studies, assessments, and related agenda items prepared by each of the three local governments • Collaboration with the Community Engagement Team to include o Participate in up to 4 meetings/Workshops o Assist with presentation to the 3 governing bodies at a Joint meeting 2. Master Planning – Housing, Recreation and Community support/service center Consultant shall provide a detailed, user-friendly, and visually pleasing Master Plan with a stand-alone executive summary. The draft Master Plan for this phase shall include, at minimum, the following • Vision and mission statements (led by Community Engagement consultant) • Goals and objectives (led by Community Engagement consultant) • Development constraints and opportunities • Development regulations and recommendations, which shall focus on the location, build out potential, density, form architectural, and character of the following community elements. This could take the form of a pattern book. o Residential uses (focus on affordable housing and mixed income o housing) o Non-residential uses (focus on low intensity commercial and services uses) o Community support uses. o Open space and recreation o Landscaping and buffering o Utilities • Specific Deliverables/Actions shall include preparation of 2 Conceptual Master Plans; Presentation of options to Client; Revision and refinement to a single favored plan; Prepare a final color rendered Master Plan suitable for presentation. 3. Master Planning – School and Recreation Site Consultant shall provide a detailed, user-friendly, and visually pleasing Master Plan with a stand-alone executive summary. The draft Master Plan for this phase shall include, at minimum, the following • A School and Recreational Site Assessment that includes: • Working with staff to evaluate 16 acres to determine the feasibility and suitability of the site for a future elementary /flex school. This will include a program needs assessment and a site analysis. • Preparation of a Conceptual Master Plan that focuses on the location of the school and associated recreational facilities on the site and consider connectivity (vehicular, bicycle, pedestrian modes, public transportation, parking). Present to the CHCSS representatives. DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Cy Stober Orange County Planning and Inspections Department Letter Agreement for Services Greene Tract 20 November 2023 Page 4 _______ CLIENT’S INITIALS _______ CONSULTANT’S INITIALS 4. Connectivity Framework This Phase will entail the assessment of impacts to existing roadway networks using readily available existing data. This does not include a Traffic Impact Analysis. • Coordinate with Town of Chapel Hill on identifying suitable street, sidewalk and trail design criteria from existing Town standards. • Feasibility of the existing network being able to accommodate the anticipated traffic and examine alternate access routes (such as to the east). • Prepare a transportation connectivity exhibit • Prepare an opinion of probable construction costs We propose performing the work described above for a fee of $150,000 including a $5,000 allowance for reimbursables (e.g. printing, mileage). Payment for our services will be as described in the attached General Provisions. You will be billed monthly for our services rendered and for Reimbursable Expenses. This Agreement between Orange County, North Carolina (“Client”), and Thomas & Hutton Engineering Co. (“Consultant” or “Thomas & Hutton”), consisting of the scope of services, General Provisions, Consulting Services Rate Sheet, Orange County Services Agreement, and this Letter Agreement with authorizing signatures, represents the entire understanding between Orange County and Thomas & Hutton with respect to the Project. This Letter Agreement may only be modified if completed in writing and signed by both parties. The parties agree and acknowledge that this Agreement may be executed by electronic signature, and the parties may rely upon such electronic signatures as an original record of signature. Again, we truly appreciate the opportunity to work with you and Orange County on this Project. Respectfully, THOMAS & HUTTON ENGINEERING CO. By Daniel A. Jewell, PLA ASLA Principal/Regional Director By Jeremy Anderson Principal DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD Cy Stober Orange County Planning and Inspections Department Letter Agreement for Services Greene Tract 20 November 2023 Page 5 _______ CLIENT’S INITIALS _______ CONSULTANT’S INITIALS Enclosures: Scope of Services General Provisions Consulting Services Rate Sheet Orange County Service Agreement ACCEPTED: _________________________, 2023 By TITLE DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 2/12/2024 Sterling Seacrest Pritchard,Inc. 1001 Whitaker St Savannah GA 31401 Ann French 912-544-1900 afrench@sspins.com License#:70726 Zurich American Insurance Co 16535 THOM&HU-02 Travelers Property Casualty Insurance Co 36161Thomas&Hutton Engineering Co. 50 Park of Commerce Way Savannah GA 31405 Lloyds of London 32727 1532041902 A X 1,000,000 X 300,000 10,000 1,000,000 2,000,000 X Y Y GLO 0215307-06 3/1/2024 3/1/2025 2,000,000 EMPLOYEE BENEFITS 1,000,000 A 1,000,000 X X X Y Y BAP 0215308-06 3/1/2024 3/1/2025 Medical Payments 5,000 B X X 5,000,000YCUP-1T427240-24 3/1/2024Y 3/1/2025 5,000,000 X 10,000 A X N Y WC 0215306-06 3/1/2024 3/1/2025 1,000,000 1,000,000 1,000,000 C CYBER LIABILITY Y Y W31984230201 2/20/2024 2/20/2025 EACH CLAIM: AGGREGATE: RETENTION: 1,000,000 1,000,000 25,000 Orange County North Carolina 131 W Margaret Lane Ste 201 Hillsborough NC 27278 DocuSign Envelope ID: 491C69DD-387B-4A30-98D9-290E2C7F0ECD