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2024-700-E-OCTS Dept-Equagen Engineers-Design & Engineering services
Revised 01/24 1 [Departmental Use Only] TITLE EV Infrastructure PE FY FY 25 NORTH CAROLINA SERVICES AGREEMENT RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter “Agreement”), made and entered into this 8th day of November, 2024, (“Effective Date”) by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and EquaGen Engineers, PLLC, (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 and Engineering - one-hundred percent (100%) bid documents - for the future contruction of 5 Electric Vehicle (EV) charging infrastructure. Attachment 1 details the Scope of Work, schedule and deliverables. Attachment 2 - Federal and State requirements - are hereby incorporated into this contract by reference as though fully set out here. 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. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 2 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 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 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. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 3 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-OC5430 for “Design & Engineering Services” issued August 28, 2024, and the Provider’s proposal, which are fully incorporated and integrated herein by reference together with Attachments 1 and 2 (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. 30% Des. 12/24/24 41,006 2. 60% Des. 1/31/25 40,447 3. 95% Des. 3/19/25 49,270 4. 100% Des. 4/24/25 18,859 5. 6. 7. 8. 9. 10. See Attachment 1 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 November 8, 2024 to June 30, 2025. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 4 b. Scheduling of Services 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 November 8, 2024. 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 Fourty Nine Thousand, Five Hundred Eight Two Dollars ($149,582). 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 (Nishith Trivedi, OCTS Transportation Director) 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 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 5 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 See attached Certificate of Insurance (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 8. Indemnity a. Indemnity. To the extent authorized by North Carolina law the Provider agrees, without limitation, to defend, indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Provider except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 9. Amendments to the Agreement a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. 10. Termination a. Termination for Convenience of the County. This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days prior written notice to the Provider. b. Other Termination. The Provider may terminate this Agreement based upon the County's material breach of this Agreement; provided, the County has not taken all reasonable actions to remedy the breach. The Provider shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. 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. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 6 c. 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. 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. There are no third-party beneficiaries of this Agreement and nothing in this Agreement, express or implied, is intended to confer on any person other than the parties hereto (and their respective successors, heirs and permitted assigns), any rights, remedies, or obligations. 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 Orange County 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 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 7 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. 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. 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. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 11/01/2024 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Revised 01/24 9 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Equagen Engineers, PLLC Vendor Contact Person: Christopher LeFavre Phone: 919-624-0194 Address: 8045 Arco Corporate Dr, Ste 220 City Raleigh State: NC Zip: 27617 Department: Orange County Transportation Services Amount: $149,582 Purpose: Design & Engineering services Budget Code(s): 61435035- 802010 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 November 8, 2024 End Date June 30, 2024 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: ); Made or Administered by OCTS Signature Authority - BOCC Express Delegation (Agenda Date: ) - 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. This agreement is approved as to technical form and content. 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: Received for record retention: Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 11/8/2024 11/14/2024 11/15/2024 11/15/2024 Revised 01/24 10 Office of the Clerk to the Board __________________________________________Date:_________ Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 1 of 9 SCOPE OF WORK, DELIVERABLE LIST, SCHEDULE & PRICE Design and Engineering Services for Orange County EV Charging Stations Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 2 of 9 Table of Contents 1.Introduction ............................................................................................................................. 3 2.Deliverable List ......................................................................................................................... 5 3.Project Schedule ...................................................................................................................... 6 4.Price......................................................................................................................................... 8 Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 3 of 9 1.Introduction The scope of work for the project includes one installation site and will include Civil, Electrical engineering, and Architectural Design based on the proposed methodology provided as part of Statement of Qualification (SOQ). The objective of this project is to install four (4) Level 2 EV charging stations and one (1) DC Fast Charging station (5 EV charging spaces) at the Orange County Public Transit Services Campus of Orange County, North Carolina to provide EV charging capability for the public transit fleet vehicles. The scope of work is outlined below: Attend the pre-design meeting with County to review the project, in detail, to determine the County’s and Grant’s specific requirements concerning the project. Review existing survey data and as-built improvement plans. Provide utility coordination, including contacting local utility representatives early in the project to discuss the scope to ensure suƯicient capacity exists for EVCS, review utility data and to confirm utility points for interconnection. Coordinate with aƯected utility companies to provide for proposed utility improvements prior to EVCS construction. Provide preliminary field reconnaissance, assessment of site conditions, identify potential locations for utility interconnection, and review grading for improvements to determine optimal placement of the EV infrastructure. Assess power demand for the proposed four (4) Level 2 EV charging stations and one (1) DC Fast Charging station (5 EV charging spaces) Review and code compliance applicable Federal, State, and County policies, building codes, and safety standards relevant to EV infrastructure and grid integration. Prepare construction documents based on approved conceptual site plan showing the EVCS and infrastructure of the project site. Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 4 of 9 Provide a detailed one-line diagram of the system, outlining electrical interconnections, load distribution, and compliance with local building and electrical codes. Provide panelboard and circuit schedule. Review the existing infrastructure, including panels, breakers, and cables, for their adequacy in supporting the new installation. The technical specification for the charging station will be developed, including an evaluation of voltage types, ratings, environmental qualifications, and applicable National Electric Code (NEC) requirements for the charging posts. Ensure proper grounding and bonding of the charging equipment to enhance safety. Provide design of the structural components, including steel support structures, foundation pedestals, and conduit trenching. Prepare cable and conduit schedule. Provide a drainage study related to the installation of the EV charging station alongside site grading design and erosion control measures. The right of way, easement, and traƯic control plan (TCP) for construction shall be provided depending on the selected locations. Evaluate parking and ADA Compliance as applicable. Prepare Bill of Materials (BOM) and cost estimates, considering the variations in equipment cost, location, and labor. Provide construction bid specifications. Provide 30%, 60%, 95% and 100% design documents. Final documents shall be sealed and signed by licensed PE in North Carolina. Coordinate permitting with the local jurisdictions. Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 5 of 9 2.Deliverable List Drawings sheet- Cover page with site information and code analysis Drawings sheet- General notes Drawings sheet- Existing site conditions Drawings sheet- Overall and enlarged site plans Drawings sheet- Cable trenches and conduits plan and details Drawings sheet- Conduit and cable schedules Report- Ampacity calculation and cable rating Drawings sheet- Foundation plans, sections and details Drawings sheet- Steel support structures plan, section and details Report- Structural calculations Drawings sheet- Signage details Drawings sheet- Grading plans as needed Drawings sheet- Erosion control plans Report- Drainage calculation as applicable Drawings sheet- One-line diagrams Drawings sheet- Wiring detail and schedule Drawings sheet- Panelboard and circuit schedule Equipment specifications Drawings sheet- Appendix B per NCBC 2018 Document-Cost estimates Document-Construction specifications Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 6 of 9 3.Project Schedule Start:Nov 1, 2024 Completion: April 24, 2025 Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ID Task Mode Task Name Duration Scheduled Finish 1 Contract Effective Date 1 day Mon 11/4/24 2 Pre-Design Meeting 1 day Fri 11/8/24 3 Design and Engineering Services for the Electric Vehicle Charging Stations, Orange County, NC 119 days Thu 4/24/25 4 30% Design 32 days Tue 12/24/24 5 Information from County 7 days Tue 11/19/24 6 Co-ordination with Utility 15 days Fri 11/29/24 7 Review of Information from County 5 days Tue 11/26/24 8 Review of Applicable Codes and Standards 5 days Thu 11/21/24 9 Review of Utility Information 5 days Tue 12/3/24 10 Site Assesment 3 days Fri 11/29/24 11 Identify Porential Location for Utility Connection 4 days Mon 12/9/24 12 Identify Optimal Location for EV Infrastructure 4 days Thu 12/5/24 13 Conceptual Plan 5 days Thu 12/5/24 14 Internal Q&C 2 days Mon 12/9/24 15 30% Design Submission 1 day Tue 12/10/24 16 Customer Review of 30% Submission 10 days Tue 12/24/24 17 60% Design 28 days Fri 1/31/25 18 Review of 30% Design Comments 1 day Wed 12/25/24 19 Meeting With Customer (as needed)1 day Thu 12/26/24 20 Incorporation of Comments from Customer 10 days Wed 1/8/25 21 Verify the utility capacity and finalize the point of interconnection.5 days Thu 1/2/25 22 Site grading 3 days Wed 1/1/25 23 Preparation of Site Plan 5 days Wed 1/8/25 24 Foundation plan 4 days Tue 1/14/25 25 Electrical One line Diagram and panel schedules,4 days Tue 1/14/25 26 Equipment Specification,4 days Tue 1/14/25 27 Internal Q&C 2 days Thu 1/16/25 28 60% Design Submission 1 day Fri 1/17/25 29 Customer Review of 60% Submission 10 days Fri 1/31/25 30 95% Design 38 days Wed 3/19/25 31 Review of 60% Submission Comments 1 day Mon 2/3/25 32 Meeting With Customer 1 day Tue 2/4/25 33 Incorporation of Comments from Customer 7 days Wed 2/12/25 34 Site Plan 3 days Wed 1/29/25 35 Electrical one-line diagram.4 days Thu 1/30/25 36 Finalization of the specification for the equipment.5 days Thu 2/6/25 37 Trench and Conduit Plan and details.5 days Wed 2/12/25 38 Design of steel pedestal or applicable steel structure including the connection details 5 days Thu 2/13/25 39 Design of AC and LAN cable system 5 days Thu 2/13/25 40 Design of panel with breakers.5 days Thu 2/13/25 41 Design of bollard footing.3 days Mon 2/3/25 42 Propose utility improvement plans.5 days Thu 2/20/25 43 Preparation of Bill of Materials and Cost Estimate 5 days Thu 2/20/25 44 Internal Q&C 3 days Tue 2/25/25 45 95% Design Submission 1 day Wed 2/26/25 46 Customer Review of 95% Design Submission 15 days Wed 3/19/25 47 100% Design 35 days Thu 4/24/25 48 Review of 95% Submission Comments 1 day Thu 3/20/25 49 Incorporation of Comments from Customer 5 days Thu 3/27/25 50 Preperation of Construction Specification (Bid Packages)15 days Thu 3/27/25 51 Internal Q&C 2 days Mon 3/31/25 52 100% Design Submission to Customer 2 days Wed 4/2/25 53 Customer Review of 100% Design Submission 10 days Wed 4/16/25 54 Revision of 100% deisgn submittal (if applicable)3 days Mon 4/21/25 55 Approval of 100% design submittal 1 day Tue 4/22/25 56 Issue 100% Documents Signed and Sealed 2 days Thu 4/24/25 8 15 22 29 6 13 20 27 3 10 17 24 1 8 15 22 29 5 12 19 26 2 9 16 23 2 9 16 23 30 6 13 20 27 Oct '24 Nov '24 Dec '24 Jan '25 Feb '25 Mar '25 Apr '25 May '25 Task Split Milestone Summary Project Summary Inactive Task Inactive Milestone Inactive Summary Manual Task Duration-only Manual Summary Rollup Manual Summary Start-only Finish-only External Tasks External Milestone Deadline Progress Manual Progress Page 1 Project: Project1 Date: Fri 11/1/24 Page 7 of 9 Attachment 1 SCHEDULE Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Page 8 of 9 4.Price Fixed price for the project scope: 30% Deliverable Milestone:$41,006.00 60% Deliverable Milestone:$40,447.00 95% Deliverable Milestone:$49,270.00 100% Deliverable Milestone:$18,859.00 TOTAL:$149,582.00 Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 COST CALCULATION 250 225 220 210 245 190 165 135 78 Total Estimates Senior PM Electrical Engr Structural Engr Civil Engr Study Specialist Project Engr Archi Designer Scheduler Doc Control Pre-Design Meeting 1 1 1 1 1 1 1 1 1 9 30% Design 0 Information from County 2 2 Co-ordination with Utility 6 6 2 4 18 Review of Information from County 4 4 4 4 4 2 22 Review of Applicable Codes and Standards 2 4 4 4 4 4 2 24 Review of Utility Information 4 4 4 4 2 18 Site Assesment 4 4 2 8 2 4 24 Identify Porential Location for Utility Connection 2 4 4 4 14 Identify Optimal Location for EV Infrastructure 2 4 5 5 16 Conceptual Plan 4 8 2 4 6 12 36 Internal Q&C 2 2 2 2 2 10 30% Design Submission 2 3 5 Customer Review of 30% Submission 0 TOTAL HOURS 30%31 41 20 25 15 38 13 3 12 198 Total Cost 30% Design 7,750.0$9,225.0$4,400.0$5,250.0$3,675.0$7,220.0$2,145.0$405.0$936.0$41,006.0$ 60% Design 0 Review of 30% Design Comments 1 1 1 1 1 5 Meeting With Customer (as needed)1 1 1 1 1 1 6 Incorporation of Comments from Customer 0 Verify the utility capacity and finalize the point of interconnection.6 8 5 5 24 Site grading,2 2 2 16 4 26 Preparation of Site Plan,1 2 2 2 12 19 Foundation plan,2 1 24 1 2 30 Electrical One line Diagram and panel schedules,6 24 4 34 Equipment Specification,4 12 6 22 Internal Q&C 2 4 4 4 4 18 60% Design Submission 1 4 5 Customer Review of 60% Submission 0 TOTAL HOURS 60%24 55 34 23 10 25 12 2 4 189 Total Cost 60% Design 6,000.0$12,375.0$7,480.0$4,830.0$2,450.0$4,750.0$1,980.0$270.0$312.0$40,447.0$ 95% Design 0 Review of 60% Submission Comments 1 1 1 1 1 1 6 Meeting With Customer 1 1 1 1 1 1 1 1 1 9 Incorporation of Comments from Customer 0 Site Plan 2 4 4 4 14 Electrical one-line diagram.2 8 10 Finalization of the specification for the equipment.4 8 4 4 4 24 Trench and Conduit Plan and details.4 8 8 4 10 34 Design of steel pedestal or applicable steel structure including the connection details 2 8 2 8 20 Design of AC and LAN cable system 2 8 2 12 Design of panel with breakers.2 8 2 4 16 Design of bollard footing.1 3 1 6 11 Propose utility improvement plans.2 6 4 1 13 Preparation of Bill of Materials and Cost Estimate 2 8 8 8 8 34 Internal Q&C 2 8 8 8 2 28 95% Design Submission 1 4 5 Customer Review of 95% Design Submission 0 TOTAL HOURS 95%27 68 41 21 6 32 33 3 5 236 Total Cost 95% Design 6,750.0$15,300.0$9,020.0$4,410.0$1,470.0$6,080.0$5,445.0$405.0$390.0$49,270.0$ 100% Design 0 Review of 95% Submission Comments 1 1 1 1 1 5 Incorporation of Comments from Customer 0 Preperation of Construction Specification (Bid Packages)6 16 8 8 38 Internal Q&C 4 4 4 4 2 18 Appendix B 1 3 1 1 3 100% Design Submission 1 4 5 Customer Review of 100% Design Submission 0 Revision of 100% deisgn submittal (if applicable)0 Approval of 100% design submittal 0 Issue 100% Documents Signed and Sealed 1 2 2 2 2 2 2 4 17 TOTAL HOURS 100%13 26 16 6 3 14 5 1 8 83 Total Cost 100% Design 3,250.0$5,850.0$3,520.0$1,260.0$735.0$2,660.0$825.0$135.0$624.0$18,859.0$ 149,582.0$ TOTAL DESIGN COST Price: Task Breakdown & Associated Fees Tasks/Rate ($/hr) Page 9 of 9 Attachment 1Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project FEDERAL AND STATE REQUIREMENTS AND SPECIAL CONDITIONS for PROFESSIONAL and ARCHITECTURAL & ENGINEERING SERVICES 1. General The work performed under this contract will be financed, in part, by grants provided under programs of the Federal Transit Administration. Citations to federal law, regulation, and guidance references include, but are not limited to, the Master Agreement FTA MA (21), dated October 1, 2014, FTA Circular 4220.1F, dated November 1, 2008; "Best Practices Procurement Manual", updated March 13, 1999 with revisions through October 2005; Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards,”, 2 C.F.R part 1201, dated December 19, 2014, will supersede and apply in lieu of U.S. DOT’s common grant rules, 49 C.F.R. parts 18 and 19, State and Local Governments and Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations and any subsequent amendments or revisions thereto. THE FOLLOWING MAY BE USED SYNONYMOUSLY: “BIDDER” AND “CONTRACTOR” “PURCHASER”, “PROCURING AGENCY” AND “OWNER” 2.Federal Changes Contractor shall at all times comply with all applicable Federal Transit Administration (FTA) regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to comply shall constitute a material breach of this contract. FTA’s new authorizing legislation, MAP-21 made significant changes to FTA’s public transportation programs. FTA has determined that: (1)MAP-21 requirements apply to: a. New grants and cooperative agreements for which FTA awarded FY 2013 or a later fiscal year funds appropriated or made available to carry out MAP-21 programs, b. Amendments to existing grants and cooperative agreements for which FTA awarded funds made available or appropriated to carry out MAP-21 programs, and c. All “recoveries” funds FTA awards, irrespective of the fiscal year for which those funds were appropriated, (2)Fiscal Year 2012 and previous fiscal year funding requirements apply as follows: a. In some instances, as determined by FTA, previous program requirements apply or will apply to grants and cooperative agreements for which FTA awarded Fiscal Year 2012 or a previous fiscal year funds, but b.In other instances, as determined by FTA, MAP-21 program requirements (including MAP-21 “cross-cutting requirements” identified in section 49 of this Master Agreement) apply or will apply to grants and cooperative agreements for which FTA awarded Fiscal Year 2012 or a previous fiscal year funds. Attachment 2 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project 3.Notification of Federal Participation To the extent required by Federal law, the State of North Carolina agrees that, in administering any Federal assistance Program or Project supported by the underlying Grant Agreement or Cooperative Agreement, any request for Qualifications, solicitation, grant application, form, notification, press release, or other publication involving the distribution of FTA assistance for the Program or the Project that it will identify the FTA grant source by listing the Catalog of Federal Domestic Assistance Number of the program. The following FTA grant programs will be eligible to participate in this bid, 20.505, 20.507, 20.500, 20.513, 20.509, 20.516, 20.519, 20.521, 20.525, and 20.526. Federal funding assistance up to eighty (80%) percent may be provided. 4. Definitions Third Party Agreement, in accordance with the Master Agreement unless FTA determines otherwise in writing, includes all of the following agreements, such as: (1) Third party contracts, (2)Leases, (3) Third party subcontracts; and (4)Other similar arrangements or agreements. Third Party Participant, in accordance with the Master Agreement unless FTA determines otherwise in writing, includes all of the following participants, such as: (1)Third party contractors, (2)Lessees, (3) Third party subcontractors, and (4)Other participants in the Project 5. Conflict of Interest No employee, officer, board member, or agent of the Owner shall participate in the selection, award, or administration of a contract supported by Federal Transit Administration (FTA) funds if a conflict of interest, real or apparent, would be involved. Such a conflict would arise when the employee, officer, board member, or agent, any member of his or her immediate family, his or her partner, or an organization that employs, or is about to employ any of the above, has a financial or other interest in the firm selected for award. 6 Lobbying Byrd Anti-Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying Disclosure Act of 1995, PL 104-65 (2 U.S.C. §1601, et seq.). 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 comply with Federal statutory provisions or the extent applicable prohibiting the use of Federal assistance funds for activities designed to influence Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project congress to a State legislature on legislation or appropriations, except through proper official channels. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient. 7. Civil Rights (1)Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6101 et seq., section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, religion, national origin, sex, disability, or age, In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (a)The third-party contractor and all lower tiers shall comply with all provisions of FTA Circular 4702.1 “Title VI Requirements and Guidelines for Federal Transit Administration Recipients”, issued October 1, 2012. (2)Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: (a)Race, Color, Religion, National Origin, Disability, Age, Sexual Origin, Gender Identity, or Status as a Parent - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. §2000e, Title VI of the Civil Rights Act, 28 C.F.R. § 50.3, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note, and as further amended by Executive Order 13672, “Further Amendments to Executive Order 11478, Equal Employment Opportunity in the Federal Government, and Executive Order 11246, Equal Employment Opportunity,” July 21, 2014, and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (b)Equal Employment Opportunity Requirements for Construction Activities. For activities determined by the U.S. Department of Labor (U.S. DOL) to qualify as “construction,” the Contractor agrees to comply and assures the compliance of each subcontractor at any tier of the Project, with all applicable equal employment opportunity requirements of U.S. DOL Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq., which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order No. 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000(e) note, and also with any Federal laws, regulations, and directives affecting construction undertaken as part of the Project. (3)Nondiscrimination on the Basis of Age – The Contractor agrees to comply with all applicable requirements of the Age Discrimination Act of 1975, as amended, 42 U.S.C. §§ 6101 et seq., and with implementing U.S. Health and Human Services regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving Federal Financial Assistance, 45 C.F.R. Part 90, which prohibit discrimination against individuals on the basis of age. The Age Discrimination in Employment Act (ADEA) 29 U.S.C. §§ 621 through 634 and with implementing U.S. Equal Employment Opportunity Commission (U.S. EEOC) regulations, “Age Discrimination in Employment Act,” 29 C.F.R. Part 1625, which prohibits discrimination against individuals on the basis of age. (4)Nondiscrimination on the Basis of Sex - The Contractor agrees to comply with all applicable requirements of Title IX of the Education Amendments of 1972, as amended, 20 U.S.C. §§ 1681 et seq., and with implementing U.S. DOT regulations, “Nondiscrimination on the Basis of Sex in Education Programs or Activities Receiving Federal Financial Assistance,” 49 C.F.R. Part 25, that prohibit discrimination on the basis of sex. (5)Access for Individuals with Disabilities - The Contractor agrees to comply with 49 U.S.C. §5301(d), which states the Federal policy that elderly individuals and individuals with disabilities have the same right as other individuals to use public transportation services and facilities, and that special efforts shall be made in planning and designing those services and facilities to implement transportation accessibility rights for elderly individuals and individuals with disabilities. The Contractor also agrees to comply with all applicable provisions of section 504 of the Rehabilitation Act of 1973, as amended, with 29 U.S.C. § 794, which prohibits discrimination on the basis of disability; with the Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. §§ 12101 et seq., which requires that accessible facilities and services be made available to individuals with disabilities; and with the Architectural Barriers Act of 1968, as amended, 42 U.S.C. §§ 4151 et seq., which requires that buildings and public accommodations be accessible to individuals with disabilities. In addition, the Contractor agrees to comply with applicable Federal regulations and directives and any subsequent amendments thereto, except to the extent the Federal Government determines otherwise in writing, as follows: (1)U.S. DOT regulations “Transportation Services for Individuals with Disabilities (ADA)” 49 C.F.R. Part 37; (2)U.S. DOT regulations “Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance,” 49 C.F.R. Part 27; (3)Joint U.S. Architectural and Transportation Barriers Compliance Board (U.S. ATBCB) U.S. DOT regulations, “Americans with Disabilities (ADA) Accessibility Specifications for Transportation Vehicles,” 36 C.F.R. Part 1192 and 49 C.F. R. Part 38; (4)U.S. DOJ regulations “Nondiscrimination on the Basis of Disability in State and Local Government Services,”28 C.F.R. Part 35; Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (5)U.S. DOJ regulations “Nondiscrimination on the Basis of Disability by Public Accommodations and in Commercial Facilities.” 28 C.F.R. Part 36; (6)U.S. GSA regulations “Accommodations for the Physically Handicapped,” 41 C.F.R. Subpart 101-19; (7)U.S. Equal Employment Opportunity Commission, “Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act,” 29 C.F.R. Part 1630; (8)U.S. Federal Communications Commission regulations “Telecommunications Relay Services and Related Customer Premises Equipment for the Hearing and Speech Disabled,” 49 C.F.R. Part 64, Subpart F; (9)U.S. Architectural and Transportation Barriers Compliance Board regulations, “Electronic and Information Technology Accessibility Standards.” 36 C.F.R. Part 1194; (10) FTA regulations, "Transportation of Elderly and Handicapped Persons," 49 C.F.R. part 609; and (11)Federal regulations, "Miscellaneous Civil Rights Amendments (RRR)," pertaining to nondiscrimination on the basis of disability within 49 C.F.R. Parts 27, 37, and 38 were published in 79 Fed. Reg. 21402, April 16, 2014; and (14)Federal civil rights and nondiscrimination directives implementing the foregoing Federal laws and regulations, except to the extent the Federal Government determines otherwise in writing. (6)Access to Services for Persons with Limited English Proficiency. The Contractor agrees to comply with Executive Order No. 13166,"Improving Access to Services for Persons with Limited English Proficiency," 42 U.S.C. § 2000d-1 note, and U.S. DOT Notice, "DOT Policy Guidance Concerning Recipients’ Responsibilities to Limited English Proficiency (LEP) Persons," 70 Fed. Reg. 74087, December 14, 2005, except to the extent that the Federal Government determines otherwise in writing. (7)Drug or Alcohol Abuse-Confidentiality and Other Civil Rights Protections. To the extent applicable, the Contractor agrees to comply with the confidentiality and other civil rights protections of the Drug Abuse Office and Treatment Act of 1972, as amended, 21 U.S.C. §§ 1101 et seq., with the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970, as amended, 42 U.S.C. §§ 4541 et seq., and with the Public Health Service Act of 1912, as amended, 42 U.S.C. §§ 290dd through 290dd-2, and any amendments thereto. (8)Other Nondiscrimination Laws. The Contractor agrees to comply with applicable provisions of other Federal laws and regulations, and follow applicable directives prohibiting discrimination, except to the extent that the Federal Government determines otherwise in writing. (9)The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (10) Remedies for failure to comply with applicable Federal Civil Rights laws and Federal regulations may be enforced as provided in those Federal laws or Federal regulations. 8 Contracting with Disadvantaged Business Enterprises The newest version on the Department of Transportation’s Disadvantaged Business Enterprise (DBE) program became effective October 1, 2004. a. This contract is subject to the requirements of U.S. DOT regulations, “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs,” 49 C.F.R. Part 26 [U.S. DOT published final rule, “Disadvantaged Business Enterprise: Program Improvements,” 49 C.F.R. Part 26, on January 28, 2011 (see 76 Fed. Reg. 5083)], and Section 1101(b) of MAP-21, 23 U.S.C. § 101 note, as amended by Section 451 of the Hiring Incentives to Restore Employment (HIRE) Act, Pub. L. 111-147, March 18, 2010, 23 U.S.C. § 101 note. The NC Department of Transportation/Public Transportation Division’s overall goal for DBE participation is 4.31%. b. The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of this DOT-assisted contract. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the Procuring Agency deems appropriate. Each subcontract the contractor signs with a subcontractor must include the assurance in this paragraph (see 49 CFR 26.13(b)). The successful bidder/offeror will be required to report its DBE participation obtained through race- neutral means throughout the period of performance. c. The contractor is required to pay its subcontractors performing work related to this contract for satisfactory performance of that work no later than 30 days after the contractor’s receipt of payment for that work from the Procuring Agency. In addition, these may apply: the contractor may not hold retainage from its subcontractors; or is required to return any retainage payments to those subcontractors within 30 days after the subcontractor's work related to this contract is satisfactorily completed; or is required to return any retainage payments to those subcontractors within 30 days after incremental acceptance of the subcontractor’s work by the Procuring Agency and contractor’s receipt of the partial retainage payment related to the subcontractor’s work. d. The contractor must promptly notify the Procuring Agency whenever a DBE subcontractor performing work related to this contract is terminated or fails to complete its work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. The contractor may not terminate any DBE subcontractor and perform that work through its own forces or those of an affiliate without prior written consent of the Procuring Agency. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project 9. Clean Air Act (a)The Contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to Section 306 of the Clean Air Act as amended, 42 U.S.C. § 7606, and other applicable provisions of the Clean Air Act, as amended, 42 U.S.C. §§ 7401 through 7671q. The Contractor agrees to report any violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to the State and/or FTA and the appropriate EPA Regional Office. (b)The Contractor also agrees to include these requirements in each subcontract exceeding $250,000 financed in whole or in part with Federal Assistance provided by FTA. 10.Clean Water (a)The Contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to Section 508 of the Clean Water Act, as amended, 33 U.S.C. § 1368, and other applicable requirements of the Clean Water Act, as amended, 33 U.S.C. §§ 1251 through 1377, The Contractor agrees to report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (b)The Contractor also agrees to include these requirements in each subcontract exceeding $250,000 financed in whole or in part with Federal assistance provided by FTA. 11.Environmental Protection (requirements for environmental studies) The Contractor agrees to comply with all applicable requirements of the National Environmental Policy Act of 1969, as amended, (NEPA) 42 U.S.C. §§ 4321 through 4335 (as restricted by 42 U.S. C. § 5159, if applicable); Executive Order No. 11514, as amended, “Protection and Enhancement of Environmental Quality,” 42 U.S.C. § 4321 note; FTA statutory requirements at 49 U.S.C. § 5323(c)(2) ), as amended by MAP-21, ; U.S. Council on Environmental Quality regulations pertaining to compliance with NEPA, 40 C.F.R. Parts 1500 through 1508; and joint FHWA FTA regulations, “Environmental Impact and Related Procedures,” 23 C.F.R. Part 771 and 49 C.F.R. Part 622; were published in the Federal Register, 78 Fed. Reg. 8963, February 7, 2013; and other applicable Federal environmental protection regulations that may be promulgated at a later date. The Contractor agrees to comply with the applicable provisions of 23 U.S.C. § 139 “Efficient environmental reviews for project decision making”, pertaining to environmental procedures, and 23 U.S.C. § 326, pertaining to Purchaser’s responsibility for categorical exclusions, in accordance with the provisions of joint FHWA/FTA final guidance, “Environmental Review Process (Public Law 109-59),” 71 Fed. Reg. 66576 et seq. November 15, 2006. Joint FHWA and FTA final guidance, “Interim Guidance on MAP-21 Section 1319 Accelerated decision making in Environmental Reviews,” dated January 14, 2013, and any applicable Federal directives that may be issued at a later date, except to the extent that FTA determines otherwise in writing. 12.Environmental Justice (requirements for environmental studies) The Contractor agrees to comply with the policies of Executive Order No. 12898, "Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations," 42 U.S.C. § 4321 note; as well as facilitating compliance with that Executive Order; and DOT Order 5610.2, “Department of Transportation Actions To Address Environmental Justice in Minority Populations and Low-Income Populations,” 62 Fed. Reg. 18377 et seq., April 15, 1997, except to the extent that the Federal Government determines otherwise in writing; and the most recent and Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project applicable edition of FTA Circular 4703.1, “Environmental Justice Policy Guidance for Federal Transit Administration Recipients,”, August 15, 2012, to the extent consistent with applicable Federal laws, regulations, and guidance. 13.Additional Environmental Requirements (requirements for environmental studies) The Contractor agrees to comply with the following: Corridor Preservation. That development of right-of way acquired under 49 U.S.C. § 5323(q), as amended by MAP-21, will not occur in anticipation of its Project until all required environmental reviews for that Project have been completed; Use of Certain Public Lands. assures that it will comply specifically 49 U.S.C. § 303, which requires certain findings be made before an FTA-funded Project may be carried out that involves the use of any publicly owned land. Wild and Scenic Rivers. It will comply, with Federal protections for the national wild and scenic rivers system, 16 U.S.C. §§ 1271 – 1287, Coastal Zone Management. assure Project consistency with the approved State management program developed under the Coastal Zone Management Act of 1972, as amended, 16 U.S.C. §§ 1451 – 1465, Wetlands. agrees to, and assures that it will, facilitate compliance with the protections for wetlands provided in Executive Order 119 No. 11990, as amended, “Protection of Wetlands,” 42 U.S.C. § 4321 note, Floodplains. agrees to, and assures that it will, facilitate compliance with the flood hazards protections in floodplains provided in Executive Order No. 11988, as amended, “Floodplain Management,” 42 U.S.C. § 4321 note, Endangered Species and Fishery Conservation agrees to comply, and assures that it will comply, with the protections for endangered species of The Endangered Species Act of 1973, as amended, 16 U.S.C. §§ 1531 – 1544, Hazardous Waste. assures that it will, facilitate compliance with the Comprehensive Environmental Response, Compensation, and Liability Act, as amended, 42 U.S.C. §§ 9601 – 9675, which establishes requirements for the treatment of areas affected by hazardous waste Historic Preservation. agrees to, and assures that it will: o Comply with U.S. DOT laws, including 49 U.S.C. § 303, which requires certain findings be made before a Project involving the use of any land from a historic site that is on or eligible for inclusion on the National Register of Historic Places may be undertaken o Encourage compliance with the Federal historic and archaeological preservation requirements of section 106 of the National Historic Preservation Act, as amended, 16 U.S.C. § 470f, o Facilitate compliance with Executive Order No. 11593, “Protection and Enhancement of the Cultural Environment,” 16 U.S.C. § 470 note, o Comply with the Archaeological and Historic Preservation Act of 1974, as amended, 16 U.S.C. § 469a – 469c, o Comply with U.S. Advisory Council on Historic Preservation regulations, “Protection of Historic Properties,” 36 C.F.R. part 800, which requires the Recipient to: o Consult with the State Historic Preservation Officer concerning investigations to identify properties and resources included in or Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project eligible for inclusion in the National Register of Historic Places that may be affected by the Project, and o Notify FTA of affected properties, and o Comply with Federal requirements and follow Federal guidance to avoid or mitigate adverse effects on those historic properties, except as the Federal Government determines otherwise in writing, Indian Sacred Sites. agrees to assures that it will facilitate compliance with o The American Indian Religious Freedom Act, 42 U.S.C. § 1996, and Executive Order No. 13007, “Indian Sacred Sites,” 42 U.S.C. 14.Energy Conservation The Contractor agrees to comply with mandatory standards and policies relating to energy efficiency that are contained in the state energy conservation plans issued in compliance with the Energy Policy and Conservation Act, 42 U.S.C. Sect. 6321 et seq. 15. Fly America The Contractor agrees to comply with 49 U.S.C. 40118 (the "Fly America" Act) in accordance with the General Services Administration's regulations at 41 CFR Part 301-10, which provide that recipients and subrecipients of Federal funds and their contractors are required to use U.S. Flag air carriers for U.S. Government-financed international air travel and transportation of their personal effects or property, to the extent such service is available, unless travel by foreign air carrier is a matter of necessity, as defined by the Fly America Act. The Contractor shall submit, if a foreign air carrier was used, an appropriate certification or memorandum adequately explaining why service by a U.S. flag air carrier was not available or why it was necessary to use a foreign air carrier and shall, in any event, provide a certificate of compliance with the Fly America requirements. The Contractor agrees to include the requirements of this section in all subcontracts that may involve international air transportation. 16.Debarment and Suspensions This contract is a covered transaction for purposes of 2 CFR Part 1200, which adopts and supplements the provisions of U.S. Office of Management and Budget (U.S. OMB) “Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement),” 2 CFR Part 180.As such, the contractor is required to verify that none of the contractor, its principals, as defined at 2 CFR 180.995, or affiliates, as defined at 2 CFR 180.905, are excluded or disqualified as defined at 2 CFR 180.940, 180.935 and 180.945. The contractor is required to comply with 2 CFR 180, Subpart C and must include the requirement to comply with 2 CFR 180, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or Qualifications, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by the Procuring Agency. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to Procuring Agency, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 2 CFR 180, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. The Procuring Agency agrees and assures that its third party contractors and lessees will review the “System for Award Management” at https://www.sam.gov/ before entering into any sub- agreement, lease or third party contract. The Procuring Agency will be reviewing all third party contractors under the “System for Award Management” at https://www.sam.gov/ before entering into any contracts. If the Procuring Agency, recipient, or subrecipient suspends, debars, or takes similar action against a Third Party Participant or individual, the Agency, recipient, or subrecipient will provide immediate written notice to the: (e) NCDOT/Public Transportation Division, (f)FTA Regional Counsel for the Region in which the Agency is located or implements the Project, (g)FTA Project Manager if the Project is administered by FTA Headquarters Office, or (h)FTA Chief Counsel. The requisite Debarment and Suspension Certification is included as ATTACHMENT B (attach additional statement if necessary) and must be executed for contracts of $25,000 or more and prior to the award of the contract. 17. Termination or Cancellation of Contract The Owner, by written notice, may terminate this contract, in whole or in part, when it is in the best interest of the project. If this contract is terminated, the Owner shall be liable only for payment under the payment provisions of this contract for services rendered before the effective date of termination. The Owner may terminate this contract in whole or in part, for the Owner's convenience or because of the failure of the Contractor to fulfill the contract obligations. The Owner shall terminate by delivering to the Contractor a Notice of Termination specifying the nature, extent, and effective date of the termination. Upon receipt of the notice, the Contractor shall (1) immediately discontinue all services affected (unless the notice directs otherwise), and (2) deliver to the Owner all data, drawings, specifications, reports, estimates, summaries, and other information and materials accumulated in performing this contract, whether completed or in process. A 30-day notice of termination shall be required. If the termination is for the convenience of the Owner shall make an equitable adjustment in the contract price but shall allow no anticipated profit on unperformed services. If the termination is for failure of the Contractor to fulfill the contract obligations, the Owner may complete the work by issuing another contract or otherwise and the Contractor shall be liable for any additional cost incurred by the Owner. If, after termination for failure to fulfill contract obligations, it is determined that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the Owner. 18. Breach of Contract Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project If the Contractor does not deliver the required services or the Contractor fails to perform in the manner called for in the contract, or if the Contractor fails to comply with any other provisions of the contract, the Owner may terminate this contract for default. Termination shall be effected by serving a notice of termination on the contractor setting forth the manner in which the Contractor is in default. The contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner of performance set forth in the contract. If it is later determined by the Owner that the Contractor had an excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of or are beyond the control of the Contractor, the Owner, after setting up a new delivery of performance schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience. The Owner in its sole discretion may, in the case of a termination for breach or default, allow the Contractor [an appropriately short period of time] in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions. If the Contractor fails to remedy to Owner's satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within [ten (10) days] after receipt by Contractor of written notice from Owner setting forth the nature of said breach or default, The Owner shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude Owner from also pursuing all available remedies against Contractor and its sureties for said breach or default. If there is credible evidence that a Third Party Participant (Contractor) has submitted a false claim under the False Claims Act, 31 U.S.C. § 3729 et seq., or has committed a criminal or civil violation of law pertaining to fraud, conflict of interest, bribery, gratuity, or similar misconduct involving Federal funding, notification of FTA is required. If a legal matter as described above emerges, the Recipient must promptly notify the U.S. DOT Inspector General, in addition to the FTA Chief Counsel or FTA Regional Counsel for the Region in which the Recipient is located and the NCDOT. 19.Resolution of Disputes Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of the Owner. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the authorized representative of the Owner. In connection with any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the authorized representative of the Owner shall be binding upon the Contractor and the Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by the Owner, the Contractor shall continue performance under this Contract while matters in dispute are being resolved. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefor shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the Owner and the Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which the Owner is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the Owner, Architect or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. 20.Protest Procedures To ensure that protests are received and processed effectively the Purchaser shall provide written bid protest procedures upon request. In all instances information regarding the protest shall be disclosed to the N.C. Department of Transportation (NCDoT). All protest requests and decisions must be in writing. A protester must exhaust all administrative remedies with the Purchaser before pursuing remedies through the NCDoT. Reviews of protests by the NCDoT will be limited to the Purchaser’s failure to have or follow its protest procedures, or its failure to review a complaint or protest. An appeal to the NCDoT must be received by the Department within three (3) working days of the date the protester knew or should have known of the violation. An appeal to FTA must be received by the cognizant FTA regional or Headquarters Office within five (5) working days of the date the protester knew or should have known of the violation. Violations of Federal law or regulation will be handled by the complaint process stated within that law or regulation. Violations of State or local law or regulations will be under the jurisdiction of State or local authorities. 21. No Federal Government Obligations to Third Parties The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. 22. False or Fraudulent Statements or Claims (1)The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its activities in connection with this Project. Accordingly, upon execution of the underlying contract or agreement the Contractor certifies or affirms the Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may apply, the Contractor also acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986, as amended, on the Contractor to the extent the Federal Government deems appropriate. (2)The Contractor also acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, certification, assurance or representation to the Federal Government or includes a false, fictitious, or fraudulent statement or representation in any agreement involving a project authorized under 49 U.S.C. chapter 53 or any other Federal statute, the Federal Government reserves the right to impose on the Contractor the penalties of 18 U.S.C. § 1001 or other applicable Federal statute to the extent the Federal Government deems appropriate. (3)The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. 23. Record Retention and Access to Records and Reports The Contractor agrees to permit, and require its subcontractors to permit, the U.S. Secretary of Transportation, and the Comptroller General of the United States, and, to the extent appropriate, the State, or their authorized representatives, upon their request to inspect all Project work, materials, payrolls, and other data, and to audit the books, records, and accounts of the Contractor and its subcontractors pertaining to the Project, as required by 49 U.S.C. § 5325(g). Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor access to Contractor’s records and construction sites pertaining to a major capital project, defined at 49 U.S. D. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5303, 5307, 5309, 5310, 5311, 5316, or 5317. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. The State of North Carolina, Office of the State Auditor, now requires that all records now be retained for five (5) years after that date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives have disposed of all such litigation, appeals, claims or exceptions related thereto. 24.Patents and Rights in Data - CONTRACTS INVOLVING EXPERIMENTAL, DEVELOPMENTAL, OR RESEARCH WORK - ONLY A. Rights in Data - These following requirements apply to each contract involving experimental, developmental, or research work: (1)The term "subject data" used in this clause means recorded information, whether or not copyrighted, that is delivered or specified to be delivered under the contract. The term includes Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project graphic or pictorial delineation in media such as drawings or photographs; text in specifications or related performance or design-type documents; machine forms such as punched cards, magnetic tape, or computer memory printouts; and information retained in computer memory. Examples include, but are not limited to: computer software, engineering drawings and associated lists, specifications, standards, process sheets, manuals, technical reports, catalog item identifications, and related information. The term "subject data" does not include financial reports, cost analyses, and similar information incidental to contract administration. (2)The following restrictions apply to all subject data first produced in the performance of the contract to which this Attachment has been added: (a)Except for its own internal use, the Purchaser or Contractor may not publish or reproduce subject data in whole or in part, or in any manner or form, nor may the Purchaser or Contractor authorize others to do so, without the written consent of the Federal Government, until such time as the Federal Government may have either released or approved the release of such data to the public; this restriction on publication, however, does not apply to any contract with an academic institution. (b)Effective December 19, 2014, the Super circular, 2 C.F.R. part 1201 did not retain the common rule provision with respect to program income earned from license fees and royalties for patents, patent applications, and inventions produced under the Project which are developed under a research project. (c) When FTA awards Federal assistance for experimental, developmental, or research work, it is FTA's general intention to increase transportation knowledge available to the public, rather than to restrict the benefits resulting from the work to participants in that work. Therefore, unless FTA determines otherwise, the Purchaser and the Contractor performing experimental developmental, or research work required by the underlying contract to which this Attachment is added agrees to permit FTA to make available to the public, either FTA's license in the copyright to any subject data developed in the course of that contract, or a copy of the subject data first produced under the contract for which a copyright has not been obtained. If the experimental, developmental, or research work, which is the subject of the underlying contract, is not completed for any reason whatsoever, all data developed under that contract shall become subject data as defined in subsection (a) of this clause and shall be delivered as the Federal Government may direct. This subsection (e), however, does not apply to adaptations of automatic data processing equipment or programs for the Purchaser or Contractor's use whose costs are financed in whole or in part with Federal assistance provided by FTA for transportation capital projects. (d)Unless prohibited by state law, upon request by the Federal Government, the Purchaser and the Contractor agree to indemnify, save, and hold harmless the Federal Government, its officers, agents, and employees acting within the scope of their official duties against any liability, including costs and expenses, resulting from any willful or intentional violation by the -Purchaser or Contractor of proprietary rights, copyrights, or right of privacy, arising out of the publication, translation, reproduction, delivery, use, or disposition, of any data furnished under that contract. Neither the Purchaser nor the Contractor shall be required to indemnify the Federal Government for any such liability arising out of the wrongful act of any employee, official, or agents, of the Federal Government. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (e)Nothing contained in this clause on rights in data shall imply a license to the Federal Government under any patent or be construed as affecting the scope of any license or other right otherwise granted to the Federal Government under any patent. (f)Data developed by the Purchaser or Contractor and financed entirely without using Federal assistance provided by the Federal Government that has been incorporated into work required by the underlying contract to which this Attachment has been added is exempt from the requirements of subsections (b), (c), and (d) of this clause, provided that the Purchaser or Contractor identifies that data in writing at the time of delivery of the contract work (g)Unless FTA determines otherwise, the Contractor agrees to include these requirements in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance provided by FTA. (3)Unless the Federal Government later makes a contrary determination in writing, irrespective of the Contractor's status (i.e., a large business, small business, state government or state instrumentality, local government, nonprofit organization, institution of higher education, individual, etc.), the Purchaser and the Contractor agree to take the necessary actions to provide, through FTA, those rights in that invention due the Federal Government as described in U.S. Department of Commerce regulations, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," 37 C.F.R. Part 401. (4) Therefore, when the Project is completed, the Contractor agrees to provide a Project report that FTA may publish or make available for publication on the Internet. In addition, the Contractor agrees to provide other reports pertaining to the Project that FTA may request. The Contractor agrees to identify clearly any specific confidential, privileged, or proprietary information it submits to FTA. (5)The Contractor also agrees to include these requirements in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance provided by FTA. B. Patent Rights - These following requirements apply to each contract involving experimental, developmental, or research work: (1)General - If any invention, improvement, or discovery is conceived or first actually reduced to practice in the course of or under the contract to which this Attachment has been added, and that invention, improvement, or discovery is patentable under the laws of the United States of America or any foreign country, the Purchaser and Contractor agree to take actions necessary to provide immediate notice and a detailed report to the party at a higher tier until FTA is ultimately notified. (2) Unless the Federal Government later makes a contrary determination in writing, irrespective of the Contractor's status (a large business, small business, state government or state instrumentality, local government, nonprofit organization, institution of higher education, individual), the Purchaser and the Contractor agree to take the necessary actions to provide, through FTA, those rights in that invention due the Federal Government as described in U.S. Department of Commerce regulations, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," 37 C.F.R. Part 401. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (3) The Contractor also agrees to include the requirements of this clause in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance provided by FTA. 25. Privacy To the extent that the Contractor, or its subcontractors, if any, or any to their respective employees administer any system of records on behalf of the Federal Government, Contractor agrees to comply with, and assure the compliance of its subcontractors, if any, with the information restrictions and other applicable requirements of the Privacy Act of 1974, as amended, 5 U.S.C. Sect. 552, (the Privacy Act). The Contractor shall obtain the express consent of the Department and the Federal Government before the Contractor, and any subcontractors, or any of their respective employees operate a system of records on behalf of the Federal Government. Failure to do so may result in termination of the Contract and civil and criminal penalties for violation of the Privacy Act. The Contractor also agrees to include these requirements in each subcontract to administer any system of records on behalf of the Federal Government financed in whole or in part with Federal assistance provided by FTA. 26. National Intelligent Transportation Systems Architecture and Standards To the extent applicable, the Contractor agrees to conform to the National Intelligent Transportation Systems (ITS) Architecture and Standards requirements of 23 U.S.C. § 517(d), as amended by MAP-21, and follow the provisions of FTA Notice, “FTA National ITS Architecture Policy on Transit Projects,” 66 Fed. Reg. 1455 et seq., January 8, 2001, and any other implementing directives FTA may issue at a later date, except to the extent FTA determines otherwise in writing. (applicable to ITS projects) 27. Architectural, Engineering or Related Services In accordance with 49 U.S.C. § 5325(b), the Contractor agrees to comply with the following requirements pertaining to the procurement of architectural engineering or related services that will be financed with Federal assistance authorized under 49 U.S.C. chapter 53 or required by Federal law to be administered in accordance with 49 U.S.C. chapter 53: (1)When procuring architectural engineering, or related services, the Contractor agrees that it and its subcontractors at any tier will: (a)Negotiate for architectural engineering or related services in the same manner as a contract for architectural engineering, or related services is negotiated under chapter 11 of Title 40, United States Code, or (b)Comply with an equivalent State qualifications-based requirement for contracting for architectural engineering, or related services, provided the State has adopted by law such requirement before August 10, 2005. (2)Upon awarding a contract for architectural engineering or related services, the Contractor agrees that it and its subcontractors at any tier will: (a)Perform and audit the third party contract or the third party subcontract in compliance with the cost principles of the FAR as set forth in 48 C.F.R. Part 31. (b)Accept the indirect cost rates established by a cognizant Federal or State government agency in accordance with the FAR for one-year applicable accounting periods, if those rates are not currently under dispute. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (c) Will use indirect cost rates accepted by a cognizant Federal or State government agency for contract or subcontract for purposes of contract estimation, negotiation, administration, reporting, and contract payment without limitation by administrative or de facto ceilings, and (d)In compliance with 49 U.S.C. § 5325(b)(2)(D), agrees and assures that it and the members of any group of entities sharing cost or rate data described in section 17.r(2)(c) of this Master Agreement shall: 1. Notify any affected firm before requesting or using that data, 2. Maintain the confidentiality of that data, and assure that it is not accessible or provided to others, and 3. Not disclose that data under any circumstances if doing so is prohibited by 49 U.S.C. § 5325(b) or other law. 28. Seismic Safety The contractor agrees that any new building or addition to an existing building will be designed and constructed in accordance with the Earthquake Hazards Reduction Act of 1977, as amended, 42 U.S.C. § 7701 et seq., and the standards for Seismic Safety required in Department of Transportation Seismic Safety Regulations 49 C.F.R. Part 41, specifically, 49 C.F.R. § 41.117. The contractor also agrees to certify to the extent required by the regulation to ensure that all work performed under this contract including work performed by a subcontractor is in compliance with the standards required by the Seismic Safety Regulations and that the certification of compliance issued on the project and will facilitate and follow Executive Order No. 12699, “Seismic Safety of Federal and Federally-Assisted or Regulated New Building Construction,” 42 U.S.C. § 7704 note, except as the Federal Government determines otherwise in writing. (applicable to A&E contracts) 29.Supervision of Construction Competent and adequate engineering supervision will be maintained at the construction site of the Project to ensure that the completed work conforms to the approved plans and specifications. (applicable to A&E contracts) 30.State and Local Disclaimer The use of many of the suggested clauses are not governed by Federal law, but are significantly affected by State law. The language of the suggested clauses may need to be modified depending on state law, and that before the suggested clauses are used in the grantees procurement documents, the grantees should consult with their local attorney. 31. Incorporation of Federal Transit Administration (FTA) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1F, dated November 1, 2008, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project refuse to comply with any (name of grantee) requests which would cause (name of grantee) to be in violation of the FTA terms and conditions. 32. Hold Harmless Except as prohibited or otherwise limited by State law, the Contractor agrees to indemnify, save, and hold harmless the Owner of this Contract and its officers, agents, and employees acting within the scope of their official duties against any liability, including all claims, losses, costs and expenses accruing or resulting to any other person, firm, or corporation furnishing or supplying work, services, materials, or supplies in connection with the performance of this contract, and from any and all claims and losses accruing or resulting to any person, firm, or corporation that may be injured or damaged by the contractor or subcontractor in the performance of this contract and that are attributable to the negligence or intentionally tortuous acts of the contractor. The Contractor represents and warrants that it shall make no claim of any kind or nature against the Owner or it’s agents who are involved in the delivery or processing of contractor goods to the Owner. The representation and warranty in the preceding sentence shall survive the termination or expiration of this contract. 33.Safe Operation of Motor Vehicles a. Seat Belt Use. Pursuant to Executive Order No. 13043, April 16, 1997, 23 U. S. C. § 402, the Contractor is encouraged to adopt and promote on-the-job seat belt use policies and programs for its employees and other personnel that operate company-owned, rented, or personally-operated vehicles and include this provision in any third party subcontracts, leases or similar documents in connection with this project. b. Distracted Driving, Including Texting While Driving. Consistent with Executive Order No. 13513, “Federal Leadership on Reducing Text Messaging While Driving,” October 1, 2009, 23 U.S.C. Section 402 note, and DOT Order 3902.10, “Text Messaging While Driving,” December 30, 2009, FTA encourages each third party contractor to promote policies and initiatives for its employees and other personnel that adopt and promote safety policies to decrease crashes by distracted drivers, including policies to ban text messaging while driving, and to include this provision in any third party subcontract leases or similar documents in connection with this project. c. Safety. The Contractor is encouraged to: (a)Adopt and enforce workplace safety policies to decrease crashes caused by distracted drivers including policies to ban text messaging while driving— Company-owned or rented vehicles; Privately-owned vehicles when on official Project related business or when performing any work for or on behalf of the Project; or any vehicle, on or off duty, and using an electronic device. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (b)Education, awareness, and other outreach to employees about the safety risks associated with texting while driving. c.Definitions (1)“Driving” means operating a motor vehicle on a roadway, including while temporarily stationary because of traffic, a traffic light, stop sign, or otherwise. “Driving” does not include being in your vehicle (with or without the motor running) in a location off the roadway where it is safe and legal to remain stationary. (2)“Text Messaging” means reading from or entering data into any handheld or other electronic device, including for the purpose of short message service texting, e-mailing, instant messaging, obtaining navigational information, or engaging in any other form of electronic data retrieval or electronic data communication. The term does not include the use of a cell phone or other electronic device for the limited purpose of entering a telephone number to make an outgoing call or answer an incoming call, unless the practice is prohibited by State or local law. 34.Metric System To the extent required by U.S. DOT or FTA, the Contractor agrees to use the metric system of measurement in its Contract activities as may be required by 49 U.S.C. Sect. 205a et seq.; Executive Order No. 12770, "Metric Usage in Federal Government Programs," 15 U.S.C. Sect. 205a; and other regulations, guidelines and policies issued by U.S. DOT or FTA. To the extent practicable and feasible, the Contractor agrees to accept products and services with dimensions expressed in the metric system of measurement. 35. Geographic Information and Related Spatial Data. In accordance with U.S. OMB Circular A-16, “Coordination of Geographic Information and Related Spatial Data Activities,” August 19, 2002, and OMB Circular A-16, Supplemental Guidance “Geospatial Line of Business,” November 10, 2010, the Contractor agrees to implement this Project so that any activities involving spatial data and geographic information systems activities financed directly or indirectly, in whole or in part, by Federal assistance, are consistent with the National Spatial Data Infrastructure promulgated by the Federal Geographic Data Committee, except to the extent that FTA determines otherwise in writing. 36. Exclusionary or Discriminatory Specifications or Requirements The Contractor agrees that it will comply with the requirements of 49 U.S.C. Sect. 5325(h) by refraining from using any funds derived from FTA in performance of this Contract to support any sub-contracts using exclusionary or discriminatory specifications or requirements. 37. North Carolina State Ethics Requirement Pursuant to Governor Perdue’s Executive Order # 24, this section should be included in the terms and conditions of all contracts let by the Governor’s Cabinet Agencies and the Office of the Governor: Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project 1) “By Executive Order 24, issued by Governor Perdue, and N.C. G.S.§ 133-32, it is unlawful for any vendor or contractor ( i.e. architect, bidder, contractor, construction manager, design professional, engineer, landlord, offeror, seller, subcontractor, supplier, or vendor), to make gifts or to give favors to any State employee of the Governor’s Cabinet Agencies (i.e., Administration, Commerce, Correction, Crime Control and Public Safety, Cultural Resources, Environment and Natural Resources, Health and Human Services, Juvenile Justice and Delinquency Prevention, Revenue, Transportation, and the Office of the Governor). This prohibition covers those vendors and contractors who: (1)have a contract with a governmental agency; or (2)have performed under such a contract within the past year; or (3)anticipate bidding on such a contract in the future. For additional information regarding the specific requirements and exemptions, vendors and contractors are encouraged to review Executive Order 24 and G.S. Sec. 133-32. Executive Order 24 also encouraged and invited other State Agencies to implement the requirements and prohibitions of the Executive Order to their agencies. Vendors and contractors should contact other State Agencies to determine if those agencies have adopted Executive Order 24.” To be added near the signature portion of all contracts let by the Governor’s Cabinet Agencies and the Office of the Governor: “N.C.G.S. § 133-32 and Executive Order 24 prohibit the offer to, or acceptance by, any State Employee of any gift from anyone with a contract with the State, or from any person seeking to do business with the State. By execution of any response in this procurement, you attest, for your entire organization and its employees or agents, that you are not aware that any such gift has been offered, accepted, or promised by any employees of your organization.” 38. Sensitive Security Information Each third party contractor must protect, and take measures to ensure that its subcontractors at each tier protect, “sensitive security information” made available during the administration of a third party contract or subcontract to ensure compliance with “The Homeland Security Act”, as amended, specifically 49 U.S.C. Section 40119(b), The Aviation and Transportation Security Act, as amended, 49 U.S.C. § 114(r), U.S. DOT regulations, “Protection of Sensitive Security Information,” 49 C.F.R. part 15, and U.S. Department of Homeland Security, Transportation Security Administration regulations, “Protection of Sensitive Security Information,” 49 C.F.R. part 1520. 39. NC E-Verify Requirements To ensure compliance with the E-Verify requirements of the General Statutes of North Carolina, all contractors, including any subcontractors employed by the contractor(s), by submitting a bid, Qualifications or any other response, or by providing any material, equipment, supplies, services, etc., attest and affirm that they are aware and in full compliance with Article 2 of Chapter 64, (NCGS64-26(a)) relating to the E-Verify requirements by executing and submitting the E-verify Affidavit included in this Invitation for Bids as Attachment C. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project 35. Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment (a)Definitions. As used in this clause— Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet). Covered foreign country means The People’s Republic of China. Covered telecommunications equipment or services means– (1)Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities); (2)For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (3)Telecommunications or video surveillance services provided by such entities or using such equipment; or (4)Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. Critical technology means– (1)Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations; (2)Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled- (i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or (ii) For reasons relating to regional stability or surreptitious listening; (3)Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities); Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (4)Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material); (5)Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or (6)Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817). Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources. Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third- party audit. Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high. Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service. (b)Prohibition. (1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing 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 as part of any system. The Contractor is prohibited from providing to the Government 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, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. (2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract, or extending or renewing a contract, with an entity that uses 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, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. (c) Exceptions. This clause does not prohibit contractors from providing— (1)A service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 ORANGE COUNTY, NC RFP No. 367-OC5430 Design & Engineering Services - Electric Vehicle Charging Stations Grant Project (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. (d)Reporting requirement. (1) In the event the Contractor 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 contract performance, or the Contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor shall report the information in paragraph (d)(2) of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information; in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts, the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil. (2)The Contractor shall report the following information pursuant to paragraph (d)(1) of this clause (i) 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. (ii) Within 10 business days of submitting the information in paragraph (d)(2)(i) 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 Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial products or commercial services. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 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 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 AUTOSAUTOSNON-OWNEDHIRED AUTOS SCHEDULEDALL OWNED 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 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD 09/24/2024 NORTH CAROLINA INSURANCE ADVISORS 3061 Berks Way Suite 201 RALEIGH NC 27614 MARK SHAFER 919-694-1250 919-694-1252 MARK@NCINSADVISORS.COM Equagen Engineers PLLC 8045 Arco Corporate Dr Suite 220 Raleigh NC 27617 Ace Fire Underwriters Insurance Company 20702 Berkshire Hathaway Direct Insurance Company 10391 A X D97231734 05/24/2024 05/24/2025 2,000,000 2,000,000 5,000 2,000,000 4,000,000 4,000,000 A DED X D97231734 05/24/2024 05/24/2025 1,000,000 A 0 X D02029753 05/24/2024 05/24/2025 5,000,000 5,000,000 A N 71809729 10/13/2023 10/13/2024 1,000,000 1,000,000 1,000,000 B Professional Liability (Errors & Omissions): Claims-Made N9PL609892 05/24/2024 05/24/2025 Per Occurrence $2,000,000 Aggregate $2,000,000 A Cyber Liability Coverage Policy # D9723825A Limit $1,000,000 Deductible $2,500 Effective 5/27/2024 - 5/27/2025 Engineering & Consulting Services Certificate Holder is included as additional insured in regard to General Liability and Auto Liability when required by Written Contract. Orange County, North Carolina 300 West Tryon Street Hillsborough NC 27278 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 From: Christopher LeFevre [Chris.LeFevre@equagen.com] To: Nishith Trivedi [ntrivedi@orangecountync.gov], Moti KC [moti.kc@equagen.com] Subject: [EXTERNAL MAIL!] Re: [EXTERNAL MAIL!] Reminder: Complete with Docusign: OCTS - Design Engineering EV Inf.pdf Sent: Tue 11/12/2024 11:02 AM GMT-08:00 Importance: Normal Nishith, here you go. this shows our workman's comp through Oct 2025. Thanks, Christopher LeFevre Business Development Manager Phone: 919-624-0194 Email: <mailto:moti.kc@equagen.com> Chris.lefevre@equagen.com <mailto:Chris.lefevre@equagen.com> Web: www.equagen.com <https://urldefense.com/v3/__http://www.equagen.com/__;!!BRblJqMRC2tk!Rn1hb_apPS _YLDuK5- CC5sThfRzz4euH8P1vVcEh7Vv8kKoXESPc89RqXKwLR7MoakMquvCIAP6BCZHbe_ROo1Lgafcv- niAWg$> 8045 Arco Corporate Dr, Ste 220 Raleigh, NC 27617 ________________________________ From: Nishith Trivedi <ntrivedi@orangecountync.gov> Sent: Tuesday, November 12, 2024 12:18 PM To: Christopher LeFevre <Chris.LeFevre@equagen.com> Subject: FW: [EXTERNAL MAIL!] Reminder: Complete with Docusign: OCTS - Design Engineering EV Inf.pdf Christopher, Terribly sorry for the delay in getting our signatures to you but seems we need an updated COI to complete our signatures. Could you get it to me? Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Thank you. Nish From: Melissa Tegeder <mtegeder@orangecountync.gov> Sent: Tuesday, November 12, 2024 12:12 PM To: Nishith Trivedi <ntrivedi@orangecountync.gov> Subject: FW: [EXTERNAL MAIL!] Reminder: Complete with Docusign: OCTS - Design Engineering EV Inf.pdf Hi Nish, There Wcomp policy is out of date. Please have them provide a new COI. Once it comes through, you don’t need to void the contract. Just add it to the existing one and let me know when that happens so I can sign the contract. Melissa Tegeder Risk Management Director “Human Error is not a cause, it’s a consequence.” 131 W Margaret Street,3rd Floor, Hillsborough, NC 27278 (919) 245-2155 www.orangecountync.gov <http://www.orangecountync.gov> CONFIDENTIALITY NOTICE: All email messages, including any attachments, generated from or received by this account are the property of Orange County Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 Government and as such are considered public domain and are subject to the North Carolina Public Records Law. Certain confidential information may be transmitted and any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact the sender by reply email and destroy all copies of the original message. From: DocuSign System <dse@docusign.net <mailto:dse@docusign.net> > Sent: Monday, November 11, 2024 2:29 AM To: Melissa Tegeder <mtegeder@orangecountync.gov <mailto:mtegeder@orangecountync.gov> > Subject: [EXTERNAL MAIL!] Reminder: Complete with Docusign: OCTS - Design Engineering EV Inf.pdf Nishith Trivedi sent you a document to review and sign. REVIEW DOCUMENT <https://urldefense.com/v3/__https:/www.docusign.net/signing/emails/v1- 1fdcccd041d24f32a9fa2646daae53981f055c0080ed49c3960679c39cc0a5f8__;!!BRblJqMRC2t k!Rq1V-5Ma0LRuj-fc-5wORdejGG3llg9zX6EzGsAw6SmLdTjXLLQRqIsjAiOF- dV4uBlnNWq6XYMSGSfGkaBzcA$> Nishith Trivedi ntrivedi@orangecountync.gov <mailto:ntrivedi@orangecountync.gov> Orange County Transportation Service contract with EqueGen Engineering for Design and Engineering services necessary to construct a Transit EV Infrastructure. This is part of an FTA/NCDOT 5339 (b) discretionary grant. Powered by Do Not Share This Email This email contains a secure link to Docusign. 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Download the Docusign App <https://urldefense.com/v3/__https:/www.docusign.com/features-and- benefits/mobile?utm_campaign=GBL_XX_DBU_UPS_2211_SignNotificationEmailFooter&utm _medium=product&utm_source=postsend__;!!BRblJqMRC2tk!Rq1V-5Ma0LRuj-fc- 5wORdejGG3llg9zX6EzGsAw6SmLdTjXLLQRqIsjAiOF-dV4uBlnNWq6XYMSGSdvwe9JwQ$> This message was sent to you by Nishith Trivedi who is using the Docusign Electronic Signature Service. If you would rather not receive email from this sender you may contact the sender with your request. Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629 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 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 AUTOSAUTOSNON-OWNEDHIRED AUTOS SCHEDULEDALL OWNED 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 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD 11/12/2024 NORTH CAROLINA INSURANCE ADVISORS 3061 Berks Way Suite 201 RALEIGH NC 27614 MARK SHAFER 919-694-1250 919-694-1252 MARK@NCINSADVISORS.COM Equagen Engineers PLLC 8045 Arco Corporate Dr Suite 220 Raleigh NC 27617 Ace Fire Underwriters Insurance Company 20702 Berkshire Hathaway Direct Insurance Company 10391 A X D97231734 05/24/2024 05/24/2025 2,000,000 2,000,000 5,000 2,000,000 4,000,000 4,000,000 A DED X D97231734 05/24/2024 05/24/2025 1,000,000 A 0 X D02029753 05/24/2024 05/24/2025 5,000,000 5,000,000 A N 71809729 10/13/2024 10/13/2025 1,000,000 1,000,000 1,000,000 B Professional Liability (Errors & Omissions): Claims-Made N9PL609892 05/24/2024 05/24/2025 Per Occurrence $2,000,000 Aggregate $2,000,000 A Cyber Liability Coverage Policy # D9723825A Limit $1,000,000 Deductible $2,500 Effective 5/27/2024 - 5/27/2025 Engineering & Consulting Services Certificate Holder is included as additional insured in regard to General Liability and Auto Liability when required by Written Contract. Orange County, North Carolina 300 West Tryon Street Hillsborough NC 27278 Docusign Envelope ID: C9F02BE8-AE2A-4BE1-874D-0AE2AA324629