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ROY COOPER NORTH CAROLINA
Gelve+nry Environmental Quolfty
MICHAEL S.RECAN
secretary
MICHAEL SCOTT
Dlre(for
November 22, 2019
Mr. Larry George
ATC Associates of North Carolina, P.C.
2725 East Millbrook Road, Suite 121
Raleigh,NC 27604
Re: Executed Orphan Sites Contract Agreement
Contact No. N091319
Dear Mr. George:
Please find attached the executed Orphan Sites Contract Agreement. We look forward to working with you
and your staff. Please do not hesitate to contact me at any time regarding the contract.
Sincerely,
)6AL Q (.
44- (a-
Bruce E. Lefler, Jr.
Contract Administrator
Inactive Hazardous Sites Branch
Attachment
North Carolina Department of Environmental Quality I Division of Waste Management
217 West Jones Street 1 1646 Mail Service Center I Raleigii,North(;arotina 27694-1646
919.707,8200

STATE OF NORTH CAROLINA CONTRACT NO: N091319
CONTRACTOR'S FEDERAL
ID.: 56-2095821
THIS AGREEMENT ("AGREEMENT") is made and entered into by and between ATC
Associates of North Carolina, P.C. at 2725 East Millbrook Road, Suite 121, Raleigh, NC 27604
hereinafter referred to as"CONTRACTOR,"and the North Carolina Department of Environmental
Quality,hereinafter referred to as "DEPARTMENT";
WITNESSETH:
WHEREAS, the DEPARTMENT is responsible for assessing and mitigating and/or remediating
environmental and human health risks posed by inactive hazardous substance or waste disposal
sites (Inactive Hazardous Sites) for which there is no viable responsible party or at high risk sites
where the responsible party will not perform needed assessment, mitigation, and/or remedial
activities pursuant to N.C. Gen. Stat. § 130A-310.6 and related statutes;
WHEREAS, the Department is authorized to enter into contracts for investigative, engineering,
and contractual services (including any ancillary procurements of goods, services and equipment)
pursuant to Articles 3D and 8 of Chapter 143 of the North Carolina General Statutes to conduct
assessment and mitigation and/or remediation of Inactive Hazardous Sites;
WHEREAS,the DEPARTMENT is responsible for administering the Scope of Work;
WHEREAS, the CONTRACTOR has exhibited evidence of experience, ability, competence and
reputation to perform environmental engineering services at contaminated sites; and
WHEREAS,the DEPARTMENT has recommended,the ATC Associates of North Carolina,P.C.
as the Department's contractor to perform certain investigative, remediation and/or mitigation
activities related to contamination at Inactive Hazardous Sites in the State of North Carolina.
NOW,THEREFORE,for and in consideration of the mutual promises to each other,as hereinafter
set forth,the parties hereto do mutually agree as follows:
1. The CONTRACTOR hereby agrees to provide, in a manner satisfactory to the
DEPARTMENT, and as authorized on a task order/not-to-exceed basis, technical services to
investigate and mitigate the Inactive Hazardous Sites.Services may include,but are not limited
to the following:
A. Tasks as specified in Attachment 1 Scope of Work which is incorporated as part of this
AGREEMENT.
B. Special Conditions
i. Specific CONTRACTOR tasks to be performed under this AGREEMENT shall be
authorized on a task order/not-to-exceed basis following submittal of site or task
specific work plans (including schedules and costs) by the CONTRACTOR; no task
shall be initiated by the CONTRACTOR until written authorization has been received
from the DEPARTMENT's Contract Administrator (or its duly authorized agent);
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authorized scopes of work and costs may be adjusted by the DEPARTMENT's
Contract Administrator (or its duly authorized agent) after approving the adjustment
requested by the CONTRACTOR prior to completion of the tasks for which the
adjustment is necessary; such adjustments may be approved orally by the
DEPARTMENT's Contract Administrator (or its duly authorized agent), however, a
written request for the adjustment, including its justification must be submitted to the
DEPARTMENT within 48 hours of the DEPARTMENT's oral approval; provided,
the DEPARTMENT reserves the right to determine,after review of the written request
for adjustment, that the requested adjustment was not reasonable and necessary and is
therefore not reimbursable;
ii. The DEPARTMENT shall provide the CONTRACTOR the DEPARTMENT's current
version of the North Carolina Inactive Hazardous Sites Branch(IHSB) Contract Task
Management Guidance ("Task Management Guidance") prior to execution of this
AGREEMENT and any subsequent updated versions upon their availability. The
CONTRACTOR shall comply with the terms of the Task Management Guidance
when conducting work pursuant to this AGREEMENT;
iii. The Contractor shall comply with and/or adhere to the Department's current Inactive
Hazardous Sites Branch Guidelines for Assessment and Cleanup and with any
subsequent versions or other guidance provided to the CONTRACTOR by the
DEPARTMENT;
iv. The CONTRACTOR shall take necessary and reasonable precautions to protect and
prevent damage.to the sites and surrounding lands. To the extent practicable, the
CONTRACTOR shall return non-disposal areas of the site and any affected
surrounding lands, including any areas disturbed or damaged by the CONTRACTOR
or their subcontractors, to the condition that existed prior to the CONTRACTOR's
work;
v. In providing services to the Department under this AGREEMENT, the
CONTRACTOR is responsible for complying with all applicable local, state and
federal laws and regulations,particularly in relation to the handling,transportation and
disposal of hazardous wastes and materials;
vi. The CONTRACTOR shall be responsible for conducting an underground utilities
search and mark-out at the site prior to initiating any intrusive investigations,including
excavation and drilling activities;
vii. The CONTRACTOR shall be responsible for the proper storage, handling,
transporting, and disposal of contaminated investigation derived and mitigation-
derived wastes;
viii. The CONTRACTOR shall be responsible for complying with applicable local, state
and federal laws and regulations governing the permitting, construction, and
abandonment of wells at the site; and for obtaining all required permits for the
construction and operation (including effluent/emissions discharges) of any
remediation systems;
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ix. The CONTRACTOR shall certify that all employees, including subcontractor
personnel, engaged in intrusive field activities at the site have completed all OSHA-
required health and safety training for hazardous waste sites;
x. The fee schedule, attached to this AGREEMENT as Attachment 2 and incorporated
herein by reference, shall be the basis for determining appropriate task-specific costs.
The unit prices shall be fixed for the term of this contract. The DEPARTMENT will
reimburse pre-approved costs listed on Attachment 2. In accordance with this fee
schedule, the DEPARTMENT will only reimburse pre-approved costs and activities
that are deemed reasonable and necessary by the DEPARTMENT.
xi.In providing services to the Department under this AGREEMENT,the CONTRACTOR
is responsible for complying with the Personal Qualifications and Task Descriptions
Protocol attached to this AGREEMENT as Attachment 3 and incorporated herein by
reference.
2. The DEPARTMENT hereby agrees to pay the CONTRACTOR up to $5,000,000 for services
authorized by the DEPARTMENT,said sum to be compensation for individual tasks,services,
products, publications or printed studies to be rendered under this AGREEMENT. The
DEPARTMENT,however,does not guarantee any minimum number of tasks to be performed
under this AGREEMENT and therefore does not guarantee any amount of compensation.
3. The term of this AGREEMENT shall be five years from its effective date. This AGREEMENT
may be extended for a period of two years or for as much additional time as is needed to
complete ongoing projects, if mutually agreed to in writing by both parties and if the
CONTRACTOR'S performance to date has been satisfactory to the DEPARTMENT,provided
that sufficient funding exists. The CONTRACTOR shall ensure that work performed under
this AGREEMENT shall be undertaken and completed in such sequence as to assure its
expeditious completion in light of the purposes of this AGREEMENT.
4. Upon the CONTRACTOR's completion, to the DEPARTMENT's satisfaction, of all tasks
assigned to it by the DEPARTMENT and the DEPARTMENT's payment to the
CONTRACTOR for such completed tasks assigned, the DEPARTMENT shall be under no
further obligation to administer any additional funds or assign any additional tasks.
5. The CONTRACTOR shall submit invoices only when work corresponding to task orders
approved by the DEPARTMENT has been completed or on a monthly basis if tasks will take
greater than 90 days to complete. All invoices shall be itemized with a cost breakdown by
personnel and activity and include a brief description of the activity. Billing time for personnel
and equipment shall be on a half hour basis.
6. The payment schedule to allocate funds set forth in paragraph 2 shall be paid by the
DEPARTMENT to the CONTRACTOR on a task order/cost-not-to-exceed basis, based on
itemized invoices. Payments by the DEPARTMENT shall be made within a reasonable time
following receipt of each complete, accurate, and properly submitted itemized invoice. If the
CONTRACTOR invoice contains errors or inadequate back-up detail for individual cost items,
payments shall be withheld until such problems are corrected. No payment shall exceed the
itemized invoiced amount. All Contractor's invoices (including subcontracted work) are
subject to the North Carolina False Claims Act and violations of that Act are investigated by
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the North Carolina Attorney General who has authority to recovery any damages sustained by
the Department caused by a Contractor's violation of the Act. Any and all payments to
CONTRACTOR are dependent upon and subject to the availability of funds to the
DEPARTMENT for the purpose set forth in this AGREEMENT.In the event insufficient funds
are available to continue the work under this AGREEMENT, it shall terminate in accordance
with the provisions of Section 14, herein, unless the PARTIES are able to agree on an
amendment to the AGREEMENT that alters the scope of work in accordance with such funds
that may be available.
7. The CONTRACTOR represents that it has secured or will secure, at his own expense, all
personnel required in performing the services under this AGREEMENT. Such personnel shall
be considered independent contractors and shall not-be employees of the DEPARTMENT.
8. Notwithstanding any other paragraph of this AGREEMENT, the CONTRACTOR shall not
substitute key personnel assigned to the performance of this AGREEMENT without prior
written approval by the Contract Administrator (or its duly authorized agent). Any of the
following individuals are authorized to serve as key personnel for purposes of this
AGREEMENT: Lawrence George and Kevin R. Sommers.
9. None of the work to be performed under this AGREEMENT which involves the specialized
skill or expertise of the CONTRACTOR or its employees shall be subcontracted without prior
written approval of the Contract Administrator(or its duly authorized agent), such consent not
to be unreasonably withheld. In the event that the CONTRACTOR subcontracts for any or all
of the services or activities covered by this AGREEMENT: (a) the CONTRACTOR is not
relieved of any of the duties and responsibilities provided in this AGREEMENT; (b) the
subcontractor agrees to abide by the standards contained herein or to provide such information
as to allow the CONTRACTOR to comply with these standards,and;(c)the subcontractor agrees
to allow state and federal authorized representatives access to any records pertinent to its role as
a subcontractor.
10. During the term of this AGREEMENT, the CONTRACTOR at its sole cost and expense
(including the cost of all deductibles)shall provide and maintain commercial insurance of such
type and with such terms and limits as may be reasonably associated with this AGREEMENT.
Providing and maintaining adequate insurance coverage is a material obligation of the
CONTRACTOR and is of the essence of this AGREEMENT. One or more insurance policies,
including but not limited to umbrella policies, may be used to reach the required limits. All
such insurance shall meet all laws of the State of North Carolina. Such insurance coverage
shall be obtained from companies that are authorized to provide such coverage and that are
authorized by the Commissioner of Insurance to do business in North Carolina. The
CONTRACTOR shall at all times comply with the terms of such insurance policies, and all
requirements of the insurer under any such insurance policies,except as they may conflict with
existing North Carolina laws or this AGREEMENT. The limits of coverage under each
insurance policy maintained by the CONTRACTOR shall not be interpreted as limiting the
CONTRACTOR's liability and obligations under this AGREEMENT. The insurances
required in this paragraph shall cover all losses incurred during the term of this AGREEMENT,
irrespective of when a claim is made. At a minimum, the CONTRACTOR shall provide and
maintain the following coverage and limits:
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A. Worker's Compensation — The CONTRACTOR shall provide and maintain Worker's
Compensation Insurance, as required by the laws of North Carolina,as well as employer's
liability coverage with minimum limits of$1,000,000.00 for each accident and the same
amount for each employee for each disease, covering all of CONTRACTOR's employees
who are engaged in any work under this AGREEMENT.
B. Commercial General Liability — The CONTRACTOR shall provide and maintain
Commercial General Liability insurance coverage on a Comprehensive Broad Form on a
per occurrence basis endorsed to cover premises, operations, products/completed
operations, personal injury and contractual liability, at a minimum limit of$1,000,000.00
any one accident or occurrence.
C. Professional Liability (Errors and Omissions) — The CONTRACTOR shall obtain, at
CONTRACTOR's expense, and keep in effect during the term of this AGREEMENT,
errors and omissions insurance covering liability for any damages arising from negligent
acts, errors and omissions of CONTRACTOR, its professional services, subcontractors,
agents,officers,or employees under this AGREEMENT. Combined single limit per claim
or occurrence (depending upon the type of policy) shall not be less than $2,000,000.00.
Annual aggregate limit shall not be less than$2,000,000.00.
D. Automobile — The CONTRACTOR shall obtain Automobile Liability Insurance, to
include liability coverage, covering all owned, rented, leased, hired and non-owned
vehicles, used in connection with this AGREEMENT. The minimum combined single
limit shall be $2,000,000.00 bodily injury and property damage; $1,000,000.00
uninsured/under insured motorist; and$5,000 medical payments.
If any work is sublet, the CONTRACTOR shall require all subcontractors to provide and
maintain the minimum coverage amounts listed below. The limits of coverage under each
insurance policy maintained by the CONTRACTOR and/or any subcontractor shall not be
interpreted as limiting the CONTRACTOR's liability and obligations under the
AGREEMENT. The insurance coverage minimums for subcontractors under this
AMENDMENT shall be as follows:
E. Worker's Compensation — The CONTRACTOR shall require each subcontractor to
provide and maintain Worker's Compensation Insurance, as required by the laws of North
Carolina, as well as employer's liability coverage with minimum limits of$500,000.00 for
each accident and the same amount for each employee for each disease, covering all of
subcontractor's employees who are engaged in any work under the AGREEMENT.
F. Commercial General Liability—The CONTRACTOR shall require each subcontractor
to provide and maintain Commercial General Liability insurance coverage on a
Comprehensive Broad Form on a per occurrence basis endorsed to cover premises,
operations, products/completed operations, personal injury and contractual liability, at a
minimum limit of$500,000.00 any one accident or occurrence.
G. Automobile—The CONTRACTOR shall require each subcontractor to obtain Automobile
Liability Insurance, to include liability coverage, covering all owned,rented, leased,hired
and non-owned vehicles, used in connection with the AGREEMENT. The minimum
combined single limit shall be $1,000,000.00 bodily injury and property damage;
$500,000.00 uninsured/under insured motorist; and$2,500.00 medical payments.
11. If completion of any portion of the work is delayed for causes beyond the control of and
without the fault of the CONTRACTOR, and which could not have been reasonably avoided
or anticipated by the exercise of due care and prevention,the time of performance of the work
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will be extended for a period equal to the delay. Excusable delays shall include, without
limitation,acts of God or the public enemy;acts of federal,state,local,or foreign governments;
acts of DEPARTMENT's agents;fires,floods,epidemics;strikes;riots;freight embargoes;and
unusually severe weather. Such delays shall not be the result of lack of labor or equipment
resources.
12. Except In an emergency endangering life or property, no change shall be made by the
contractor except upon receipt of approved change order from the Department's contract
administrator or designee.
13. Should the correction of faulty or damaged work be considered inadvisable or inexpedient by
the Department,the Department shall be reimbursed by the contractor. A change order will be
issued to reflect a reduction in the approved sum.
14. The DEPARTMENT may terminate this AGREEMENT for convenience at any time for any
reason satisfactory to the DEPARTMENT by giving five days prior notice in writing to the
CONTRACTOR of such termination and specifying the reason(s) thereof and the effective
date thereof. In that event, all finished or unfinished documents, data, studies, surveys,
drawings, maps, models, photographs, reports and other materials prepared by the
CONTRACTOR shall, at the option of the DEPARTMENT, become the DEPARTMENT's
property. The CONTRACTOR shall be entitled to receive just and equitable compensation for
any satisfactory work completed on such documents and other materials. All final invoices
shall be submitted by the CONTRACTOR to the DEPARTMENT within 30 days of
AGREEMENT termination. The CONTRACTOR shall not be relieved of liability to the
DEPARTMENT for damages sustained by the DEPARTMENT by virtue of any breach of this
AGREEMENT, and the DEPARTMENT may withhold payment to the CONTRACTOR for
the purpose of set off until such time as the exact amount of damages due the DEPARTMENT
from such breach can be determined. In case of default by the CONTRACTOR, the
DEPARTMENT may procure the articles or services from other sources and hold the
CONTRACTOR responsible for any excess cost occasioned thereby.
15. If the AGREEMENT is terminated by the DEPARTMENT as provided herein, the
CONTRACTOR shall immediately terminate all subcontractor agreements and obligations that
relate to work being performed under this AGREEMENT.
16. It is understood and agreed between the CONTRACTOR and the DEPARTMENT that all
payments to the CONTRACTOR under this AGREEMENT are expressly contingent upon the
availability of funds provided to the DEPARTMENT.
17. The CONTRACTOR shall ensure that all publications produced as a result of this
AGREEMENT are in portable document format (PDF). The DEPARTMENT reserves the
right to require submission of electronically saved data in updated or different formats as
technology changes.
18. The DEPARTMENT may, from time to time, request changes in the scope of the services of
the CONTRACTOR to be performed under this AGREEMENT as the Department believes
are warranted provided, however, that the DEPARTMENT is not in any way obligated to
request any such changes. Such changes, including any increase or decrease in the amount of
the CONTRACTOR's compensation, that are mutually agreed upon by and between the
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CONTRACTOR and the DEPARTMENT,shall be incorporated in written amendments to this
AGREEMENT.
19. Subject to Paragraph 26 below, any information (i.e., data, documents, statistics, surveys,
studies,reports, addresses of property owners, etc.) given to or prepared or assembled by the
CONTRACTOR under this AGREEMENT shall be kept as confidential by it and not divulged
or made available by it to any individual or organization without the prior written approval of
the DEPARTMENT. This information shall not be used to promote or market the
CONTRACTOR's services, including solicitation of such services, for the entire duration of
this AGREEMENT.
20. The filing of a petition of bankruptcy or insolvency by or against the CONTRACTOR shall
automatically terminate this AGREEMENT for default, and the Department shall have the
right to enter into a new contract with any subcontractor or another contractor to perform any
remaining scope of the subcontract that had not been performed as of the date of Contractor's
bankruptcy. The Contractor and any appointed trustee shall not have any interest in any
unearned amount under the AGREEMENT.
21. The CONTRACTOR shall not assign or transfer any interest in this AGREEMENT. Upon
written approval from the DEPARTMENT, the CONTRACTOR may use the services of its
affiliate firms under this AGREEMENT.
22. The CONTRACTOR shall notify both the DEPARTMENT (Tommy Kirby, 217 West Jones
Street, Office#5414,Raleigh NC 27603) and the Division of Waste Management(NCDENR
-Division of Waste Management, 1646 Mail Service Center,Raleigh,NC 27699-1646)of any
changes of principal's registered address or corporate ownership.
23. The CONTRACTOR shall have no copyright or other ownership in the reports,maps, or other
documents produced in whole or part under this Agreement. The CONTRACTOR shall not
apply for any copyright for any reports,maps,or other documents produced in whole or in part
under this AGREEMENT, and CONTRACTOR hereby assigns all rights, including
intellectual property rights,in such reports,maps and other documents to the DEPARTMENT.
24. This AGREEMENT is made under and shall be governed and construed in accordance with
the laws of the State of North Carolina without regard to its choice of law provisions or
decisions. It is agreed between the parties hereto that the place of this AGREEMENT,its situs
and forum, shall be Wake County, North Carolina, and in said County and State shall all
matters,whether sounding in contract or tort relating to the validity,construction,interpretation
and enforcement of this AGREEMENT,be determined.
25. The CONTRACTOR agrees that in all matters relating to this AGREEMENT,it shall be acting
as an independent contractor and not as any agent or employee of the DEPARTMENT.
Nothing in this AGREEMENT shall be construed to create a joint venture or partnership
between the CONTRACTOR and the DEPARTMENT.
26. The CONTRACTOR agrees that the State has the right to audit the records of the
CONTRACTOR pertaining to this AGREEMENT both during performance and for 36 months
after completion or termination. The CONTRACTOR must retain all records relating to this
AGREEMENT and shall allow employees or agents of the DEPARTMENT to inspect such
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records during the period of time set out herein. The State Auditor shall have access,to persons
and records as a result of all contracts or grants entered into by State agencies or political
subdivisions in accordance with General Statute 147-64.7. The DEPARTMENT's Auditors
shall have the same right to audit as the State Auditor.
27. The CONTRACTOR agrees that any and all equipment associated with, including but not
limited to assessment, remediation, risk abatement or provision of alternate water that is
purchased for the site will be the property of the DEPARTMENT and will remain at that site
until the DEPARTMENT deems necessary to dispose, remove, transfer or relocate the
equipment to another site or holding facility. The risk of loss is upon the CONTRACTOR
until the date of completion, but the DEPARTMENT shall pay reasonable costs, agreed to in
advance, for securing said property.
28. The CONTRACTOR agrees that it shall be responsible for the proper custody and care of any
DEPARTMENT-owned property furnished for use in connection with the performance of this
AGREEMENT and will reimburse the State for its loss or damage, excluding normal wear.
29. This AGREEMENT represents the entirety of the agreements and covenants between the
DEPARTMENT and CONTRACTOR with respect to the subject matter hereof and
accordingly cannot be amended or modified except by written instrument executed by the
parties hereto and for good and valuable consideration.
30. The CONTRACTOR has no authority to act or make any representations on behalf of the
DEPARTMENT. The DEPARTMENT will not be responsible for any wrongful acts or
omissions of the CONTRACTOR, including but not limited to the CONTRACTOR'S
subcontractors and suppliers.
31. The CONTRACTOR warrants that its design, engineering,plans, specifications,performance
and/or remedial work will not infringe the copyright, patent or other property rights of any
other person.
32. The CONTRACTOR shall indemnify, defend, and save and hold harmless the
DEPARTMENT, its officers, agents and employees, from liability of any kind, including all
claims and losses, 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
AGREEMENT, 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 and/or its
subcontractors in performance of this AGREEMENT and that are attributable to the negligence
or intentionally tortious acts of the CONTRACTOR and/or any of its subcontractors. Except
for a claim against the DEPARTMENT for non-payment of amounts properly owed but not
paid to the Contractor, the CONTRACTOR represents and warrants that it shall not make
claims of any kind or nature against the Department. The CONTRACTOR further represents
and warrants that it shall not make claims of any kind or nature against the Department's
officers, agents and/or employees except to the extent permitted by this AGREEMENT and/or
other applicable law. The representations, warranties, and other obligations contained in this
paragraph shall survive the termination or expiration of this AGREEMENT.
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33. Except as permitted by law, the DEPARTMENT does not waive its sovereign immunity by
entering into this AGREEMENT and fully retains all immunities and defenses provided by law
with respect to any action based on this AGREEMENT.
34. The parties certify and warrant that no gratuities,kickbacks or contingency fee s were
paid in
connection with this AGREEMENT, nor were any fees, commissions, gifts or other
considerations made contingent upon the award of this AGREEMENT. Contractor shall also
not engage in any of the foregoing conduct during the performance of this Agreement.
35. The CONTRACTOR agrees not to use the existence of this AGREEMENT or the name of the
State of North Carolina or any agency thereof as part of any commercial advertising.
36. The CONTRACTOR certifies that it(a)has neither used nor will use any funds or compensation
earned under this AGREEMENT for payments to lobbyists; (b)will disclose the name,address,
payment details and purpose of any agreement with lobbyists whom CONTRACTOR or its
subtier contractor(s) or subgrantee(s)will pay with profits or nonappropriated funds on or after
December 22, 1989, and (c) will file quarterly updates about the use of lobbyists if material
changes occur in their use.
37. The CONTRACTOR certifies that it is in compliance with the Assurances—Non Construction
Programs attached to this AGREEMENT as Attachment 4 and incorporated herein by
reference.
38. The CONTRACTOR will take affirmative action in complying with all Federal and State
requirements concerning fair employment and employment of people with disabilities, and
concerning the treatment of all employees without regard to discrimination by reason of race,
color, religion, sex, national origin or disability. The Americans with Disabilities Act(ADA)
makes it unlawful to discriminate in employment against a qualified individual with a disability
and outlaws discrimination against individuals with disabilities in State and local government
services and public accommodations. The CONTRACTOR certifies that it and its principals and
subcontractors will comply with regulations in ADA Title I (Employment), Title U (Public
Services), and Title III (Public Accommodations) in fulfilling the obligations under this
AGREEMENT.
39. DEPARTMENT'S contact is currently designated as the Contract Administrator(project
coordinator) for the Division. The DEPARTMENT reserves the right to replace the Contract
Administrator, and, should it do so, it shall notify the CONTRACTOR verbally or in writing
within thirty(30)days following such replacement. Regardless of who serves as Contract
Administrator,no change in the scope of the AGREEMENT that will increase or decrease
the CONTRACTOR's compensation shall be effective unless and until it has been approved
by the DEPARTMENT Head or Authorized Agent. All notices and communications between
the DEPARTMENT and CONTRACTOR shall go through the Contract Administrator or
through an authorized agent of the Contract Administrator in consultation with the Contract
Administrator.
40. The CONTRACTOR will perform its services using that degree of skill and care ordinarily
exercised under similar conditions by reputable members of CONTRACTOR's profession.
41. CERTIFICATIONS: CONTRACTOR certifies to each of the following:
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a) That this quote or proposal is submitted competitively and without collusion, as
required by G.S. 143-54
b) That none of CONTRACTOR'S officers, directors or controlling owners have been
convicted of any violations of Chapter 78A of the General Statutes, the Securities Act
of 1933, or the Securities Exchange Act of 1934(G.S. 143-59.2)
c) That CONTRACTOR is not an eligible vendor as set forth in G.S. 143-59.1
d) That no employee or agent of CONTRACTOR has offered,and no State employee has
accepted, any gifts or gratuity in connection with this contract, in violation of G.S. §
133-32; and
e) That CONTRACTOR, and each of its sub-contractors under this contract, complies
with the requirements of Article 2 of Chapter 64 of the NC General Statutes, including
the requirement for each employer with more than 25 employees in North Carolina to
verify the work authorization of its employees through the federal E-verify system, as
required by G.S. §143-48.5.
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i
IN WITNESS WHEREOF, the CONTRACTOR and the DEPARTMENT have executed this
AGREEMENT in duplicate originals, one of which is retained by each of the parties, on the day
and year first above written.
ATC Associates of North Carolina, P.C. North Carolina Department of
Environmental Quality
Kevin R. Sommers,Vice President Michael S. Regan, Secretary
(Owner,Partner,or Corp.Pres.,or V.Pres.only)
B By:
(CONTRACTOR'S Signature) ( ignature alecretary or A16orized Agent)
Date: I-IS—Zdtq Date:
WITNESS: WITNESS:
(Signature) (Signature)
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ATTACHMENT 1
SCOPE OF WORK
INACTIVE HAZARDOUS SITES BRANCH
ENVIRONMENTAL ENGINEERING SERVICES CONTRACTS
Each of the selected contractors must provide, in a manner satisfactory to the Department, and as
authorized on a task order/not-to-exceed basis, technical services to assess and mitigate Inactive
Hazardous Sites and, where necessary, to provide potable water at various sites. Services may
include,but are not limited to the following:
A. Preparing site-specific work plans (including technical proposals and cost estimates) for
specific technical tasks.
B. Reviewing of site files and conducting site reconnaissance, property ownership
determination,right-of-entry acquisition, and receptor surveys.
C. Conducting various hydrogeologic and contaminant assessment activities, including well
installation, groundwater sampling, surface water and sediment sampling, soil gas
sampling, indoor air sampling, soil sampling, buried waste sampling, aquifer testing,
human exposure assessments (evaluation of site-specific risks to potential receptor
populations from site-related contamination), and other tasks related to comprehensive
assessment of groundwater, surface water, sediment, soil, soil gas, and indoor air at
designated sites.
1). Conducting various geophysical assessment activities
E. Conducting various land surveying activities.
F. Preparing notices for DEPARTMENT approval and recording notices and land use
restriction documents.
G. Preparing site-specific mitigation plans providing an evaluation of various mitigation
alternatives for groundwater, surface water (including wetlands), sediment, soil and/or
vapor and the preparation of design drawings and bid documents for various mitigation
systems.
H. Conducting an evaluation of the technical feasibility and cost-effectiveness of preferred
water supply alternatives; said alternatives to include the provision of alternate water
supply systems (point-of-entry carbon treatment systems, bottled water, and extension of
public water lines).
I. Coordinating and overseeing demolition of structures including the disposal of demolition
debris.
J. Managing and overseeing specialty and engineering subcontractors, vendors or
CONTRACTOR personnel involved in the installation, operation, and maintenance of
various mitigation systems at designated sites. The CONTRACTOR shall select
subcontractors based on qualifications and cost using a minimum of three quotes from
different firms unless the work is known not to exceed $3,000 or the contractor
demonstrates there are not three firms available to provide quotes. The DEPARTMENT
and the CONTRACTOR shall jointly review all remediation subcontractor qualifications
and quotes and jointly select all remediation subcontractors. All subcontracts exceeding
$500,000, or lesser amount if so established by directive of the DEPARTMENT, shall
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ATTACHMENT 1
comply with Article 8 of Chapter 143 of the North Carolina General Statutes for formal
sealed competitive bids.
K. Preparing and submitting all required permit applications for the construction and operation
of various mitigation systems at designated sites,including NPDES,non-discharge,and air
quality permit applications as may be required by the DEPARTMENT or other
governmental agency; development and implementation of procedures designed to
expedite acquisition of such permits so that site cleanups may proceed as quickly and
effectively as possible.
L. Implementing site-specific mitigation plans, including management/oversight of all phases
of site remediation.
M. Preparing and implementing site-specific health and safety plans,under the supervision of
a qualified health and safety officer, so as to ensure compliance with all applicable OSHA
regulations for worker safety and for the health and safety of nearby residential and
business communities during all phases of site assessment and remediation.
N. Preparing and submitting all required reports and any miscellaneous documentation as
requested by the DEPARTMENT or Contract Administrator according to schedule(s)
agreed to by both parties; submittal of site-specific project status summaries (technical
progress,identification of problems/delays,and cost updates)to the DEPARTMENT at the
time of invoice submittal.
O. Providing as-needed technical and administrative support as needed at public hearings or
public meetings to discuss elements of proposed mitigation plans. Also, as needed
technical and administrative support in providing expert testimony at hearings, meetings,
depositions, and in litigation involving the DEPARTMENT related to the Inactive
Hazardous Sites Cleanup Fund expenditures at Inactive Hazardous Sites.
P. Preparing and submitting documents in portable document format(PDF) and/or digital
format(TIFF minimum 300 DPI) as directed by the DEPARTMENT.
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ATTACHMENT 2
FEESCHEDULE
Personnel Level Remedial Investigation/Design Active Remedial
Oversight*
Principal $155/Hour $186/Hour
Senior $130/Hour $156/Hour
Project $115/Hour $138/Hour
Staff $95/Hour $114/Hour
Technician $80/Hour $96/Hour
Draftsperson/CAD $75/Hour $90/Hour
Word Processor/Clerical $55/Hour $66/Hour
* - Active Remedial Oversight rates apply for tasks associated with subcontractor oversight performed
during Active Remedial Action Implementation
Subcontractor Quotes
At least three quotes(or more if directed by the DEPARTMENT)may be required by the
DEPARTMENT's Contract Administrator(or their duly authorized staff)for subcontractable activities
that exceed$3,000.At a minimum,the CONTRACTOR shall comply with the requirements of paragraph
J of this AGREEMENT in relation to competitive bidding and all other aspects of Article 8 when hiring
subcontractors for subcontracted activities exceeding$500,000,or lesser amounts if so established by
directive of the DEPARTMENT.
Subcontractor Fees
These will be at cost(including but not limited to laboratory, drilling, surveying, geophysical activities,
and remedy and/or abatement).
Miscellaneous
Per Diem(per person for overnight travel only) $ 130/day
Mileage $ 0.555/mile
PID $ 100/day
pH/Conductivity/Temperature Meter $30/day
Turbidity Meter $30/day
Water Level Meter $30/day
Hygrometer $ 15/day
GPS Unit $ 150/day
GEM 2000+ $ 150/day
4 Gas Meter $ 65/day
Flux Chamber $75/chamber
Peristaltic Pump+Battery $ 50/day
Submersible Pump+Controller+Battery $ 110/day
Survey Set&Tripod $40/day
Teflon Bailer $ 15/bailer
Teflon Tubing $ 3.00/ft.
Hand Auger $ 15/day
Generator $ 50/day
Field Expendables(distilled water,ice, etc.) $30/day
IDW Drums Security Fencing $250/event
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ATTACHMENT 3
PERSONNEL QUALIFICATIONS AND TASK DESCRIPTIONS
The following qualifications and task descriptions are for those personnel who will be involved in activities for the IHSB.
PERSONNEL AND QUALIFICATIONS TASK DESCRIPTIONS
Principal Engineer/Geologist/Hydrogeologist/Scientist -Expert Testimony at public hearings or meetings and/or
Administrative and/or professional head of the organization or contract.Responsible for conceiving and litigation
executing plans and functions of the organization.Directs the professional staff.Normally has a financial _Assist the Department's attorneys in legal strategies
interest in the company as partial owner,major investor or stockholder,or officer.Charges an extremely _Depositions
limited number of hours per site as the Principal.This position should never bill field or field supervision -Contract Oversight(limited)
hours.
Senior Engineer/Geologist/Hydrogeologist/Scientist
Typically requires an advanced degree.Requires professional registration when applicable,8 years of -Expert Testimony at public hearings or meetings and/or
experience in technical or managerial roles,and compliance regulations.Serves as senior technical leader litigation
and contract oversight for environmental remediation projects of medium to large scope and /or -Site strategy and planning
complexity and has developed substantial expertise in the field of practice.Generally supervises Project -Contract oversight
Managers and oversees several projects.Has limited involvement in projects.Duties typically include -Reviews technical reports
reviewing reports, developing strategies, and attending client and/or associated project meetings. -Reviews Corrective Action Plans
Responsible for approving designs,reports,plans,and specifications before submittal to the IHSB.If -Reviews Engineeringtremedial system design
significantly involved in a highly technical project,should have substantial technical expertise directly -Health and safety coordinator
related to the project. Ensures compliance of field service operations with OSHA safety standards. -Reviews site safety plans
Addresses public health concerns.
-Project management
Project Engineer/Geologist/Hydrogeologist/Scientist -Site strategy and planning
Typically possesses a bachelor of science degree in engineering,geology,hydrogeology,or a directly -Develop site health and safety plans
related field. Serves as manager for entire project and has at least 5 years of experience in the -Engineering/remedial system design
environmental field. Duties typically include preparing proposals, reviewing reports, developing -Data review and analysis
strategies,and attending client and/or associated project meetings.Under general supervision,prepares -Report review
environmental design and plan specifications for site remedial activities.Leads and supervises teams of -Site meetings and reconnaissance
staff and technician level personnel,but would have a limited number of hours charged to each site,and -On-site supervision(periodic)
only a small percentage of total field hours. Serves as site technical expert or supervisor for -Work plan preparation
hydrogeological site characterizations and remediation activities and tests, and assembly of reports, -Site investigation planning
plans,and specifications. -Field work planning
-Site Inspection(periodic)
Staff Engineer/Geologist/Hydrogeologist/Scientist
Requires a bachelor's degree in engineering,geology,hydrogeology,or related science and 1 to 5 years _Report preparation
of experience in the environmental field.Works under supervision of the project manager to perform _Field work preparation/planning
routine tasks related to environmental investigation and remediation projects. Is the primary person _Supervises site investigation and remediation activities
responsible for gathering field data and is competent at data analysis. Must be able to conduct _Site reconnaissance and mapping
investigation and remedial activities including drilling and monitoring well installation,sampling,site _Engineeringtremedial system design and installation
layout and geologic mapping, writing field notes, basic analysis and compiling data. Must have _Limited data review and analysis
knowledge of QA/QC procedures and protocol.This position will normally be highest in the number of _On-site health and safety supervisor
hours billed to on-site work. However, technicians (see below) should conduct routine or on-going
monitoring.
Technician -Field work preparation
Typically requires a high school diploma,certified or licensed trades-person,or an associate's degree. Operation and maintenance of equipment
_Well developing and sampling
Person may also have a bachelor's degree with less than 1 year of experience in the environmental field. _Soil sampling
Requires minimal training and experience in the environmental field.Responsible for general supervision -Handling of investigation and remediation derived wastes
of the installation,maintenance,and repair of on-site equipment.Routine monitoring and collection of _Remedial system installation,operation,and maintenance
samples and equipment maintenance/operating logs.Under appropriate supervision,performs routine _Limited contractor supervision
labor tasks associated with on-site installation, maintenance, and repair of on-site equipment. Well _Monitoring activities
development and collects soil and groundwater samples. -Surveying using GPS and standard methods
Draftsperson/CAD -Drafting
Typically requires a high school diploma.Requires 2—8 years of experience or 2 years of related college -CAD/CADD work
and more than I year of experience.Generally requires a Technical Drawing Certificate,and advanced -Cartography
drafting skills such as Computer Aided Drafting(CAD)&Design(CADD)operations. -Plotting of GPS and standard survey data
-Spreadsheets
-Report generation
Word Processor/Clerical -Word processing
Operates computer for work processing, spreadsheets, and statistical typing, correspondence report -Typing
generation,general office work,typing,and filing. -Filing
-General secretarial
-Document reproduction

ATTACHMENT 4
ASSURANCES—NON CONSTRUCTION PROGRAMS
The CONTRACTOR certifies that with regard to:
1. DEBARMENT AND SUSPENSION - To the best of its knowledge and belief that it and
its principals:
(a) are not presently debarred, suspended,proposed for debarment, declared ineligible, or
voluntarily excluded from covered transactions by any Federal department or agency;
(b) have not within a 3-year period preceding this proposal been convicted of or had a civil
judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining,attempting to obtain,or performing a public(Federal, State,
or local)transaction or contract under a public transaction;violation of Federal or State
antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification
or destruction of records,making false statements, or receiving stolen property;
(c) are not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (Federal, State, or local) with commission of any of the offenses
enumerated in paragraph(1)(b)of this certification; and
(d) have not within a 3-year period preceding this application/proposal had one or more
public transactions (Federal, State, or local)terminated for cause of default.
2. LOBBYING-To the best of its and its principals' knowledge and belief,that:
(a) no Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of any agency, a Member of Congress, an officer or employee of Congress,
or an employee of a Member of Congress in connection with the awarding of any
Federal contract, the making of any Federal grant, the making of any Federal loan,the
entering into of any cooperative agreement, and the extension, continuation, renewal,
amendment or modification of any Federal contract, grant, loan, or cooperative
agreement;
(b) if any funds other than Federal appropriated funds have been paid or will be paid to
any person for influencing or attempting to influence an officer or employee of any
agency, a Member of Congress, an officer or employee of Congress,or an employee of
a Member of Congress in connection with the Federal contract, grant, loan or
cooperative agreement, the undersigned shall complete and submit Standard Form-
LLL, "Disclosure Form to Report Lobbying" in accordance with its instructions.
3. DRUG-FREE WORKPLACE REQUIREMENTS - It and its principals will comply by:
(a) publishing a statement notifying employees that the unlawful manufacture,
distribution,dispensing,possession or use of a controlled substance is prohibited in the
grantee's workplace and specifying the actions that will be taken against employees for
violation of such prohibition;
(b) establishing a drug-free awareness program to inform employees about-
Page 1 of 2

ATTACHMENT 4
(1) the dangers of drug abuse in the workplace;
(2) the grantee's policy of maintaining a drug-free workplace;
(3) any available drug counseling, rehabilitation and employee assistance programs;
and
(4) the penalties that may be imposed upon employees for drug abuse violations
occurring in the workplace;
(c) making it a requirement that each employee to be engaged in the performance of the
contract be given a copy of the statement required by paragraph (a) above;
(d) notifying the employee in the statement required by paragraph (a) above, that as a
condition of employment under the contract, the employee will:
(1) abide by the terms of the statement; and
(2) notify the employer of any criminal drug statute conviction for a violation
occurring in the workplace no later than five days after such conviction;
(e) notifying the agency within ten days after receiving notice under subparagraph (d)(2)
above, from an employee or otherwise receiving actual notice of such conviction;
(f) taking one of the following actions within 30 days of receiving notice under
subparagraph(d)(2) above,with respect to any employee who is so convicted-
(1) taking appropriate personnel action against such an employee, up to and including
termination; or
(2) requiring such employee to participate satisfactorily in a drug abuse assistance or
rehabilitation program approved for such purposes by a Federal, State or local
health,law enforcement, or other appropriate agency;
(g) making a good faith effort to continue to maintain a drug-free workplace through
implementation of paragraphs(a), (b), (c), (d), (e), and(f) above.
AND -The CONTRACTOR and its principals further certify that they:
4. Will comply with the provisions of the Hatch Act which limit the political activities of
employees whose principal employment activities are funded in whole or in part with Federal
funds; and
5. Will comply,as applicable,with the provisions of the Davis-Bacon Act,the Copeland Act,and
the Contract Work Hours and Safety Standards Act regarding labor standards for federally
assisted construction subagreements; and
6. Will comply with all applicable requirements of all other state and federal laws, executive
orders (including Executive Order 24 — Gift Ban), regulations and policies governing this
program.
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