HomeMy WebLinkAbout2009-313 h pool 3 !3
ENVIRON
November 19 , 2009
Via e - mail ( tframe@ircgov . com )
Mr . Thomas Frame
Director , General Services
180027 1h Street
Vero Beach , FL 32960 -0310
Re : Inspection of Indian River Courthouse
Dear Mr . Frame :
Thank you for your continued interest in ENVIRON International Corporation ( ENVIRON ) .
Pursuant to your request , I am pleased to submit this proposal for a walkthrough inspection of
the Indian River Courthouse . It is my understanding that occupant concerns over poor indoor
air quality including malodors have occurred in various courtrooms during recent months .
About ENVIRON
An international consultancy , ENVIRON works with clients to help resolve their most important
and demanding environmental and human health issues . Whether they are responding to
existing challenges , evaluating opportunities to improve performance , or seeking to reduce
future liabilities , clients around the world benefit from our unique blend of outstanding technical
and scientific skills , strategic insight and practical experience .
Since ENVIRON ' s inception over 25 years ago , we have successfully pursued a core mission of
applying the highest level of technical and strategic expertise to our clients ' most critical
environmental and human health issues . In response to the increasing complexity of these
issues , we have continuously extended our capabilities and geographic reach , evolving into a
truly global partnership with more than 1 , 100 professionals working from a network of more than
70 offices across North America , Europe , Australia and the Asia - Pacific region .
Scope of Work
I will inspect the Indian River Courthouse at a mutually convenient time . My inspection will
include the following :
Inspect representative air handling units (AHUs ) including some AHUs serving
courtrooms . This will include inspection of airstream surfaces of supply air ducts that
may be accessible .
Inspect representative occupied spaces including above ceiling areas that may be
accessible .
Review building history and HVAC System operation with building management and
facilities staff .
Provide a letter report outlining conclusions from the walkthrough inspection . This report
may contain recommendations for future work including ( a ) a detailed review of HVAC
Thomas Frame - 2 - November 19 , 2009
system operation , ( b ) microbial air and surface sampling , ( c ) medical intervention , if
appropriate , and (d ) preliminary recommendations for improvement of indoor air quality .
Personnel
This project will be managed by Dr. Philip R . Morey , Ph . D . , who is a Principal Consultant within
ENVIRON and the part of the Building Technologies Group . He will be assisted by qualified
staff associates as needed to complete the scope of services .
Project Fees
The Scope of Work will require a fixed fee payment of $4 , 500 . 00 after the submission of a letter
report on the Indian River Courthouse ,
Notice To Proceed
If this proposal meets with your approval , please provide us with your written authorization by
signing this letter where indicated and returning it to us .
We look forward to serving your needs . Please contact me if I can be of any further assistance .
Sincerely ,
ENVIRON InternationallCCorporation
Philip R . Morey , Ph . D . , CIH
Principal Consultant - Microbiology
PRM : kmt
Thomas Frame - 3 - November 19 , 2009
ENVIRON Proposal identified in the Scope of Work
Dated November 19 , 2009 .
Inspection of Indian River Courthouse
Fixed Fee : $4 , 500 . 00 ( all inclusive )
Approved and accepted in accordance with the attached General Terms and Conditions :
( To the extent allowed by law )
Joseph A . Baird
i nature Printed Name
Indian River County Administrator ,
Title Date
Approved as to Forma and Legal Sufficiency
William G . Collins Il , County Attorney
Indian River County , Florida
GENERAL TERMS AND CONDITIONS
General Terms & Conditions - 1 - November 19 , 2009
GENERAL TERMS AND CONDITIONS
ENVIRON International Corporation , a Virginia corporation , ( " ENVIRON " ) agrees to provide
professional services under the following General Terms and Conditions :
1 . Fees : ENVIRON bills for its services on a time and materials basis using standard hourly
rates . If requested , we will provide an estimate of the fees for a particular task , and we will not
exceed that estimate without prior Client approval . For deposition and testimony we charge
premium hourly rates . In certain circumstances we will undertake an assignment on a fixed fee
basis if the requirements can be clearly defined .
2 . Invoicing : ENVIRON bills its clients on a monthly basis using a standard invoice format .
This format provides for a description of work performed and a summary of professional fees ,
expenses , and communication and reproduction charges . Fer mere detailed inveirin
TO 3 . Payment : ENVIRON bills are payable UPON RECEIPT . We reserve the
right to
late charge of 1 . 5 percent per month for any amounts not paid within 30 days of the billing date .
We also reserve the right to stop work or withhold work product if invoices remain unpaid for
more than 60 days past the billing date . If our work relates to a business transaction , we expect
to be paid in a timely fashion , without regard to whether or when the transaction closes . If we
are required to take legal action to have our invoices paid and we win in court , Client agrees to
pay our costs , including reasonable legal fees .
4 . Subcontractors : ENVIRON has a policy that its Clients should directly retain other
contractors whose services are required in connection with field services for a project (e . g . ,
drillers , analytical laboratories , transporters ) . As a service to you , we will advise you with
respect to selecting other such contractors and will assist you in coordinating and monitoring
their performance . In no event will we assume any liability or responsibility for the work
performed by other contractors you may hire . When ENVIRON engages a subcontractor on
behalf of the Client , the expenses incurred , including rental of special equipment necessary for
the work , will be billed as they are incurred , at cost plus 15 percent . By engaging us to perform
these services , you agree to indemnify , defend and hold ENVIRON , its directors , officers ,
employees , and other agents harmless from and against any claims , demands , judgment ,
obligations , liabilities and costs ( including reasonable attorneys ' and expert fees ) relating in any
way to the performance or non - performance of work by another contractor , except claims for
personal injury or property damage to the extent caused by the negligence or willful misconduct
of ENVIRON ' s employees .
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6 . Access and Information : Client agrees to grant or obtain for ENVIRON reason ablal cress
to any sites to be investigated as part of ENVIRON ' s scope of work . Client also agrees
to
indicate to ENVIRON the boundary lines of the site and the location of any underground
General Terms & Conditions - 2 - November 19 , 2009
structures , including tanks , piping , water, telephone , electric , gas , sewer, and other utility lines .
Client agrees to notify ENVIRON of any hazardous site conditions or hazardous materials ,
about which Client has knowledge and to which ENVIRON Is employees or contractors may be
exposed while performing services on behalf of Client , including providing copies of relevant
Material Safety Data Sheets . Client also shall make available to ENVIRON all information within
its control necessary to allow ENVIRON to perform its services and agrees to comply with
reasonable requests by ENVIRON for clarification or additional information . Client shall be
responsible for the accuracy of this information . ENVIRON shall not be responsible for any
damage to underground structures or utilities to the extent such damage was caused by
incomplete or inaccurate information provided to us by the client or other party . Client agrees to
make ENVIRON aware of any unsafe conditions at any project site about which Client has
knowledge .
7 . Reportinq Requirements : Client may be required under federal , state or local statutes or
regulations to report the results of ENVIRON ' s services to appropriate regulatory agencies .
ENVIRON is not responsible for advising Client about its reporting obligations and Client agrees
that it shall be responsible for all reporting , unless ENVIRON has an independent duty to report
under applicable law . In those situations , ENVIRON will provide Client with advance notice that
ENVIRON believes that it has an obligation to report as well as the substance of the report it
intends to make .
8 . RCRA Compliance : Client shall be responsible for complying with the Resource
Conservation and Recovery Act , 42 U . S . C . Section 6901 et . seq . ( " RCRA" ) and its implementing
regulations in connection with ENVIRON ' s work under this Agreement . Client may request
ENVIRON ' s assistance in meeting its RCRA and other similar waste management obligations ,
including analytical testing to assist Client in proper characterization of waste , identifying
potential transporters and disposal facilities for waste ( provided that Client shall make the final
selection of both the transporter and disposal facility ) , entering into subcontracts or purchase
order arrangements with the transporters and /or disposal facilities selected by Client , and
preparing manifests for the Client' s approval and execution . Client agrees that , by virtue of
providing these services , ENVIRON shall not be deemed a " generator" or a party who
" arranges " for the "transportation , " "treatment" or " disposal " of any " hazardous waste " or
" hazardous substance " ( as those terms are defined in the Comprehensive Environmental
Response Compensation and Liability Act or " CERCLA" , 42 U . S . C . Section 9601 ) . Client
agrees to indemnify , defend and hold ENVIRON , its directors , officers , employees and agents ,
harmless from and against any and all claims , demands , judgments , obligations , liabilities , any
costs ( including reasonable attorneys ' and expert fees ) relating to : ( 1 ) ENVIRON ' S work in
assisting Client with its RCRA obligations ; and ( 2 ) the transportation , treatment , and disposal of
hazardous substances or hazardous waste generated by the field activities conducted for Client .
9 . Confidentiality : We treat all information obtained from Clients , not otherwise previously
known to us as confidential , unless such information comes into the public domain through no
fault of ours , or is furnished to us by a third party who is under no obligation
to keep the
information confidential . If we are subpoenaed to disclose confidential information obtained
from you or about our work for you , we will give you reasonable notice and the opportunity to
object before releasing any confidential information .
10 . Independent Contractor : Client agrees that ENVIRON is acting as an independent
contractor and shall retain responsibility for and control over the means for performing its
services . Nothing in these Terms and Conditions shall be construed to make ENVIRON or any
of its officers , employees or agents , an employee or agent of Client .
General Terms & Conditions - 3 - November 19 , 2009
11 . Standard of Care : In performing services , we agree to exercise professional judgment ,
made on the basis of the information available to us , and to use the same degree of care
and
skill ordinarily exercised in similar circumstances by reputable consultants performing
comparable services in the same geographic area . This standard of care shall be judged as of
the time the services are rendered , and not according to later standards . ENVIRON makes no
other warranty or representation , either express or implied , with respect to its services .
Estimates of cost , recommendations and opinions are made on the basis of our experience and
professional judgment ; they are not guarantees . Reasonable people may disagree on matters
involving professional judgment and , accordingly , a difference of opinion on a question of
professional judgment shall not excuse a Client from paying for services rendered .
Client recognizes that there may be hazardous conditions at sites to be investigated as part of
ENVIRON ' s work . Client acknowledges that ENVIRON has neither created nor contributed to
the existence of any hazardous , toxic or otherwise dangerous substance or condition at the
site ( s ) which are covered by ENVIRON ' s work . Client also recognizes that some investigative
procedures may carry the risk of release or dispersal of pre -existing contamination , even when
exercising due care . Client releases ENVIRON from any claim ( including claims under
CERCLA or state law ) that it is an "operator" of any site where it performs work for Client or
a
" generator" or a party who " arranges " for the "transportation , " " treatment" or "disposal " of any
" hazardous substance " ( as those terms are defined in CERCLA ) , by virtue of its work for Client
at any site .
12 . Insurance : ENVIRON shall maintain the following insurance coverage while it performs
the work described in Exhibit "A : " ( 1 ) statutory Workers Compensation and Employer' s Liability
Coverage ; ( 2 ) General Liability for bodily injury and property damage of $ 1 , 000 , 000 aggregate ;
( 3 ) Automobile Liability with $ 1 , 000 , 000 combined single limit ; and (4 ) Professional Liability and
Contractor' s Pollution Liability with a combined single limit of $ 1 , 000 , 000 per claim and in
the
aggregate . If Client desires additional insurance or special endorsements , premiums
associated with that coverage would be considered a reimbursable expense . Upon request , we
will provide you with a certificate of insurance .
13 . Third Parties : ENVIRON ' s services are solely for Client' s benefit and may not be relied
upon by any third party without ENVIRON ' s express written consent . Any use or dissemination
of ENVIRON work products ( including ENVIRON reports ) , without the written consent of
ENVIRON , shall be at Client' s risk and Client shall indemnify and defend ENVIRON from any
and all claims , demands , judgments , liabilities and costs ( including reasonable attorneys ' and
expert fees ) , related to the unauthorized use or dissemination of ENVIRON ' s work . Client also
agrees to be solely responsible for and to defend , indemnify , and hold ENVIRON harmless from
and against any and all claims , demands , judgments , liabilities and costs ( including reasonable
attorneys ' and expert fees ) , asserted by third parties arising out of or in any way related to our
performance or non - performance of services , except for claims of personal injury or property
damage to the extent caused by the negligence or willful misconduct of ENVIRON ' s employees .
14 . Limitation of Liability : ENVIRON shall be liable only for direct damages that result from
ENVIRON ' s negligence or willful misconduct in the performance of its services . UNDER NO
CIRCUMSTANCES SHALL ENVIRON BE LIABLE FOR INDIRECT , CONSEQUENTIAL ,
SPECIAL , OR PUNITIVE DAMAGES , OR FOR DAMAGES CAUSED BY THE CLIENT 'S
FAILURE TO PERFORM ITS OBLIGATIONS UNDER LAW OR CONTRACT . ENVIRON shall
not be liable for and Client shall indemnify ENVIRON from and against all claims , demands ,
liabilities and costs ( including attorneys ' and expert fees ) resulting from on -site activities except
to the extent caused by ENVIRON ' s negligence or willful misconduct . In no event shall our
General Terms & Conditions - 4 - November 19 , 2009
liability exceed the amount paid to us by you for our professional services ( net of reimbursable
expenses ) and Client specifically releases ENVIRON for any damages , claims , liabilities and
costs in excess of that amount .
15 . Termination : This Agreement may be terminated by either party upon ten ( 10 ) days
written notice to the other. If Client terminates the Agreement , Client agrees to pay ENVIRON
for all services performed until the effective date of the termination . Client' s obligations under
Paragraphs 3 , 41 87 91 11 , 13 , and 14 shall survive termination of this Agreement and /or
completion of the services hereunder .
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17 . Scope of Agreement : Once Client has signed ENVIRON ' s proposal , that sal and
these Terms and Conditions shall constitute the complete and exclusive Agreement etween
the parties and will supersede all prior or contemporaneous agreements , whether written or oral .
No provision of these Terms and Conditions may be waived , altered or modified except in
writing and signed by ENVIRON . Client may use standard business forms , such as purchase
orders , for convenience only ; any provision on those forms that conflict with these Terms and
Conditions shall not apply .
18 . Nonsolicitation : Both ENVIRON and Client agree during the term of this Agreement and
for 12 months following its termination for any reason , neither party will solicit for employment ,
or hire as an employee or contractor, any personnel of the other party involved in the
performance of services to the Company .
REVISION — January 1 , 2008