NCS000423_FS 11 Proposal_20220210 (2)

May 5, 2021
Mr. Clint Shoaf
Engineering Manager
City of Concord
635 Alfred Brown Jr Court
Concord, North Carolina 28025
Re: Proposal for Stormwater Maintenance and Repairs
Concord Fire Station #11
8695 Weddington Road
Concord, North Carolina
Apex Proposal No.: 3154614851
Dear Mr. Shoaf:
Apex Companies, LLC (Apex) is pleased to present this proposal to the City of Concord to complete
the maintenance and repairs of on -site stormwater control measures (SCM), including the sand filter, dry
detention basin, and several inlets at the above referenced location. The scope of work below includes
deficiencies that were observed during the inspection of the on -site SCMs conducted by Apex on June 4,
2019 (Attachment A) and the follow-up walkthrough with Apex and Clint Shoaf (City of Concord) on March
11, 2021 (Attachment B). No work other than that described below will be completed on -site without prior
approval.
This proposal does not include repairs to the existing facility other than those outlined in the scope
of work. Apex recommends performing the stormwater maintenance and repair work outlined in this
proposal concurrently with the separate proposal for the stormwater maintenance repair of the Concord
Fire Station #9. In the event that further inspection reveals the need for additional work, Apex will notify the
City of Concord immediately and provide an estimate to complete that work.
If the outlined terms are agreeable, please sign and return the attached Proposal/Contract for
Services to indicate your acceptance. Receipt of the signed Proposal/Contract for Services will constitute
formal notice to proceed.
Apex appreciates the opportunity to be of continued service to the City of Concord in stormwater
related issues. If you have any questions or comments, please feel free to contact me at 704-621-2240 or
[e-mail].
Sincerely,
APEX COMPANIES, LLC
ZE
Emily Gibson
Project Manager
Enclosures
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CITY OF CONCORD and APEX COMPANIES LLC
Master Terms and Conditions - June 2020
SCOPE OF WORK:
Task 1 - Sand Filter and Detention Basin
• Mobilize personnel to the site
• Document existing conditions
• Using a combination of hand tools, all overgrown vegetation within the basin, including around all
three infall pipes, on the bottom of both the sand filter and dry detention basin, along the inner SCM
embankments, and outfall will be cut to appropriate levels.
• Using a 3" pump, all standing water observed in the sand filter and detention basin at the time of
the maintenance and repairs will be pumped into the outlet control structure (OCS) for ease of
access.
• Cut vegetation will be spread on -site to cover grass seed used for final stabilization.
• All cut vegetation that cannot be spread on -site will be loaded into dumpsters for off -site disposal.
Depending on the timing of the project, the cut vegetation will either be disposed of at a landfill or
a wood waste recycling facility.
• Using a combination of hand tools and a mini excavator, all channeling and erosion observed within
in the basin/sand filter, at the eroded concrete infall pipes, the sides of the western -most riprap
flume, and in the outfall area will be regraded, compacted, and stabilized.
• Riprap stone dissipator aprons will be installed to both concrete infall pipes as needed to slow water
velocity and the outfall riprap dissipator will be refreshed with riprap as necessary.
• The filter sand medium will be tilled, using a self-propelled tiller and refreshed with new sand as
needed.
• Bare spots within the basin, in the forebay, and on the headwall will be seeded and covered with
erosion control matting.
• All areas disturbed during the completion of this task will be seeded and covered with a combination
of mulch, straw, and erosion control matting so final stabilization can be achieved.
• Clean and demobilize from the site.
• Prepare City of Concord inspection forms to be sealed by a licensed North Carolina Professional
Engineer and work completion report.
• Submit sealed reports to the City of Concord via online submission system and e-mail transmission
and work completion report to the City of Concord.
Assumptions:
Pricing is based on the following assumptions:
• Apex will have free and unimpeded access to the location.
• No permits are required to complete outline scope of work.
• Scheduling will be weather dependent.
• Utilities will not interfere with site work and heavy equipment operation.
• All trash collected from basins as part of this work can be disposed of in the facility's solid waste
dumpster.
• Assumes removed material is considered non -hazardous and can be disposed of at local facilities
without additional charges.
• The proposed work will be completed in two working days.
• The proposal includes weekly watering of the restored areas for a period of up to six weeks or until
grass becomes established and assumes that water is available from the facility. If water is not
available there will be an additional charge of $150/week.
• The proposal does not include vegetation maintenance which is defined as post -repair mowing,
cutting or trimming. If these services are desired, a separate proposal will be submitted.
Project Lump Sum Total: $11,596.91
PROPOSAL/CONTRACT FOR SERVICES
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CITY OF CONCORD and APEX COMPANIES LLC
Master Terms and Conditions - June 2020
To: Mr. Clint Shoaf Date: May 5, 2021
Engineering Manager
City of Concord Page: 1 of 1
635 Alfred Brown Jr Court
Concord, NC 28025
SERVICES TO BE PERFORMED:
Apex Companies, LLC will perform the maintenance and repair activities on the stormwater facilities
for City of Concord Fire Station #11 located at 8695 Weddington Road, Concord, North Carolina. All work
to be completed in accordance with the attached outlined scope of work.
SUBMITTED BY:
Apex Companies, LLC
Authorized Signature
Name: Emily Gibson
Title: Project Manager
Date: May 5, 2021
Total Lump Sum Cost:
ACCEPTED FOR CLIENT BY:
City of Concord
Authorized Signature
Name:
Title:
Date:
This price quotation is valid for a period of 60 days from the date of this proposal. This Proposal is subject
to, and the Services hereunder shall be performed in accordance with, the terms and provisions of that
certain Agreement of Master Terms and Conditions with an Effective Date of , 20
by and between Client and Apex, which are incorporated herein by reference and made a part of
this Proposal.
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CITY OF CONCORD and APEX COMPANIES LLC
Master Terms and Conditions - June 2020
This Agreement is made and entered into by and between City of Concord ("Client") and Apex Companies,
LLC, hereinafter ("Apex") as of the day of , 20 ("Effective Date"). The Terms and
Conditions set forth herein govern the work described in the proposal prepared by Apex ("Proposal") of
which these Terms and Conditions are a part thereof. The term of this Agreement shall be for one year from
the Effective Date of this Agreement and shall renew for successive one year periods unless terminated by
written notice to the other party at least thirty (30) days prior to the annual renewal date or as otherwise
provided herein. Fees may be adjusted annually or as otherwise set forth in the applicable Proposal.
Notwithstanding anything to the contrary herein contained, execution of this Agreement shall not obligate
Client or Apex to execute any Proposals.
RECITALS
Apex is in the business of providing professional engineering, technical, analytical and consulting
services (collectively, "Services"). Client and Apex desire to enter into this Agreement to agree upon the
terms and conditions that will govern any Proposals entered into by the parties, pursuant to which Client
retains Apex to provide certain Services.
NOW, THEREFORE, in consideration of the mutual agreements, representations, promises and
covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties agree as follows:
SCOPE OF SERVICES; ACCESS TO PROPERTY; SITE CONDITIONS.
(a) Scope of Services — The scope of Services to be provided by Apex for Client shall be
specified in the Proposal. Apex's employees shall not be retained as expert witnesses except by separate
written agreement. Client agrees to pay Apex's legal expenses, administrative costs and fees pursuant to
Apex's then current fee schedule for Apex to respond to any subpoena.
(b) Access to Property; Permits - Client grants or shall obtain for Apex, its subcontractors,
affiliates, agents, directors, officers, and employees (individually, an "Apex Party", and collectively, "Apex
Parties") authority to enter upon Client's property and the property of others and shall provide all access as
necessary, including access for all necessary equipment, to perform the Services. Client warrants that it
has obtained (or will obtain prior to performance of the Services) all necessary permits required in
connection with the performance of the Services.
(c) Site Conditions — Client hereby acknowledges and agrees that (i) Apex is not, and has no
responsibility as an owner, handler, generator, operator, treater, storer, arranger, transporter or disposer of
hazardous or toxic substances found or identified during the performance of the Services; and (ii) Client
shall undertake to arrange for the handling, removal, treatment, storage, transportation, and disposal of
hazardous substances or constituents found or identified. Client further acknowledges and agrees that (i)
Client may be requesting Apex to undertake services or work for the benefit of Client involving the presence
or potential presence of hazardous substances; and (ii) Apex may be exposed to claims arising out of, or
involving actual, alleged, or threatened discharge, disposal or release or escape of hazardous or potentially
hazardous pollutants including, but not limited to, solid, liquid, gaseous or thermal irritants or contaminants
including smoke, water, vapor, soot, fumes, acids, alkalies, chemicals, wastes, and waste materials, and
Client understands and agrees that Apex shall only be responsible for losses which directly result from
Apex's negligence.
APEX'S RESPONSIBILITIES; COMPENSATION; TERMS OF PAYMENT.
(a) Apex's Responsibilities - Except as otherwise provided in a specific Proposal, Apex shall
furnish all labor, materials, tools, equipment and supervision necessary to perform the Services. Apex shall
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be responsible for the means and methods used in performing the Services and shall be responsible only
for its activities and those of the Apex Parties.
(b) Compensation - Client shall pay Apex, as compensation for Services, the fees and costs
specified in the applicable Proposal.
(C) Terms of Payment - All billing and expense submissions shall be submitted by Apex to
Client on a monthly basis. If Client objects to all or any portion of any invoice, Client shall so notify Apex
in writing within fifteen (15) days after Client's receipt of such invoice, giving the reasons for Client's
objection. The parties shall cooperate in good faith to resolve any disputed invoice amounts as
expeditiously as possible. Payment on undisputed invoice amounts is due upon receipt of invoice by Client
and is past due thirty (30) days from the date of the invoice. Client shall pay an additional charge of one
and one-half percent (1.5%) per month on past due accounts. If requested by Client in writing, Apex shall
provide appropriate lien waivers from Apex and, if applicable, its subcontractors and affiliates, for Services
performed, contingent upon receipt of payment in full for such Services. Note: There will be a 3% fee
charged to Client in addition to the invoiced amount for any payments made by credit card. Client agrees
to pay attorneys' fees, legal costs and all other collection costs incurred by Apex in pursuit of past due
payment.
3. INDEPENDENT CONTRACTOR. Apex shall act solely as an independent contractor in performing
the Services, and nothing in this Agreement shall at any time be construed to create the relationship of employer and
employee, principal and agent, partners or joint ventures between Client and Apex. Except as otherwise provided
in this Agreement or in a specific Proposal under which Apex is performing Services, Apex shall have no right or
authority to act for Client. Apex shall be solely responsible for the compensation, benefits, contributions and taxes,
if any, of Apex and its employees.
4. CONFIDENTIALITY. Each party shall use commercially reasonable efforts to keep confidential all
data and information furnished by the other party under this Agreement. This confidentiality obligation shall not apply
to data or information: (i) within the public domain; (ii) previously known to the receiving party prior to its disclosure;
(iii) obtained from third parties without violating any confidentiality agreement; (iv) required, in the opinion of legal
counsel, to be produced by any law, subpoena, or court order; or (v) required, in the opinion of legal counsel, to be
produced in the defense of any claim. If, in the opinion of legal counsel, a party is required to produce information by
subpoena or court order, such party shall first provide prompt notice to the other party in order to allow the party an
opportunity to seek a protective order or other appropriate remedy. Client agrees that Apex shall be permitted to use
Client's name and logos in Apex's marketing materials unless advised or prohibited against it by the Client in writing.
The technical and pricing information contained in any proposal or other documents submitted to Client by Apex is
to be considered confidential and proprietary and shall not be released or disclosed to a third party without Apex's
written consent. All confidential or proprietary reports, drawings, specifications and other technical documents
provided to Apex by Client pursuant to this Agreement shall be treated as confidential, and Apex shall not disclose
such materials, or any contents thereof, to others without Client's prior written consent. All such materials shall be
returned to Client on request. Each party shall make its respective agents, directors, officers, employees and
affiliates having access to such materials aware of this obligation of confidentiality.
5. INSURANCE. Apex, at its expense, shall provide and maintain in effect at all times during the term
of this Agreement the following insurance, with limits of liability not less than stated below:
(a) Worker's Compensation, Occupational Disease, Employer's Liability, Disability Benefit and other
similar employee benefit insurance in compliance with the statutory limits of the state where the Services are being
performed.
(b) Comprehensive General Liability Insurance providing a minimum combined single limit for bodily
injury (including death) and property damage of $1,000,000. Such insurance shall include Client as an additional
insured for activities arising out of the performance of the Services if so requested by Client.
(C) Comprehensive Automobile Liability Insurance providing a minimum combined single limit for
bodily injury (including death) and property damage of $1,000,000.
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(d) Professional Liability/Errors and Omissions Insurance with a minimum limit of $1,000,000 per any
one claim and in the aggregate.
6. DATA AND INFORMATION; OWNERSHIP OF DOCUMENTS.
(a) Client Data and Information - Client shall provide to Apex all the reports, data,
studies, plans, specifications, documents and other information which are relevant to the
Services. Apex shall be entitled to rely upon the reports, data, studies, plans, specifications,
documents and other information provided by Client or others in performing the Services and,
Apex assumes no responsibility or liability for the accuracy or completeness of such. Client
waives any claim against Apex, and agrees to defend, indemnify and hold Apex harmless from
any claim or liability for injury or loss allegedly arising from errors, omissions, or inaccuracies in
reports, data, studies, plans, specifications, documents or other information provided to Apex by
Client.
(b) Apex Data and Information - If the Services include the collection of samples
and data relative to Client's contemplated purchase, sale or development of certain property,
then the Services are performed by Apex with Client's understanding of the subsurface risks.
Therefore, although Apex will be responsible for data which is directly the product of its sampling
effort, Apex will not be responsible for the independent conclusions, interpretations,
interpolations and/or decisions of Client, or others, which are the result of this effort. Apex does
not undertake any Services which would result in any recommendation, advice or direction by
Apex as to whether Client should or should not proceed to purchase, sell or develop the site in
question, but it is understood that Client intends to utilize the data provided by Apex to make its
own independent judgment in this respect.
(c) Ownership of Documents - All plans, studies, documents and other writings
prepared by Apex or an Apex Party in the course of implementing this Agreement shall remain
the property of Apex, until full payment of services is received. Client acknowledges that all
intellectual property rights related to the performance of the Agreement, including but not limited
to the names, service marks, trademarks, inventions, logos and copyrights of Apex and its
affiliates, (collectively, the "Rights") are and shall remain the sole property of Apex or its affiliates
and shall not be used by Client, except solely to the extent that Client obtains the prior written
approval of Apex and then only in the manner prescribed by Apex. If Apex terminates the
Agreement in accordance with the provisions hereof, any such license granted by Apex to the
Client, prior to termination and payment of fees, shall continue. Apex may, however, retain one
archival copy of all reports delivered to Client and of all working papers necessary to support
Apex analysis, conclusions, or recommendations.
7. STANDARD OF CARE; INDEMNITY.
(a) Standard of Care - Apex shall perform the Services in a competent, professional manner,
consistent with the customary standards of performance by professionals in Apex's profession performing
under similar conditions at the same time and locality. Client acknowledges and agrees that Apex has made
no other implied or expressed representation, warranty, or condition with respect to the Services performed
or provided in accordance with this Agreement.
(b) Indemnity - The following indemnity provisions shall control this Agreement:
(1) Subject to the limitation of liability set forth in paragraph (3) below, Apex shall indemnify
and hold Client and its agents, officers, directors, and employees (individually, a "Client Party" and
collectively, "Client Parties") harmless from and against any and all claims, liabilities, damages, demands,
losses, costs and expenses, including reasonable attorneys' fees and court costs, to the extent directly and
proximately caused by : (i) the negligent or wrongful acts or omissions of Apex or an Apex Party while
performing the Services; or (ii) any breach of this Agreement by Apex. Apex's indemnification obligation
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CITY OF CONCORD and APEX COMPANIES LLC
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shall not arise until an actual finding of negligence or the parties agree prior to an actual finding of
negligence.
(2) Client shall indemnify, defend and hold Apex and the Apex Parties harmless from and
against any and all claims, liabilities, damages, demands, losses, costs and expenses, including reasonable
attorneys' fees and court costs, to the extent attributable to: (i) the negligent or wrongful acts or omissions
of Client or a Client Party; or (iii) any breach of this Agreement by Client.
(3) Notwithstanding anything else in this Agreement to the contrary, the total aggregate liability
of Apex and Apex Parties hereunder shall not exceed the greater of (i) $50,000 or (ii) Apex's total fee
(excluding expense reimbursements) paid for the applicable Services during the immediately preceding
twelve (12) month period.
(4) In the event liability is shared by the parties to this Agreement, each party shall contribute
in the amount of its proportionate share for all actions, claims, liability, damages, losses, expenses or
judgments. Apex's indemnification obligation shall not arise until an actual finding of negligence or the
parties agree prior to an actual finding of negligence.
(5) In no event shall either party be liable or responsible to the other for lost revenues, lost
profits, cost of capital, claims of customers, or other special, indirect, incidental, punitive or consequential
damages.
8. FORCE MAJEURE. Except for Client's obligation to pay Apex for Services rendered, no
liability shall attach to either party from delay in performance or nonperformance caused by circumstances
beyond the control of the party affected, including without limitation acts of God, fire, flood, explosion, war,
sabotage, labor disputes or shortages, accidents, pandemics, epidemics, action or demand of
governmental authority, inability to obtain power, material, equipment or transportation, injunction, labor
strikes, and any other similar or dissimilar contingency. An event of force majeure shall extend the
completion date of any obligation specified in a Proposal for a time equal to the time the event of force
majeure is in existence.
9. CHANGE ORDERS. Following execution of a Proposal, Client may at any time, by written
notice to Apex (a "Change Order"), request in good faith changes to the Services covered by such Proposal,
consisting of additions, deletions, substitutions or other revisions. Any such additions, deletions,
substitutions or other revisions that modify the obligations of Apex must be agreed upon in writing by the
parties (along with any adjustment in the compensation to Apex or timing of completion required thereby)
before Apex shall proceed with such additions, deletions, substitutions or other revisions. If after a good
faith effort by Apex to negotiate modifications to the scope of Services, the schedule, and/or the cost
estimate, an agreement has not been reached with the Client, then Apex shall have the right to terminate
the applicable Proposal upon written notice to the Client, and Client shall pay Apex for all Services
performed and expenses incurred through the date of termination.
10. TERMINATION. Either party may terminate this Agreement at any time and for any reason,
upon thirty (30) days prior written notice to the other party. Client shall pay Apex for all Services performed
and all expenses incurred in performing the Services prior to any such termination of this Agreement plus
all reasonable demobilization costs incurred by Apex if Client terminates this Agreement before Apex has
completed its Services. In addition to and/or in lieu of terminating this Agreement, if Client has failed to act
on an application for payment from Apex within thirty (30) days after it is submitted, Apex shall have the
right to suspend all Services, without prejudice, upon seven (7) days' prior written notice to Client until Apex
has received payment of all amounts then due. All reasonable demobilization and other costs incurred by
Apex as the result of any such suspension will be paid by Client.
11. SUBSURFACE OPERATIONS. Client shall provide Apex with the identity and location of
all subsurface structures, utilities and obstructions known to Client at the applicable property locations.
Client agrees to indemnify, defend and hold Apex and the Apex Parties harmless from and against any and
all damages, delays, costs, injuries, death, or any claims or demands or causes of action for any of the
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foregoing, including costs of defense, arising from associated with any subsurface structures, utilities or
obstructions that were not called to Apex's attention and correctly shown on the plans furnished to Apex.
Client waives any claim against Apex, and agrees to defend, indemnify, and hold Apex harmless from any
claim or liability for injury or loss of any party, including costs of defense, arising from damage done to
subterranean structures and utilities not called to Apex's attention or accurately located. In addition, Client
agrees to compensate Apex for any time spent or expenses incurred by Apex in defense of any such claim
with compensation to be based upon Apex's prevailing fee schedule and expense reimbursement policy.
12. WASTE MATERIALS.
(a) Removal of Non -Hazardous Waste - If requested by Client in writing, Apex will remove
surplus non -hazardous unregulated waste materials generated by Apex in the course of performing the
Services, and will lawfully dispose of same, unless otherwise specified by Client in writing. Except for
samples collected or obtained by Apex, Apex shall have no obligation to remove or dispose of hazardous
materials from sites where Services are performed, except to the extent that such materials are brought
onto the site by Apex or an Apex Party.
(b) Contamination - Client acknowledges that it is impossible for Apex to know the exact
composition of a site's subsurface, even after conducting a comprehensive exploratory program. As a
result, there is a risk that drilling and sampling may result in contamination of certain subsurface areas.
Although Apex will take reasonable precautions to avoid such an occurrence, Client waives any claim
against, and agrees to defend, indemnify and save Apex harmless from any claim or liability for injury or
loss which may arise as a result of subsurface contamination caused by drilling, sampling, or monitoring
well installation. In addition, Client agrees to compensate Apex for any time spent or expenses incurred by
Apex in defense of any such claim with compensation to be based upon Apex's prevailing fee schedule and
expense reimbursement policy.
(c) Pre -Existing Waste - As used herein, the term "Pre -Existing Waste" shall mean any
hazardous or non -hazardous wastes, substances or materials existing at the applicable sites prior to the
date that Services are initiated. Client hereby warrants that, if it knows or has any reason to assume or
suspect that hazardous materials may exist at the project site, it has so informed Apex. If applicable to the
Services, Client shall furnish to Apex all documents and information known to Client that relate to the
identity, location, quantity, nature or characteristics of any hazardous materials or suspected hazardous
materials, on or under the site. Upon request, Apex may assist Client in the proper handling, storage,
transportation and/or disposal of Pre -Existing Waste in accordance with applicable federal, state and local
laws and regulations. Client shall provide appropriate disposal identification numbers, select the disposal
site(s) and sign all required manifests, disposal contracts and other documentation necessary to allow Apex
to complete such Services in a timely manner. Client agrees to look solely to the disposal facility and/or
transportation concern for any damages arising from improper transportation or disposal of Pre -Existing
Waste. In no event shall Apex take title to or be liable for disposal or remediation costs associated with
Pre -Existing Waste.
(d) Discovery of Hazardous Waste - Client recognizes that anticipated or unanticipated
hazardous materials or suspected hazardous materials may be discovered on the project site property,
whether or not owned by Client, or on any adjacent property to the site. Client recognizes that it is Client's
responsibility, and not Apex's, to inform the Owner of any affected property not owned by Client of such
discovery. Client also recognizes that any such discovery may result in a significant reduction of the
property's value. Client agrees that discovery of unanticipated hazardous materials may constitute a
changed condition for which Apex shall be fairly compensated. If after a good faith effort by Apex to
negotiate modifications to the scope of Services, the schedule, and/or the cost estimate, an agreement
has not been reached with the Client, then Apex shall have the right to terminate the applicable Proposal
upon written notice to the Client.
13. NON -SOLICITATION OF EMPLOYEES. During the term of this Agreement, and for a
period of two (2) years thereafter, neither party shall, directly or indirectly, for such party's own benefit or
for the benefit of others, solicit for hire as an employee, consultant or otherwise any of the other party's
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personnel who have performed Services under this Agreement, without the other party's express written
consent. The parties further agree that loss of any such employee would involve considerable financial loss
of an amount that could not be readily established. Therefore, in the event that a party should breach this
provision and without limiting any other remedy that may be available the breaching party shall pay a sum
equal to the employee's current annual salary plus 12 additional months of the employee's current annual
salary for training of a new employee as liquidated damages. For the avoidance of doubt, newspaper,
periodical or Internet -based listings of employment opportunities by a party shall not be considered
solicitation of an employee of the other party.
14. CONTROLLING AGREEMENT; MODIFICATION. Any terms and conditions contained in
Client's solicitation of proposals, scope of work descriptions, purchase orders, compensation transmittals
or any other subordinate agreements (each, a "Subordinate Agreement") that are inconsistent with any
terms and conditions contained in this Agreement shall be superseded and governed by this Agreement.
This Agreement, including all attachments, contains the entire understanding between the parties with
respect to the subject matter hereof, and all prior or contemporaneous promises, representations,
agreements or understandings are expressly merged herein and superseded hereby. This Agreement may
not be modified, altered, amended or revoked except in writing duly executed by both parties.
15. NOTICES. Any notice required or permitted to be given hereunder shall be in writing, and
shall be either personally delivered to the party to whom it is to be sent, or sent by overnight courier service
(such as Federal Express) or by U.S. certified or registered mail, return receipt requested, postage prepaid,
to the respective addresses of the parties set forth below:
If to Client:
Attn:
Facsimile No
If to Apex:
Apex Companies, LLC
15850 Crabbs Branch Way
Suite 200
Rockville, Maryland 20855
Attn: President
Facsimile No.: [phone]
or to such other place as Client or Apex may from time designate by notice to the other. Any such notice shall be
deemed given and effective upon receipt thereof by the party to which it is to be sent, provided, however, that (i)
notice sent by overnight courier service shall be deemed given and effective upon the next business day after such
notice is delivered to or picked up by the overnight courier service, and (ii) notice sent by certified or registered mail
shall be deemed given and effective upon the third business day after mailing.
16. GOVERNING LAW; VENUE. This Agreement shall be deemed to be made under and construed
in accordance with the laws of the State of Maryland. Each party irrevocably submits to the nonexclusive jurisdiction
of any Federal or state court sitting in Montgomery County, Maryland, over any suit, action or proceeding arising out
of or relating to the Agreement.
17. DISPUTE RESOLUTION; WAIVER OF JURY TRIAL. All claims, disputes, controversies or
matters in question arising out of, or relating to, this Agreement or any breach thereof, including but not limited to
disputes arising out of alleged design defects, breaches of contract, errors, omissions, or acts of professional
negligence, except those disputes which arise out of or are related to collection matters or fees alone under this
Agreement, (collectively "Disputes") shall be submitted to mediation before and as a condition precedent to pursuing
any other remedy. Upon written request by either party to this Agreement for mediation of any dispute, Client and
Apex shall select a neutral mediator by mutual agreement. Such selection shall be made within ten (10) calendar
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days of the date of receipt by the other party of the written request for mediation. In the event of failure to reach such
agreement or in any instance when the selected mediator is unable or unwilling to serve and a replacement mediator
cannot be agreed upon by Client and Apex within ten (10) calendar days, a mediator shall be chosen as specified in
the Mediation Rules of the American Arbitration Association then in effect, or any other appropriate rules upon which
the parties may agree. Any cause of action brought against Apex shall be brought within one (1) year of the work or
services performed under this Agreement. If Client makes a claim against Apex for any alleged error, omission, or
other act arising out of the performance of its professional services, then to the extent the Client fails to prove such
claim, Client shall pay all costs including attorney's fees incurred by Apex in defending the claim. Each party waives
its right to a jury trial in any court action arising between the parties, whether under this Agreement or otherwise
related to the work being performed under this Agreement.
18. Prevailing Wage, This Agreement and any Proposals specifically exclude compliance
with any project labor agreement or other union or apprenticeship requirements. In addition, unless explicitly
agreed to in the body of the proposal, this Agreement and any Proposals specifically exclude compliance
with any State or Federal prevailing wage law or associated requirements, including the Davis Bacon Act.
Due to the professional nature of its services, Apex is generally exempt from the Davis Bacon Act and other
prevailing wage schemes. It is agreed that no applicable prevailing wage classification or wage rate has
been provided to Apex, and that all wages and cost estimates contained herein are based solely upon
standard, no -prevailing wage rates. Should it later be determined by the Client or any applicable agency
that in fact prevailing wage applies, then it is agreed that the contract value of the applicable Proposal shall
be equitably adjusted to account for such changed circumstance. These exclusions shall survive the
completion of any Services and shall be merged into any subsequently executed documents between the
parties, regardless of the terms of such agreement. Client will reimburse, defend, indemnify and hold
harmless Apex from any liability resulting from a subsequent determination that prevailing wage regulations
cover the Services, including all costs, fines and reasonable attorney's fees.
19. LIMITATION/DISCLAIMER (MOLD). When Services include mold survey/inspection services,
such scope of work is, in addition to all other terms and conditions set forth herein, expressly subject to the following
disclaimer:
Client hereby acknowledges and agrees: (i) Apex makes no claims that all areas of mold growth
will be identified during the Work; (ii) if present, hidden mold, such as behind walls, ceilings, floors
and other enclosures, may be impossible to locate without performing complete destruction of all
walls, ceilings, floors and enclosures; and (iii) the scope of the Work does not include such
destructive testing. Apex's findings and recommendations will be based solely upon the Work
performed at the time of site inspection(s). Because water damage, leaks and moisture problems
can occur at any time and from time to time, Apex can only comment on findings visually apparent
and discovered during the site inspection(s). Apex and Client will jointly determine the manner in
which the Work is to be performed and the specific hours during which Apex is to work. Client
acknowledges and agrees that the Work performed and the evaluation provided of mold is only
valid at the time the Work is performed since mold is naturally occurring and its presence, quantities
and scope may change over time and from time to time. In addition to the disclaimer of warranties
set forth herein, neither Apex nor its subcontractor laboratories can guarantee that all mold spores
in any particular sample location will survive or replicate in sufficient numbers to be detected. The
Work performed and the evaluation conducted shall be only with respect to those areas listed in
the agreement between the parties, unless agreed otherwise in writing by both Apex and Client.
Prior to Work being performed, Client shall notify Apex in writing of any deficiencies in the structure
at the location(s) to be evaluated whereby moisture can or may infiltrate into the structure and
initiate the growth of mold, fungus or other allergens. Client hereby acknowledges and agrees that
the Work will not include identification and correction of water intrusion.
20. COVID-19 DISCLAIMER. When Services include COVID-19 related services, such scope of work
is, in addition to the terms and conditions set forth herein, expressly subject to the following disclaimer and
indemnification language:
WATER RESOURCES - ENVIRONMENTAL SERVICES • HEALTH & SAFETY
Apex Companies, LLC • [phone] - www.apexcos.com

CITY OF CONCORD and APEX COMPANIES LLC
Master Terms and Conditions - June 2020
Given the novelty of the SARS-CoV-2 virus and coronavirus disease 2019 (collectively referred to
herein as "COVID-19"), Client acknowledges that there are no uniform protocols or procedures for
containing the virus or ensuring against the presence of the virus in industrial, commercial, and
other spaces. Accordingly, Client hereby acknowledges and agrees that Apex cannot warrant,
guaranty, or certify that the Work has eliminated the presence of the COVID-19 virus. Specifically,
and in addition to the disclaimer of warranties set forth herein, Apex disclaims any warranty,
guaranty, or certification with respect to the following:
• That any surface or space is clean, sanitary, disinfected or virus free with respect to
COVID-19 following performance of the Services;
• That any space is suitable or "cleared" for safe re -occupancy or re-entry with respect to
COVID-19 following performance of the Services;
• That the practices or protocols indicated by Apex with respect to cleaning, sanitation,
or disinfection are adequate with respect to protection against COVID-19 and the
prevention of the spread of the COVID-19 virus;
• That the Client's practices or protocols with respect to cleaning, sanitation, or
disinfection are adequate with respect to protection against COVID-19 and the
prevention of the spread of the COVID-19 virus.
In addition, the Client acknowledges and agrees that the Services are not intended to be provided
for or on behalf of any large or vulnerable population, including but not limited to elderly persons
and those with pre-existing medical conditions.
COVID-19 INDEMNIFICATION. Client shall defend, indemnify, and hold harmless Apex and its
parent, partners, shareholders, affiliates, subsidiaries and their respective officers, directors,
agents, subcontractors, and employees (collectively the "Apex Indemnitees") from and against any
and all actions, claims, demands, losses, damages, liabilities, awards, costs and expenses
(including attorneys' fees and costs) arising out of or related to this Agreement or Apex's
performance thereunder, including, but not limited to, any claim for personal or bodily injury, death,
or property damage arising out of or related to this Agreement or Apex's performance thereunder.
As permitted under applicable laws and regulations, Apex shall promptly notify Client in writing of
any indemnifiable claim and give Client the opportunity to defend or negotiate a settlement of the
claim at Client's expense. To the extent attorney -client privilege would not be waived, Apex will
cooperate fully with Client, at Client's expense, in defending or settling any such claim.
21. MISCELLANEOUS.
(a) Assignment - This Agreement may not be assigned by Apex or Client, either voluntarily,
involuntarily or by operation of law, without the prior written consent of the other party, which shall not be
unreasonably withheld or delayed; provided, however, that no consent is required in the event of an assignment to
a corporate affiliate or successor of either party, and further provided that Apex has the right to subcontract any of
the Services in its reasonable professional judgment without Client's consent.
(b) Third -Party Beneficiaries - It is expressly intended and agreed that no third party
beneficiaries are created by this Agreement, and that the rights and remedies provided herein shall inure
only to the benefit of the parties to this Agreement. Client agrees that all work product produced by Apex
or an Apex Party shall be used solely by Client and that only Client is allowed to rely on such work product.
If a third party relies on the work product without Apex's written permission, then Client agrees to indemnify
and hold Apex harmless for any claims or actions brought as a result of such reliance.
(c) Severability - The provisions of this Agreement or the application thereof to any parties or
circumstances that are, to any extent, unenforceable, invalid or contrary to law, or the inclusion of which
WATER RESOURCES - ENVIRONMENTAL SERVICES • HEALTH & SAFETY
Apex Companies, LLC • [phone] - www.apexcos.com

CITY OF CONCORD and APEX COMPANIES LLC
Master Terms and Conditions - June 2020
would affect the validity, legality or enforcement of this Agreement, shall be of no effect and, in such case,
all the remaining terms and provisions of this Agreement or the application of the same to parties or
circumstances other than those to which it is held invalid or unenforceable shall be interpreted according
to the terms of this Agreement as though any such unenforceable, invalid or contrary to law provision had
never been included herein.
(d) Waiver — No waiver of any right or remedy in respect of any occurrence on one occasion
shall be deemed a waiver of such right or remedy in respect of such occurrence on any other occasion.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and
delivered as of the Effective Date first set forth above.
CLIENT:
By:
Name:
Title:
APEX:
APEX COMPANIES, LLC,
a Delaware limited liability company
By:
Name:
Title:
WATER RESOURCES • ENVIRONMENTAL SERVICES • HEALTH & SAFETY
Apex Companies, LLC • [phone] • www.apexcos.com

Attachment A
Apex Inspection Photolog of Concord Fire Station #11
Dated June 4, 2019
WATER RESOURCES • ENVIRONMENTAL SERVICES • HEALTH & SAFETY
Apex Companies, LLC • [phone] • www.apexcos.com

Site Photographs - 06/04/2019
Apex Companies, LLC
Photograph 1
Description: Overview of Fire
Station 11,
Photograph 2
Description: Overview of
detention basin
with overgrown
vegetation.
Photograph 3
Description: View of riprap
channel leading to
detention basin
with overgrown
vegetation-
8695 Waddington Rd
Concord, North Carolina
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APLX
WATER RESOURCES • ENVIRONMENTAL SERVICES • HEALTH & SAFETY
Apex Companies, LLC • [phone] • www.apexcos.com

Site Photographs - 06/0412019
Apex Companies, LLC
8695 Weddington Rd
Concord, North Carolina
Photograph 4
Description: Erosion is
occurring next to
riprap channel. r
Photograph 5;;,p
Description: View of 6" pipeg
leading to basin. g
l 1
Photograph 6 y� {
Description: Bare spots within 1"
a
e,
basin. 'fir
,b
ar,
x
2,a
A
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

APEX
Site Photographs - 06/0412019
Apex Companies, LLC
8695 Waddington Rd
Concord, North Carolina
Photograph
Description:
7
Overview
"•. ' °
oft
control structure.
t�
Photograph
8
i
Description:
Low flow orifice
should have trash
rack installed. It
_mom
appears that at
one time there
was a trash rack -
there are bolts left
in the structure.
L
Tt
litI
'
Photograph
9
Description:
Inside control
structure.
A
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

Site Photographs - 06/04/2019
Apex Companies, LLC
Photograph 10
Description: Additional view of
vegetation
overgrowth.
Photograph 11
Description: Overview of sand
filter with
overgrown
Vegetation on
embankments.
Photograph 12
Description: Riprap channel
leading to sand
filter.
APEX
8695 Waddington Rd
Concord. North Carolina
A
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

APEX
Site Photographs - 06/0412019
Apex Companies, LLC
8695 Weddington Rd
Concord, North Carolina
Photograph
13
Description:
Head wall should
be covered with
seed and straw to
encourage grass
growth and
prevent erosion.
=
i-
i
Photograph
14
►
Description:
View of forebay
area.
Photograph
15
Description:
Forebay area has
erosion occurring
due to lack of
riprap at inlet.
Undercutting
occurring at inlet
pipe due to lack of
riprap apron.
II 1
i 4l l i
III
AI
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

Site Photographs - 06/0412019
Apex Companies, LLC
Photograph 16
Description: Dead vegetation
on sand filter.
Photograph 17
Description: Sinkhole appears
to be forming near
clean out.
Photograph 18
Description: Slormwater
discharge outfall
area. Vegetation
should be
removed.
APEX
8695 Weddington Rd
Concord, North Carolina
=,r
APE;
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Apex Companies, LLC • [phone] • www.apexcos.com

APEX
Site Photographs - 06/0412019
Apex Companies, LLC
Photograph 19
Description: Drop inlet 1 at
northeast corner of
building along
Weddington Road.
Photograph 20
Description: Drop inlet 1 is
clean.
Photograph 21
Description: Drop inlet 2 in
roadway on
western side of fire
station.
8695 Weddington Rd
Concord, North Carolina
A
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

APEX
Site Photographs- 06/0412019
Apex Companies, LLC
Photograph 22
Description: Inside drop inlet
is clean.
Photograph 23
Description: Drop inlet 3 at
southwest corner
of fire station in
roadway.
Photograph 24
Description: Inside drop inlet
is splitter weir -
minor sediment
build-up observed.
8695 Weddington Rd
Concord, North Carolina
IWI
A`
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

APEX
Site Photographs- 06/0412019
Apex Companies, LLC
8695 Weddington Rd
Concord, North Carolina
Photograph 25
Description: Drop inlet 4 at rear
of building.
'I
t
Photograph 26
Description: Drop inlet 4 is
clean. `
J;
Photograph 27
Description: Drop inlet 5 at rear
of building near
entrance doors.
A`
APEX
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Apex Companies, LLC • [phone] • www.apexcos.com

APEX
Site Photographs - 06/0412019
Apex Companies, LLC
8695 Weddington Rd
Concord, North Carolina
AI
APEX
VV H I rh KCZ.UUM-r., • rNV I KUIVIVICIV I AL ZrMV I LCZ. • rr/kL I rI bt.Z.Hrr I
Apex Companies, LLC • [phone] • www.apexcos.com

Attachment B
Apex Inspection Photolog of Concord Fire Station #11
Dated March 11, 2021
WATER RESOURCES • ENVIRONMENTAL SERVICES • HEALTH & SAFETY
Apex Companies, LLC • [phone] • www.apexcos.com

/G1C7WN
Inspection Details
Client City of Concord
Facility Name Concord Fire Station #11
Address 8695 Weddington Road
City Concord
State NC
Audit Date 03/11/2021
Inspector Name Emily Gibson
System Assets Pond, Inlets
Deficient Assets Pond, Inlets
Summary 2 — Fair Condition, Some Repairs Necessary/At Risk
Recommendations Overgrown vegetation and erosion observed. Both
concrete infall pipes need riprap dissipators installed.
Channeling and erosion observed under concrete
infall pipe closest to road. Sand filter will need to be
tilled and sand refreshed.
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

Asset ID: Manhole 1
Asset Desc: Manhole 1
Condition: 0 — No Issues
Latitude:
Longitude:
/G1C7WN
Assets
Manhole 1
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

Asset ID: Manhole 1
Asset Desc: Manhole 1
Condition: 0 — No Issues
Latitude:
Longitude:
Asset ID: Manhole 1
Asset Desc: Manhole 1
Condition: 0 — No Issues
Latitude:
Longitude:
/G1C7O5
Manhole 1
Manhole 1
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

Asset ID: Manhole 1
Asset Desc: Manhole 1
Condition: 0 — No Issues
Latitude:
Longitude:
Asset ID: 1
Asset Desc: Dry Detention Basin & Sand Filter
Condition:
Comment: Overgrown vegetation and erosion
observed. Both concrete infall pipes need riprap
dissipators installed. Channeling and erosion
observed under concrete infall pipe closest to road.
Sand filter will need to be tilled and sand refreshed.
Latitude:
Longitude:
APEX
P
Manhole 1
Dry Detention Basin & Sand Filter
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

Asset ID: 1
Asset Desc: Dry Detention Basin & Sand Filter
Condition:
Comment: Overgrown vegetation and erosion
observed. Both concrete infall pipes need riprap
dissipators installed. Channeling and erosion
observed under concrete infall pipe closest to road.
Sand filter will need to be tilled and sand refreshed.
Latitude:
Longitude:
Asset ID: 1
Asset Desc: Dry Detention Basin & Sand Filter
Condition:
Comment: Overgrown vegetation and erosion
observed. Both concrete infall pipes need riprap
dissipators installed. Channeling and erosion
observed under concrete infall pipe closest to road.
Sand filter will need to be tilled and sand refreshed.
Latitude:
Longitude:
M W *A1
Dry Detention Basin & Sand Filter
I
I
i
1
I
i
.I
Dry Detention Basin & Sand Filter
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

Asset ID: 1
Asset Desc: Dry Detention Basin & Sand Filter
Condition:
Comment: Overgrown vegetation and erosion
observed. Both concrete infall pipes need riprap
dissipators installed. Channeling and erosion
observed under concrete infall pipe closest to road.
Sand filter will need to be tilled and sand refreshed.
Latitude:
Longitude:
APEX
Dry Detention Basin & Sand Filter
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

It
r
0
/G1C7WN
Supplemental Photos
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.v� �'• � H � ;,,;avr Asa •4�'^g�.:'i�ri.
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r
Earthern berm needs stabilization
ro
Riprap flume near OCS has erosion and overgrown vegetation
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com

/G1C7WN
Standing water, channeling under infall pipe, and
missing riprap dissipator
WATER RESOURCES • ENVIRONMENTAL SERVICES • INDUSTRIAL HYGIENE • SAFETY • AIR QUALITY • SUSTAINABILITY
AND CLIMATE CHANGE
Apex Companies, LLC • [phone] • www.apexcos.com