ce CONTRACT NO. 002286 ent Rr duro STATE OF NORTH CAROLINA RECER, ¥ESID contractor's FEDERAL 1D COUNTY OF WAKE JUL 2 2 2003 » Nc ccosysr ENaNCENEUT GRAN THIS AGREEMENT, made and entered into this 26" day of June, 2009, by and between EBX-Neuse-I, LLC, hereinafter referred to as "CONTRACTOR’, and North Caroling Department of Environment and Natural Resources, hereinafter referred to as "DEPARTMENT"; 1883, wl os THAT WHEREAS, the CONTRACTOR has submitted to the DEPARTMENT a proposal for the performance of certain technical or professional services: and WHEREAS, the DEPARTMENT desires.to enter into a contract with the CONTRACTOR to perform the services set out in the proposal, 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 perform in a manner satisfactory to the DEPARTMENT, a full delivery project entitled, “EBX Neuse Riparian Buffer Umbrella Mitigation Bank”, in the Neuse River Basin, as described in the CONTRACTORS proposal dated November 14, 2008, which by reference is incorporated as part of this contract and the Request for Proposal 16-001383 on file with the DEPARTMENT. = The services of the CONTRACTOR are to commence on the “Project Start Date”, which will be the final executed date signed by the DEPARTMENT as located on the execution page of this contract. All milestone deliverables will be determined from the project start date. Services shall be undertaken and completed in such sequence as to assure their expeditious completion in the light of the purposes of this agreement, butin any event, all * of the services required hereunder shall be completed by the 16" day of June, 2016. 3. The Ecosystem Enhancement Program (EEP) agrees to procure 60, riparian buffer mitigation units on the EBX Neuse Riparian Buffer Umbrella Mitigation Bank Site. 4. The DEPARTMENT hereby agrees to pay the CONTRACTOR, per the Contractor’s Cost Proposal for 60 riparian buffer mitigation units at a cost of $15,182.00 per_unit, for a sum of money not to exceed NINE HUNDRED TEN THOUSAND, NINE HUNDRED TWENTY DOLLARS ($910,920.00), said sum to be full and complete compensation for services to be rendered under this agreement, This amount consists of: Type of Funds "Funding Sourés CFDA No. Receipts Other - Nutient Offset A Page 1 of 7CONTRACT NO. 002286 [Department Contract Administrator: Jeff Jurek, Project Coniro/Research Director NC Ecosystem Enhance Program 1652 Mail Service Center. Raleigh, NC 27699-1652 Telephone: 919-715-1157 Fax: 919-715-2219 Email: jeff jurek@ncmail.net Physical Address / Zip: 2726 Capital Bivd. Ste 1H103, Raleigh NC, 27604 Contractor Contract Administrator: Thomas L. Rinker EBX-Neuse-|, LLC 909 Capability Drive, Suite 3100 Raleigh, NC 27608 Telephone: (919) 829-9908 Fax: (919) 629-9913 Email” thom@ebxusa.com 8. The CONTRACTOR shall not substitute Key personnel assigned to the performance of this contract without prior approvel by the Department Contract Administrator. 10. None of the work to be performed under this contract which involves the specialized skill or expertise of the CONTRACTOR or his employees shall be subcontracted without prior approval of the Contract Administrator. in the event the CONTRACTOR subcontracts for any.oF all of the services or activities covered by this contract: (a) the CONTRACTOR is not relieved of any of the duties and responsibilities provided in this contract, (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 slate and federal authorized representatives access to any records pertinent to its role as a subcontractor, 11. If, through any cause, the CONTRACTOR shalt fail to fulfil in a timely and proper manner the obligations under this agreement, the DEPARTMENT shall thereupon have the right to terminate this contract by giving written notice to the CONTRACTOR of such termination and specifying tne reason thereof and the effective date thereof. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports prepared by the CONTRACTOR shail, at the option of the DEPARTMENT, become its property, and the CONTRACTOR shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. 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 12. _ This contract may be terminated by either party upon thirty (30) days otice given in writing by one party to the other. If the contract is terminated, all finished or unfinished documents and other materials shall, at the option of the DEPARTMENT, become its property. Termination of the contract by the CONTRACTOR shall not prohibit the DEPARTMENT from seeking remedy for additional costs Consequential to the termination, Page 3 of 7CONTRACT NO. 002286 days that the State has knowledge of such claims, The CONTRACTOR represents and warrants that it shall make no claim of any kind or nature against tne State's agents who are involved in the delivery or processing of CONTRACTOR goods to the State, The representation and warranty in the preceding sentence shall survive the termination or expiration of this contract. 22. The DEPARTMENT does not waive its sovereign immunity by entering into this contract and fully retains all immunities and defenses provided by law with respect to any action based on this contract. 23, The parties certify and warrant that no gratuities, kickbacks ot contingency fee(s) were paid in connection with this contract, nor were:any fees, commissions, gifts or other considerations made contingent upon the award of this contract 24, _ The CONTRACTOR certifies that it (a) has neither used nor will use any appropriated funds for payments to lobbyist; (b) will disclose the name, address, payment details, and purpose of any agreement with lobbyists whom CONTRACTOR or its subtier contracior(s) or subgrantee(s) will pay with profits or non-appropriated funds on oF after December 22, 1989; and (c) will file quarterly updates about the use of lobbyists if material changes occur in their use. 26. _ The CONTRACTOR shall 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 26.’ The CONTRACTOR shail comply with all laws, ordinances, codes, rules, regulations, and ficensing requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies having jurisdiction and/or authority 27. ‘The CONTRACTOR certifies that with regard to: A DEBARMENT AND SUSPENSION - To the best of its knowledge and belief that it and its principals: (1) arenot presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal, State, or local government agency, (2) __ 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, cor 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; (3) are not presently indicted for or otherwise criminally or civily charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in Paragraph (A)(2) of this certification; and (4) have not within a 3-year period preceding this application/proposai had one or more Public transactions (Federal, State, or local) terminated for cause or default. Page 5 of 7CONTRACT NO, 002286 (8) Taking one of the following actions, within 30 days of receiving: notice under subparagraph (4)(b), above with respect to any employee who is so convicted - (@) Taking appropriate personnel action against such an employee, up to and including termination; or (&) 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, (7) Making @ good-faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (1),.(2), (3), (4), (6), and (6), above. ©. Willcomply with the provisions of the Equal Employment Practices Act'sel out in Article 49A of Chapter 143 of the North Carolina General Statutes. E, —_ Willcomply, as applicable, with the provisions of the Wage and Hour Act, Occupational Safety and Health Act of North Carolina, Controlled Substance Examination Regulation, Retaliatory Employment Discrimination, Safety and Health Programs and Committees, Workplace Vielence Prevention, and other applicable provisions of Chapter 9 of thé North Carolina General Statutes regarding labor standards, F, Will comply with ail applicable requirerrisits of all other federal, state and local government laws, executive orders, regulations and policies governing this program. IN WITNESS WHEREOF, the CONTRACTOR and the DEPARTMENT have executed this agreement in four (4) originals, one (1) of which is retained by the CONTRACTOR and three (3) of which are retained by the DEPARTMENT EBX-NEUSE4, LLC NORTH CAROLINA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES ; 2. ‘Dee A. Freeman, Secretary By. ‘ By. ee Contractor's Signature Deparment fh Tate or Authorized Agent Crass Wana: ___ Michael G. Bryant Sone Name Typed / Printed Name enol Director, Division of Purchase & Services Tie Title 1-9-F Date Final Executed Date ("Project Start Date") Approved as to Form: Attorney General of North Carolina ORIGINAL Page 7 of 7