1-Vet Services RFP Final.pdf

Professional Services Request for Proposals

In-House and Off-Site Veterinary Services for Animal Care of Davis County

Professional Services Request for Proposals

In-House and Off-Site Veterinary Services for Animal Care of

Davis County

Davis County, a political subdivision of the State of Utah

PO Box 618

61 S Main Street

Farmington, UT 84025

Date of Issue:

September 24, 2026

Bid Submission Requirements

Required: Submissions will be accepted through Bonfire at utah.bonfirehub.com. If you have trouble submitting online, you can email support.bonfire@eunasolutions.com for assistance. Proposals must be received by Davis County no later than Wednesday, October 21, 2026, at 5:00 p.m. MT.

If you would like to submit a proposal using a different method, please contact the Davis County

Purchasing Manager at purchasing@daviscountyutah.gov to discuss alternative submission options.

Required: Complete the Written Claim of Business Confidentiality and Concise State of Reasons

Supporting This Claim of Business Confidentiality, attached as Exhibit A to this Professional Services

Request for Proposals (RFP), have it signed by an authorized representative, and submit it as the first substantive item in the proposal.

Required: Complete the Vendor Proposal Form, attached as Exhibit B to this RFP.

Required: Submit minimum qualifications requirements. Requirements are found in Section III.

mailto:support.bonfire@eunasolutions.com mailto:purchasing@daviscountyutah.gov

Request for Proposal

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I. Introduction

Animal Care of Davis County (ACDC) is dedicated to promoting public safety, animal welfare, and responsible pet ownership within the community. ACDC believes in a proactive approach to shelter medicine that supports both the health of animals in our care and the long-term well-being of pets in our community. To help reduce pet overpopulation and decrease shelter intake over time, ACDC ensures that all adoptable animals are spayed or neutered, vaccinated, and microchipped prior to permanent placement.

Maintaining a high standard of physical health, mental well-being, and humane treatment for all animals in our care is a core organizational priority. ACDC is the only animal shelter within Davis County

(County), serving 15 cities throughout the County. Managing a high-volume municipal shelter requires consistent veterinary oversight to prevent infectious disease transmission, provide clinical treatment, perform high-volume surgical procedures, and ensure animals receive appropriate vaccinations, including rabies vaccinations. Contracted shelter veterinarians provide the clinical expertise and oversight needed to uphold these standards and support ACDC’s mission to safeguard vulnerable animals and serve the Davis County community.

In addition to contracted shelter veterinarians, ACDC relies on partnerships with outside veterinary providers to meet medical needs that extend beyond the scope or availability of regular shelter veterinary services. These partnerships provide access to emergency and after-hours care, specialized diagnostics and treatment, and additional surgical capacity when spay and neuter needs exceed what can be accommodated internally. Access to outside veterinary services allows ACDC to respond quickly when an animal requires urgent or specialized care while also helping maintain timely spay and neuter services and preventing delays in an animal’s readiness for adoption.

II. Scope of Work.

ACDC is seeking qualified veterinary providers to support the medical and surgical needs of shelter animals.

ACDC is seeking veterinary services included in this scope of work.

ACDC may award contracts to multiple Vendors based on qualifications, availability, areas of expertise, service needs, and the best interests of the County. Responding providers are not required to offer every service identified below. Providers should clearly identify the services they are qualified and able to provide. The objectives listed in the scope of work below represents the range of veterinary services ACDC may obtain through one or more awarded contracts.

ACDC is seeking veterinary services through both in-house shelter veterinary services and off-site veterinary providers. Vendors may submit a proposal for one or both service categories. Regardless of services provided, selected Vendors are expected to partner and work collaboratively with ACDC staff.

This includes maintaining communication, strictly adhering to established treatment authorization protocols, and upholding high standards of care.

A. In-House Shelter Veterinary Services

Vendors proposing to provide veterinary services at the ACDC shelter shall provide the following:

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1. Preventative and Surgical Care: Provide comprehensive preventative and surgical care for shelter animals, including intake and wellness examinations, vaccinations, high-volume spay/neuter surgeries, minor procedures, and individualized medical care plans as needed to support each animal’s health and readiness for adoption or other appropriate outcome.

2. Population Health and Disease Control: Provide veterinary oversight of shelter population health, including infectious disease prevention, identification and management of disease outbreaks, isolation and quarantine protocols, sanitation practices, and appropriate vaccination protocols.

3. Medical Triage and Treatment: Evaluate, diagnose, and treat sick, injured, or distressed animals, ensuring appropriate pain management and humane care plans are in place.

4. Emergency and Specialized Care: Determine when animals require emergency, after-hours, diagnostic, or specialized veterinary care beyond what can be provided through routine shelter veterinary services and coordinate appropriate referrals when necessary.

5. Humane Care and End-of-Life Decisions: Provide veterinary guidance regarding quality of life, pain and suffering, prognosis, and humane euthanasia when medically appropriate, ensuring decisions are made with compassion and in accordance with professional and organizational standards.

6. Law Enforcement and Field Services Support: Assist Animal Control Officers and shelter staff with medical examinations, evidence documentation, professional findings, and veterinary records related to suspected animal cruelty, neglect, abandonment, or other law enforcement cases.

7. Regulatory Compliance and Medical Records: Maintain accurate and timely medical, treatment, surgical, prescription, and controlled-substance records while ensuring veterinary services comply with applicable federal and state laws, Utah veterinary licensing requirements, controlled-substance regulations, County Code, and established standards of veterinary practice.

8. Shelter Medicine Protocols and Staff Guidance: Assist in developing and reviewing medical protocols and provide guidance and training to shelter staff regarding animal health, disease recognition, medication administration, sanitation, biosecurity, and other appropriate veterinary care practices.

9. After-Hours Support: Provide after hours support to ACDC staff to respond to questions regarding immediacy of care required for animal care.

B. Off-Site Veterinary Services

Vendors proposing to provide veterinary services at their own facility shall provide the following:

1. Services Offered: Provide the following after hours care, including but not limited to: urgent care, emergency and after-hours care, diagnostics, hospitalization, specialty care, surgical procedures, spay/neuter overflow, or other available services.

2. Hours and Availability: Be available during normal business hours and after hours for emergencies.

a. Provide a reliable communication avenue for shelter staff and animal care officers to use for after-hours emergencies.

b. Establish a protocol for animal care officers or designated shelter staff to drop off sick or injured animals after hours.

c. Animals admitted under ACDC outside of normal operating hours, the Vendor will utilize the designated after-hours phone tree provided by the County to obtain required medical treatment approvals from authorized shelter staff for treatments exceeding $500.00.

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3. Diagnostics, Hospitalization, and Specialty Services: Provide diagnostic, surgical, hospitalization, specialty, or other advanced services at the Vendor's facility. Provide referrals to another provider for any services that cannot be provided by the Vendor.

4. Spay/Neuter and Surgical Overflow: Provide scheduled spay/neuter or other surgical services when additional capacity is needed.

a. Provide appropriate post-surgical monitoring, pain management, and nursing care in a recovery area until animals are cleared for discharge.

b. Ensure all animals are fully awake and thermoregulating prior to release back to ACDC and designated transporters.

c. Administer shelter-provided or vendor-supplied vaccinations, microchips, or ear-tipping (for

Community/TNR Cats) at the time of the spay/neuter surgery upon shelter request.

C. Ongoing Responsibilities for all Vendors:

a. Vendors must maintain accurate medical records for every shelter animal treated. Copies of medical records must be provided to the shelter digitally within 24 hours of the animal’s discharge.

b. Vendors are not to euthanize a shelter animal without prior authorization from Shelter

Director or designated staff, except in cases of critical and irremediable injuries and shelter designees cannot be reached.

c. Vendor must provide a monthly itemized invoice with date of service and list of services provided.

III. Proposal Submission Requirements; Potential Proposal Protection

A. Proposal Submission Requirements. The proposals submitted by the Vendor in response to this RFP must be organized sequentially to address each of the subsections directly below (Failure to comply with the sequential organization requirement or failure to satisfy one or more of the proposal submission requirements directly below may result in the rejection of a Vendor submitted proposal):

1. Complete the Written Claim of Business Confidentiality and Concise Statement of Reasons

Supporting This Claim of Business Confidentiality, attached as Exhibit A to this RFP, have it signed by an authorized representative, and submit it as the first substantive item in the proposal.

2. Complete and submit the Vendor Proposal Form, attached hereto as Exhibit B, which an authorized representative of the Vendor must sign.

3. All veterinarians providing services must hold a valid license to practice veterinary medicine in the State of Utah. Vendors must maintain appropriate DEA registrations for the handling, storage, and administration of controlled substances.

4. Provide a detailed description of Vendor’s related experience in providing high-volume spay/neuter surgeries, medical exams, and general shelter medicine related services. Including a detailed description of related experience in:

a. Performing routine and complex spay/neuter surgeries on dogs and cats of all ages.

b. Administering vaccines and medications to sometimes fractious or fearful animals.

c. Providing emergency care, medical diagnosis, and miscellaneous surgical care for shelter animals.

d. Establishing care plans and treating illnesses with a small budget.

5. References. Provide a list of no more than five (5) customer references for which the Vendor has recently provided or is currently providing services that are similar in size and scope to those sought through this RFP. Please provide the following for each:

a. Customer name, address, and telephone number;

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b. Name, title, address, email and telephone number of the company’s primary contact with customer

c. Describe the services or products provided to the customer; and

d. Project start and end date.

Each of the references provided by a Vendor may be contacted by the County and sent a standard electronic questionnaire form to complete and submit to the selection committee. The County may also communicate directly with the identified references, if the County chooses to do so.

6. In-House Shelter Veterinary Services (Only required if the Vendor is submitting a proposal to provide these services):

a. Availability and Schedule: Identify proposed weekly date(s), hours of availability, frequency of service, and anticipated daily capacity for surgeries, medical examinations, and other veterinary services.

b. Clinical Workflow: Describe the proposed approach to managing pre-operative examinations, wellness and medical examinations, treatment, surgery, medical documentation, and surgical recovery within the shelter environment.

c. Surgical Capacity and Procedures: Identify anticipated daily spay/neuter capacity and the types of surgical procedures the Vendor is qualified and comfortable performing within the shelter setting, including any procedures the Vendor would recommend referring to an outside veterinary provider.

d. Hourly Rate: Provide the proposed compensation structure for in-house services, including hourly, daily, per-procedure, or other proposed rates. Clearly identify any additional charges that may apply.

7. Off-Site Veterinary Services (Only required if the Vendor is submitting a proposal to provide these services):

a. Access to Care: Describe procedures for receiving animals presented by ACDC staff, Animal Control Officers, authorized foster caregivers, residents acting under ACDC's direction, or other individuals authorized by ACDC. Identify whether appointments are required and how urgent or emergency cases are handled.

b. Treatment Authorization and Communication: Describe the process for providing treatment estimates, obtaining authorization for treatment, communicating significant changes in an animal's condition, and receiving approval when treatment is expected to exceed an established authorization threshold.

c. Pricing for Commonly Used Services: Provide ACDC with a current fee schedule and pricing for commonly utilized veterinary services. Pricing should include, where applicable, examinations, emergency and after-hours fees, spay/neuter procedures, vaccinations, laboratory testing, diagnostic imaging, hospitalization, medications, wound care, surgical procedures, euthanasia, and other services commonly provided to shelter animals. Identify any municipal, government, shelter, rescue, volume, or other discounted pricing available to

ACDC.

1) The vendor must provide specific line-item pricing for services commonly required for shelter animals.

a. Standard Examination Fee

b. Emergency and After-Hours Examination Fee

c. Overnight hospitalization

d. Testing and Diagnostic Fees including Snap tests (FeLV/FIV, Parvovirus), Fecal floats, and skin scrapes.

e. Euthanasia Services

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f. Feline spay and neuter (all inclusive)

g. Canine spay and neuter categorized by weight (all inclusive)

h. Surcharges for cryptorchidism, pyometra, or pregnancy.

i. Radiographs

j. Ultrasounds

k. Common soft- tissues surgeries (enucleation and amputation.)

B) Cost Management: Describe any options available to help ACDC manage veterinary expenses, including estimates, authorization thresholds, discounted pricing, alternative treatment options, or other cost-management practices while maintaining appropriate standards of care.

1) The vendor must describe a system for enforcing a pre-approved financial cap ($___ per animal) for stabilizing and diagnostic care upon initial intake.

2) Detail the process for itemized estimates prior to performing services that exceed the agreed financial cap.

8. Additional Value: Describe any additional services, expertise, resources, availability, efficiencies, or other advantages the Vendor would provide to ACDC.

IV. Evaluation Criteria

The County’s evaluation committee will evaluate proposals submitted by Vendors based on the following criteria:

Primary Criteria Primary

Criteria % Criteria Description

1. Valid licensing Pass/Fail a. Section III(A)(3).

2.Experience

30% a. The Vendor’s specific experience as described in Section

III(A)(4-5).

2. Veterinary

Services

30% a. Section III(A)(6-7). For Vendors that submit proposals to provide both in-house and off-site services, the county will utilize a separate scoresheet so we can score both services.

3.Additional Value 10% N/A

4.Cost 30% N/A

V. Interviews (if necessary)

A committee of individuals representing the County will perform the evaluation of all proposals. Following this evaluation process, the committee may elect to ask certain Vendors to complete an oral interview or provide a demonstration before the committee. The purpose of the interview or demonstration is to allow those further selected Vendors to expand upon and discuss their written responses. This interview must be attended by the same project team personnel who will be assigned to the Project should the Vendor be

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Standard Request for Proposal Version 11.06.25 awarded a contract. Oral interviews and demonstrations are provided at the sole discretion of the County and are for the purposes of allowing the County to broaden their understanding of certain selected Vendors and their proposals.

VI. Projected Schedule for the RFP Process

The County reserves the right to modify the following projected schedule for this RFP process at its sole discretion.

Activity Date Time

Issuance of the RFP by the County September

23, 2026

Deadline to submit questions October 12, 4:00

Deadline for Vendors to submit proposals October 21, 5:00

Estimated Issuance of Notice of Intent to Engage in Contract

Negotiations

December 15, 2026

VII. Questions and Deadline for Questions

All questions relating to this RFP must be submitted through Bonfire. The deadline to submit questions regarding this RFP is October 12, 2026, at 4:00 p.m. Mountain Time. The County may reject any proposal submitted in response to this RFP if one or more employees, agents, representatives or otherwise contacts any other County employee, agent, or representative regarding this RFP.

VIII. Protests

Vendors may file a protest relating to this RFP pursuant to the County’s purchasing policy and procedures governing requests for proposals (the “RFP Policy”). Vendors may receive a copy of the RFP Policy by requesting a copy of the RFP Policy through an email sent to purchasing@daviscountyutah.gov.

IX. Written Agreement Required

A. Written Agreement. The County’s standard form RFP contract is attached to this RFP as “Exhibit

C”. If Vendor wishes to propose altering any of the terms of the standard form RFP contract and/or the RFP, including exhibits, attachments, or addenda, Vendor must specifically identify proposed alterations in Vendor’s proposal with reasonable alternatives presented. The County may or may not, in its sole discretion, consider proposed alternatives. Vendors are advised that the County is not bound by the terms of the RFP until a written agreement is fully executed, and any activity taken on by the Vendor prior to full execution of a written agreement is done at the Vendor’s sole risk. The contract resulting from this RFP must first be approved by the Davis County Commission and will become effective only on the date of execution. The County reserves the right to review each contract on a regular basis regarding performance and service elements during the term of the contract.

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B. RFP Cancellation. This RFP may be cancelled at any time prior to the execution of a written agreement if deemed in the best interests of the County. This includes cancellation of the RFP after an award has been made, but prior to the execution of a written contract. The Vendor is not entitled to recover any costs related to the preparation of the proposal due to cancellation of the RFP or withdrawal of an award prior to the execution of a written agreement.

X. Vendors Are Bound by This RFP and the RFP Policy

By submitting a proposal in response to this RFP, each Vendor agrees to be bound by this RFP and the

RFP Policy, including the following:

A. Proposals Must Remain Constant

Proposals, including costs, must remain constant from the proposal submission date until the execution of a contract between the County and a Vendor for the services sought through this RFP. The county may reject a Vendor who submits a proposal that does not remain constant for this required time period.

B. Termination or Debarment Certification

Federal and state regulations require certification by Vendors as to current history regarding debarment, eligibility, indictments, convictions, or civil judgements. Vendors must submit a certification that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from soliciting work by any governmental department or agency. Vendors must also certify that neither it nor its principals have been terminated during the performance of a contract or withdrew from a contract to avoid termination. If a Vendor cannot certify these two statements, the Vendor shall submit a written explanation of the circumstances for review. A Vendor must submit these certifications with its proposal.

C. Licensing

A selected Vendor shall obtain all applicable federal, state, and local licenses before a contract for the services sought through this RFP and between the County and the selected Vendor is executed. The

Vendor must maintain these licenses for the duration of the contract between the County and the

Vendor.

D. Registration

Vendors shall be registered with the Utah Department of Commerce, Division of Corporations and

Commercial Code. Vendors may obtain forms and information regarding this registration requirement by calling (801) 530-4849 or 1-877-526-3994, or by accessing the following website:

www.commerce.utah.gov.

E. Modifying Proposal

A Vendor may modify its proposal before the deadline for Vendors to submit proposals, which is set forth in the “Projected Schedule for the RFP Process” section above. After this deadline, a Vendor is precluded from modifying its proposal unless otherwise permitted by the RFP Policy or this RFP.

F. Free and Competitive Bidding

Any agreement or collusion among Vendors to fix a price, limit competition, or other similar conduct shall render the proposals of such Vendors void.

G. Conflicts

Any conflicts between one or more of the following shall be resolved in the following order:

1. The contract between the County and a Vendor for the services sought through this RFP;

2. The RFP Policy;

3. The County’s other policies and procedures;

http://www.commerce.utah.gov/

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4. This RFP; and

5. The proposal submitted by a Vendor in response to this RFP.

EXHIBIT A

(Written Claim of Business Confidentiality and Concise Statement of

Reasons Supporting This Claim of Business Confidentiality)

EXHIBIT A

Written Claim of Business Confidentiality and

Concise Statement of Reasons Supporting This Claim of Business Confidentiality

Required: Please check the box directly below that best describes the applicability of this form to the proposal:

⬜ This form does not apply to the proposal being submitted (If You Mark This Box, Stop Here)

⬜ This form does apply to the proposal being submitted and has been filled out completely and accurately (If You Mark

This Box, Please Fill Out the Remaining Portions of This Form)

Pursuant to Subsections 63G-2-305(1) and (2), Utah Code Annotated (2025, as amended), and Section 63G-2-309, Utah Code Annotated (2025, as amended), (company name) asserts a claim of business confidentiality to protect certain portions of its proposal. An entire proposal cannot be identified as

“Protected.”

Please mark the box or boxes directly below that best describe(s) the ground(s) for this claim of business confidentiality for certain portions of the proposal:

⬜ Trade secrets as defined in Section 13-24-2, Utah Code Annotated (1989, as amended), if the person submitting the trade secret has provided the governmental entity with the information specified in Section 63G-2-309, Utah

Code Annotated (2025, as amended) (“Trade secret” means information, including a formula, pattern, compilation, program, device, method, technique, or process, that: (a) derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and (b) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.)

⬜ Commercial information or non-individual financial information obtained from a person if: (a) disclosure of the information could reasonably be expected to result in unfair competitive injury to the person submitting the information or would impair the ability of the governmental entity to obtain necessary information in the future;

(b) the person submitting the information has a greater interest in prohibiting access than the public in obtaining access; and (c) the person submitting the information has provided the governmental entity with the information specified in Section 63G-2-309, Utah Code Annotated (2025, as amended).

The following is a concise statement of reasons supporting this claim of business confidentiality for the proposal:

Page Paragraph Reason

Please use additional sheets, if needed.

Pursuant to Section 63G-2-309 (2025, as amended), you will be notified, at the address provided in the proposal, if either some or all of the proposal claimed to be protected herein is classified “public” by Davis County or if Davis

County determines that some or all of the proposal claimed to be protected herein should be released after balancing interests under Subsection 63G-2-201(5)(b), Utah Code Annotated (2025, as amended), or Subsection 63G-2-

401(6), Utah Code Annotated (2025, as amended).

Signed: Title: _________________________________________

Printed Name: Date: _________________________________________

EXHIBIT B

(Vendor Proposal Form)

Vendor Proposal Form

Name:

(Provide the complete legal name of Vendor)

Address:

City: State: Zip:

List one person who Davis County may contact concerning the entity’s proposal.

Name:

Telephone Number:

E-Mail:

☐ I certify that the Vendor and Vendor’s principals comply with the termination and debarment conditions of Section X.B of this RFP. If Vendor cannot certify this statement, please attach a written explanation.

☐ I certify that to the best of my knowledge the information contained in this proposal is accurate and complete. I further certify that the Vendor authorizes me to submit this proposal and bind the Vendor.

By:

Printed Name:

Position or Title:

Date:

Form Fee Proposal

Total Cost

Other Services (state what services will be provided)

Total:

Grand Total:

EXHIBIT C

(Contract Template)

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STANDARD PROFESSIONAL SERVICES CONTRACT

This Standard Professional Services Contract (this “Contract”) is between Davis County, a body corporate and politic and a legal subdivision of the State of Utah (the “County”), and the following person or entity (the “Professional”):

The Professional: Contact Phone Number:

Contact Person: Contact Email:

Address: Type of Service:

WHEREAS, the County desires to obtain the services of a competent professional to provide the contractual services identified in this Contract.

WHEREAS, the Professional, who has represented to the County that it is a competent and experienced professional, desires to provide the contractual services identified in this Contract.

The parties therefore agree as follows:

1. The Professional’s Services. The Professional shall:

1.1. Detail materials and services;

1.2. Detail materials and services; and

1.3. Continue with as many subsections as needed to detail materials and services.

2. The County’s Obligations. The County shall:

2.1. Detail obligations, if any;

2.2. Detail obligations, if any; and

2.3. Continue with as many subsections as needed to detail obligations, if any.

3. Deadlines. The Professional shall complete its obligations under this Contract on or before insert month and day, 2025.

4. Effectiveness; Date; Termination. This Contract will become effective when all parties have signed it. The date of this

Contract will be the date that this Contract is signed by the last party to sign it (as indicated by the date associated with that party’s signature). This Contract will terminate on the date that the parties have satisfied each of their respective duties under this Contract, unless terminated earlier pursuant to Section 5 of this Contract.

5. Early Termination.

5.1. The County may terminate this Contract if annual appropriations, as part of the County’s annual public budgeting process, are not made or are insufficient to pay the Professional. This termination will be effective at the time that the

County’s notice is effective under Section 10 of this Contract.

5.2. The County may terminate this Contract due to its dissatisfaction, determined solely in the County’s discretion, with the

Professional’s services, which termination will be effective at midnight on the fifth day after the County’s notice is effective under Section 10 of this Contract.

5.3. The County may terminate this Contract for any reason, which termination will be effective at midnight on the 30th day after the County’s notice is effective under Section 10 of this Contract.

5.4. The County may terminate this Contract, which termination will be effective at the time the County’s notice is effective under Section 10 of this Contract, if:

5.4.1. The Professional engages in or permits any unlawful or disruptive conduct or any activity not permitted by law, regulation, ordinance, this Contract, or the policies of the County; and

5.4.2. The Professional fails to immediately cease such conduct or activity after notification by law enforcement, the

County, or otherwise.

5.5. Either party may terminate this Contract after a material breach of this Contract by the other party, which termination will be effective after the notice is effective under Section 10 of this Contract.

5.6. Either party may terminate this Contract if otherwise permitted by the terms of this Contract or if permitted by law or in equity, which termination will be effective after the notice is effective under Section 10 of this Contract, unless otherwise provided by the specific provision of this Contract, law, or in equity.

6. Compensation.

6.1. The County shall pay the Professional a sum not to exceed insert dollar amount, upon the Professional’s completion of its obligations under this Contract.

6.2. The County shall pay the Professional for the obligations that it completes under this Contract through the date of termination, if this Contract is terminated early.

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6.3. The County shall pay the Professional within 30 days after either Subsection 6.1 of this Contract or Subsection 6.2 of this Contract is satisfied, unless the parties agree, in writing, to alternative payment arrangements.

6.4. The Professional shall disclose its tax identification number to the County before a payment will be made by the County to the Professional.

6.5. The Professional shall pay all federal, state, or local taxes, contributions, assessments, or fees, which may be based on, or become due and owing, as a result of payments made by the County to the Professional under this Contract.

6.6. The Professional shall pay any and all consultants, subcontractors, material providers, or any other individual who, or entity that, provides services, personnel, materials, equipment, utilities or otherwise to, or at the request of, the

Professional and relating to this Contract.

6.7. The County may withhold payments from the Professional to protect the County from loss relating to:

6.7.1. Defective services not timely remedied;

6.7.2. Liens or claims filed or reasonable evidence of probable filing;

6.7.3. The Professional’s failure to promptly pay consultants, subcontractors, material providers, or any other individual who, or entity that, provides services, personnel, materials, equipment, utilities or otherwise to, or at the request of, the Professional and relating to this Contract;

6.7.4. Damage to the County or another person, entity, or otherwise; or

6.7.5. The Professional’s failure to timely perform or to perform at all under this Contract.

7. Professional Skill and Care of the Professional. The Professional shall perform the services identified in this Contract consistent with the professional skill and care ordinarily provided by other professionals:

7.1. With the same or similar professional license;

7.2. Providing the same or similar professional service:

7.2.1. In the same or similar locality;

7.2.2. At the same or similar time; and

7.2.3. Under the same or similar circumstances.

The Professional shall correct any services performed under this Contract that fail to satisfy this section within 30 days after the County’s notice to the Professional is effective under Section 10 of this Contract. The rights and obligations of the parties set forth in this section will survive the termination of this Contract.

8. Insurance. The Professional shall obtain and maintain the following types of insurance:

8.1. A valid professional liability insurance policy with minimum limits as follows:

8.1.1. Per occurrence - $1,000,000.00; and

8.1.2. Aggregate - $2,000,000.00;

8.2. A valid occurrence form commercial general liability insurance policy, which covers contractual liability, with minimum limits as follows:

8.2.1. Each occurrence - $1,000,000.00;

8.2.2. Damage to rented premises - $100,000.00;

8.2.3. Medical expense (Any one person) - $5,000.00;

8.2.4. Personal and advertising injury - $1,000,000.00;

8.2.5. General aggregate - $2,000,000.00; and

8.2.6. Products and completed operations aggregate - $2,000,000.00;

8.3. A valid automobile liability insurance policy with a combined single minimum limit of $1,000,000.00; and

8.4. A valid workers compensation and employers’ liability insurance policy with minimum limits as required by Utah law

(If any proprietor, partner, executive, officer, member, or other person is excluded from the workers compensation and employers’ liability insurance policy, then the Professional shall provide the County with the applicable state issued waiver).

The County may request the Professional to provide the County with certificates of insurance or other records that demonstrate that the Professional is in compliance with the insurance requirements set forth in this section (the “Certificates/Records”). If the Professional fails to provide the County with the requested Certificates/Records within three business days of the County’s request, then the County may immediately terminate this Contract. If the Professional fails to have one or more of the insurances required by this Contract, then the County may immediately terminate this Contract. The rights and obligations of the parties set forth in this section will survive the termination of this Contract.

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9. Indemnification. The Professional shall:

9.1. Indemnify the County, and the County’s officials, employees, agents, and other representatives (collectively, the

“Indemnified Party”), against liability for damages caused by or resulting from the Professional’s breach of contract, negligence, recklessness, or intentional misconduct;

9.2. Indemnify the Indemnified Party against liability for damages caused by or resulting from the negligence of one or more of the Professional’s subconsultants;

9.3. Reimburse the Indemnified Party for attorney fees or other costs incurred due to the Professional’s breach of contract, negligence, recklessness, or intentional misconduct; and

9.4. Reimburse the Indemnified Party for attorney fees or other costs incurred due to the negligence of one of more of the

Professional’s subconsultants.

The Professional’s compliance with any provision of this Contract to obtain or maintain insurance shall not waive or limit the obligations of this indemnification provision. The rights and obligations of the parties set forth in this section will survive the termination of this Contract.

10. Notices. All notices under this Contract must be in writing and must be delivered personally, by a nationally recognized overnight courier, or by United States mail, postage prepaid, and addressed to the parties at their respective addresses set forth below (or to such other address that may be designated by a party in accordance with this section), and the same shall be effective upon receipt, if delivered personally, on the next business day, if sent by overnight courier, or three business days after deposit in the United States mail, if mailed. The initial addresses of the parties shall be:

The County The Professional

Davis County With a copy to:

Attn: Purchasing Manager Davis County

PO Box 618 Attn: Attorney’s Office, Civil Division

Farmington, UT 84025 PO Box 618

Farmington, UT 84025

Name of the Professional

Attn:

Mailing Address

City, ST Zip

11. Independent Contractor. The Professional shall perform this Contract as an independent contractor. The Professional acknowledges that it and its representatives are not employees of the County. The Professional further acknowledges that neither the Professional nor its representatives have any right to or will be provided with any of the County’s benefits.

12. Protecting Personal Identifying Information. The Professional is subject to and agrees to comply with the requirements of Utah’s Government Data Privacy Act with regard to any personal data processed or accessed by the Professional and its employees, agents, and contractors, to the same extent as required of the County. The Professional shall obtain and process only the minimum amount of personal data necessary to achieve the scope of services for the County. The Professional may not sell, share, or use any personal data for any other purposes unless expressly allowed for by law and this Contract.

13. Boycott Restrictions: If this contract has a total value of $100,000 or more, and if the Contractor has ten or more employees, the Contractor certifies that it is not currently engaged in a boycott of the State of Israel or an economic boycott as defined by Utah Code § 63G-27-201 and that it will not engage in a boycott of the State of Israel for the duration of the contract, and that it will notify the County if the Contractor engages in an economic boycott.

14. Inconsistencies. The following order of precedence governs and controls any inconsistencies between this Contract, any attachments to this Contract, and any other documents referenced in this Contract or incorporated into this Contract by reference: 1) this Contract; 2) any attachments to this Contract; and 3) any other documents referenced in this Contract or incorporated into this Contract by reference.

15. Assignment Restricted. This Contract may only be assigned by a written instrument that is signed by authorized representatives of the parties. Any purported assignment of this Contract that is in violation of this section is void.

16. Waiver. A right, remedy, power, privilege or otherwise under this Contract is not waived by a party unless such waiver is in writing and signed by an authorized representative of the party granting the waiver.

17. Entire Contract. This Contract, including all attachments, if any, and any other documents referenced in this Contract or incorporated into this Contract by this reference, constitutes the entire understanding between, and agreement of, the parties with respect to the subject matter in this Contract. Unless otherwise set forth in this Contract, this Contract supersedes all prior and contemporaneous understandings and agreements, whether written or oral, between the parties with respect to the subject matter in this Contract.

18. Amendment. This Contract may only be amended by a written instrument that is signed by authorized representatives of the parties. Any purported amendment of this Contract that is in violation of this section is void.

Version 8.28.2026 Standard Professional Services Contract Page 4 of 4

19. Governing Law; Exclusive Jurisdiction. This Contract is governed by and construed in accordance with the laws of the

State of Utah without giving effect to any choice or conflict of law provision that would require or permit the application of the laws of any jurisdiction other than those of the State of Utah. Each party irrevocably and unconditionally agrees that it may only commence an action, litigation, or proceeding of any kind against any other party, which arises from or relates in any way to this Contract, in the Second Judicial District Court in and for the State of Utah located in Farmington City, Utah.

Each party irrevocably and unconditionally submits to the exclusive jurisdiction of such court.

20. Severability. If the Second Judicial District Court in and for the State of Utah located in Farmington City, Utah finds that one or more sections, subsections, sentences, or parts of a sentence of this Contract is prohibited or unenforceable, then that or those specific section(s), subsection(s), sentence(s) or part(s) of a sentence is void. All sections, subsections, sentences, or parts of a sentence of this Contract that are not found by such court to be prohibited or unenforceable, shall remain in full force and effect.

21. Counterparts; Digital Signatures; Electronically Transmitted Signatures. If the parties sign this Contract in counterparts, then each signed counterpart will be deemed an original and all signed counterparts together will constitute one contract. If one or more of the parties digitally sign this Contract or if one or more of the parties electronically transmit this Contract with signatures by facsimile or email, then such signatures will have the same force and effect as original signatures.

Each party is signing this Contract on the date below the party’s signature.

DAVIS COUNTY

By:

Bob J Stevenson, Chair

Davis County Board of County Commissioners

ATTEST:

Brian McKenzie

Davis County Clerk

Date:

NAME OF THE PROFESSIONAL

By:

Print Name:

Title: