2015-175-E AMS - ProNet Systems, Inc. to provide and install additional card readers at Whitted Human Services Center $4,758

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DocuSign Envelope ID:Al C83FEE-31 EA-4804-A792-98DFA71 B8DC2 [Departmental Use Only] TITLE W'hitted Addt'll Readers FY 2015 01".NGE COUNTY CONTRACT UNDER $15,000.00 NORTH ORTH CAROLINA THIS AGREEMENT, made and entered into this I st day of'April, 2015, ("Effective Date") by and between Orange County, North Carolina, a body politic and corporate organized under the laws Of tile State ot'North Carolina, (the "County"), party of the first part; and ProNet Systelu.S, [tic, (the "Provider"), party of the second part; WITNESSETH: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the following services to the County in accordance with the terms of this Agreement, time being of the essence: The services and/or materials (hereinafter referred to collectively as "Services") to be furnished under this Agreement are as follows: provide and install additional card readers to exterior doors at Whitted Human Services Center, including relocating lockset on existing door, as detailed in quote Q020615 included. The term of this agreement rendered shall be from Apt-it 1, 2015 to April 30,2015, Provider represents arid 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 to the satisfaction of the County. Provider shall be responsible for all errors or omissions, 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. Provider agrees that Provider shall ricit sub-contract any of' the services to be provided in this Agreement, nor shall Provider assign any right or responsibility granted or required by this Agreement,without the prior written approval Of tile County. SPECIFIC TERMS I Payniquit: 'The County agrees to pay at the rates specified for Set-vices satisfactorily performed in accord with this Agreement. The amount to be paid by the County shall not exceed four thousand seven hundred fifty eight dollars and four cents, ($4,758,04). Payment shall be made within thirty (30) clays of an invoice properly submitted to COLInty. Should Provider fail to perl'onit its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. 2, Non- wajver: Failure by County at any time to require the performance by Provider of an), of the provisions hereof shall in no Nvay waive or affect the County's right hereunder to enforce the same, not- shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or a waiver of this Non-Waiver Clause. I Independent Contractor: The Provider shall operate as an independent contractor and the County shall not be responsible for any of the Provider's acts or omissions. The Provider shall not be treated as an employee with respect to the Services pet-formed hereunder for federal or state tax, unemployment or workers' compensation purposes. The Provider understands that neither Federal, nor state, nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees,of the Provider. 4. Irasaraaatuce Provider shall obtain, at its sole expense, Commercial General I.Jability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may Revised 10/14 1