2026-14523 Fence Intermediate RFP.pdf

Solicitation Number 2026-14523 Page 1 of 6

INFORMAL REQUEST FOR PROPOSALS

Fence and Gate Repair and Installation

Solicitation Number 2026-14523

September 9, 2026

Single Point of Contact (SPC): Murphy Craig

E-mail: murphy.craig@portofportland.com

Proposals Due: Not later than 3:00pm, September 23, 2026

LATE PROPOSALS MAY NOT BE ACCEPTED

Pre-Proposal Meeting:

A pre-proposal conference will not be held for this solicitation.

Solicitation Number 2026-14523 Page 2 of 6

1 OVERVIEW

1.1 Introduction

In accordance with ORS 279B.070, the Port of Portland (the “Port”) is conducting an intermediate procurement and soliciting proposals from experienced firms and individuals (the “Provider” or “Providers”) capable of providing fence and gate repair and installation services (the “Services”) to the Port. The Port intends to award one or more highly qualified Providers up to a five year contract.

1.2 Background

The Port owns and manages multiple undeveloped lands and natural areas within the City of Portland, Troutdale, Gresham, and Hillsboro. These properties are maintained in their natural state support conservation, protect sensitive habitats, manage open space, and are not developed for public recreational or commercial use.

To protect these natural areas and prevent unauthorized activity, these sites are enclosed with perimeter fencing and secured with gates that restrict public access. This fencing helps deter trespassing, illegal dumping, encroachment, and damage to sensitive natural resources.

Due to age, weather exposure, vegetation growth, vandalism, tree damage, and wear, fencing and gates across these sites periodically require repair to remain effective at restricting access

1.3 Services

1.3.1 The Services to be provided under this contract include but are not limited to the repair, replacement, and installation of any fencing components, hardware, or materials necessary to restore, maintain, or establish fencing systems in a safe, functional, and secure condition, as further described below.

1.3.2 Chain Link Fence and Gates

Repair and replacement of chain link fence, top rail mid rail, and bottom rail

Repair, straightening, or replacement of line posts, corner post, end posts, and gate posts

Repair, and replacement of tension wire, tie wire, and fittings/hardware

Repair, adjustment, or replacement of chain link swing gates, including frames, hinges, latches, and locking hardware

Re-setting or re-concreting of posts as needed for stability

1.3.3 Barbed Wire Fence and Gates

Repair and replacement of barbed wire strands, including re-stretching and re-tensioning Repair, straightening, or replacement or wood and/ or metal (T-post) line post, corner posts, brace post and gate post Repair and replacement of staples, clips and other fasteners Repair, adjustment, or replacement of swing gates and cattle gates. Including hinges, latches, chains and locking hardware Bracing and anchoring repair for corner and gate assemblies

1.3.4 Provider Expectations

Provider must receive a written notice to proceed for each repair Provider must furnish all labor, materials, equipment, and supplies necessary to complete repairs Provider is expected to remove and properly dispose of all damaged materials and debris from work sites Provider shall restore any disturbed ground or vegetation surrounding repair areas

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Provider is expected to coordinate with Port staff regarding site access, scheduling, and work sequencing in person, email, or by phone

Services may occur in the evenings and weekends depending on the site but generally it will occur during normal business hours. Monday-Friday 8am-5pm

1.3.5 Inspection and Acceptance

Upon completion of each repair, Provider shall notify the Port for inspection and acceptance prior to demobilization. Provider shall submit photographic documentation of each repair site, including before and after photos, as a condition of acceptance and payment

1.3.6 Material Standards

All replacement materials shall match the existing fence system in type, gauge, height, and finish (including galvanized, vinyl coated, or other coating as applicable) unless otherwise approved in writing by the Port

1.4 Shared Prosperity

1.4.1 The Port describes community investment as the dedication of time, resources and services to help build a region where local communities play a central role in shaping social and economic change. The Port’s commitment to shared prosperity includes valuing and supporting strong, meaningful partnerships with communities most impacted by the Port’s business.

1.4.2 The Port encourages all Providers to find creative ways to invest in the growth and development of small, local and emerging businesses.

1.5 Sample Contract

Provided acceptable proposals are received, the Port intends to enter into one or more contracts based on this RFP. Such contract(s) shall be subject to the Port’s standard terms and conditions provided for review as Exhibit

1.5 Sample Contract and its associated Schedules.

2 PROPOSAL PROCESS

2.1 General

2.1.1 Evaluation

Proposals will be evaluated by a Port evaluation team. The evaluation will be in accordance with Section 3.2.2, Required Submissions and Evaluation Criteria, and may include requests by the team for additional information, oral discussions, site visits, and inquiries into the experience and responsibility of the Provider.

2.1.2 No Obligation to Award; Costs; Cancellation or Rejection The issuance of this RFP, and the receipt and evaluation of proposals, does not obligate the Port to award a contract. The Port will not pay any costs incurred in responding to this RFP. The Port may cancel this RFP or reject any or all proposals in accordance with ORS 279B.100.

2.1.3 Commencement of Work

The successful Provider may not commence any Services until receipt of a fully executed contract.

2.1.4 Questions

All questions relating to this RFP must be emailed directly to the Port SPC indicated on the cover page.

Questions received fewer than 7 business days before the deadline for receipt of proposals may not be considered.

2.2 Pre-Proposal Interpretation of Solicitation Documents

2.2.1 Changes to RFP

a) The Port reserves the right to make changes to the RFP. Changes will be made by written addendum which will be issued to all prospective Providers listed for the RFP in the Port’s online bidding system.

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b) Prospective Providers may request or suggest any change to the RFP by submitting a written request in accordance with Section 2.1.4. The request shall specify the RFP provision in question and contain an explanation for the requested change. The request must be submitted at least five business days before the deadline for receipt of proposals.

c) The evaluation team will evaluate all requests submitted but reserves the right to determine whether to accept any requested change.

2.2.2 Amend or Withdraw Proposal

A Provider may amend or withdraw its proposal any time prior to the time and date established for proposal submission.

2.3 Public Disclosure of Proposals

2.3.1 Disclosure Required, Exemptions

a) Pursuant to Oregon’s public records laws (ORS 192.311 to 192.431), any information provided to the Port pursuant to this RFP is subject to public disclosure in response to a public records request. The general public disclosure requirement under Oregon’s public records laws is subject to certain exemptions. Providers should reference Oregon’s public records laws and consult with their own legal counsel regarding public records issues before submitting a proposal. The Port does not oblige itself to withhold from public disclosure any proposal information submitted “in confidence” under ORS 192.355(4). Consistent with ORS 279B.060(6)(a), the Port: (i) does not make proposals open for public inspection until after the notice of intent to award a contract is issued; and (ii) may open proposals in a manner to avoid disclosing contents to competing Providers during the process of negotiation.

2.3.2 Trade Secrets Exemption – Duplicate, Redacted Proposal Required Consistent with ORS 279B.060(6)(b), after the Port issues notice of intent to award the Port may withhold from disclosure certain, specific information within a proposal that is exempt from disclosure as “trade secrets” under ORS 192.345(2). If a Provider believes that any specific information within its proposal is exempt from disclosure as trade secrets, the Provider must:

a) prominently mark all such specific information as exempt in its proposal (marking the entire proposal as exempt, or marking lengthy passages as exempt in a “blanket” manner, is not acceptable); and

b) submit a duplicate copy of its complete proposal, with only the specific information that the Provider believes is exempt redacted such that it is not legible.

2.3.3 Exemption Determination; Waiver

Information marked as exempt from disclosure by a Provider is not necessarily exempt. Upon the receipt of a public records request, the Port will make an independent determination, in its sole discretion, regarding the applicability of exemptions that have been asserted. When exempt information is mixed with nonexempt information, the nonexempt information must be disclosed. If a Provider fails to identify information in a proposal that the Provider believes is exempt from disclosure, the Provider waives any future claim that such information is exempt.

2.4 Proposal Submission

Each Provider’s submission in response to this RFP must include

2.4.1 Each Provider’s submission in response to this RFP must include:

a) Proposal File: A single file that includes the complete proposal including a completed Schedule 3.2.1, Proposal Form.

Example: File name format: RFP [Solicitation Number] Proposal [Business Name].pdf

b) Subcontractor Information Form: A complete Schedule 2.5.2, Subcontractor Information Form, as a separate PDF file.

Example: File name format: RFP [Solicitation Number] Subcontractor Form [Business Name].pdf

Solicitation Number 2026-14523 Page 5 of 6

c) if applicable pursuant to Section 2.3.2 above, include one file that contains a completed Schedule 2.4.3 Certification of Trade Secret form and a redacted copy of the complete proposal, as provided in such subsection.

2.4.2 Subcontractor Information

a) Proposals must include information regarding proposed subcontractors on Schedule 2.5.2, Subcontractor Information Form, to provide accurate records to all firms performing work under this contract.

b) To preserve the integrity of the evaluation, all documentation related to participation must be submitted in the Subcontractor Information Form only and kept entirely separate from the Proposal File. Participation will not be scored or factored into award decisions. Instead, the Port will monitor participation levels solely for informational purposes. This information will be kept confidential and separate from the evaluation process.

2.5 Period of Irrevocability

Proposals are irrevocable for 60 days after the time and date proposals are due.

2.6 Protests

Consistent with ORS 279B.405, there is no right to protest the procurement process for this RFP or a particular solicitation document. A prospective Provider who wishes to protest the award of the contract or the notice of intent to award the contract under ORS 279B.410 must email a written protest to the Manager of Contracts and Procurement at popcontracting@portofportland.com within five business days after the protester knows or reasonably should have known of the award of the contract or the Port’s intent to award the contract. The Port may decline to consider protests that do not comply in all respects with ORS 279B.410.

3 PROPOSAL STRUCTURE CONTENT AND EVALUATION CRITERIA

3.1 Preparation

Proposals should be prepared simply and economically, providing a straightforward, concise description of the Provider’s ability to satisfy the requirements of this RFP.

3.2 Format

Proposals shall conform to the following format:

3.2.1 Proposal Form

Providers must complete the Proposal Form, attached as Schedule 3.2.1, and include it as the first page of their proposal.

3.2.2 Required Submissions and Evaluation Criteria

Providers must submit information that enables the Port’s evaluation team to evaluate proposals based upon the criteria shown below. If no criteria-weighting is shown, then the criteria are listed in their relative order of importance. Although some of the criteria may be given more weight than others, each Provider is expected to provide the Port with a comprehensive proposal which allows the Port to do a complete evaluation against the criteria.

4 PROPOSAL CONTENT AND EVALUATION CRITERIA

Submit the following written information for review by the evaluation team:

4.1 Qualifications of Provider

4.1.1 Describe your firm’s experience and history constructing and repairing fencing in the Portland/Metro region. Briefly describe the types of services your firm can provide

4.1.2 Demonstrate your firm’s ability to meet the scope of services. Provide three examples of previous contracts that support your statement.

4.2 Project Management

mailto:popcontracting@portofportland.com

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4.2.1 Describe how a project would be managed

4.2.2 Describe roles and responsibilities. Who would take lead for this contract and how will they coordinate with their team to complete tasks in a timely manner? How will your firm’s lead coordinate with Port staff?

4.3 Cost/Fees

4.3.1 Provide firm unit prices for discrete, measurable tasks, including pricing by linear foot for fence fabric and wire, per each for post (set, reset, or replace), per each for gates by size range, and per each for common hardware items such as hinges, latches, and fittings. Unit prices shall serve as the primary basis for pricing throughout the contract term.

4.3.2 Provide hourly labor rates by crew type and an equipment rate schedule to establish a time and materials mechanism for repairs that cannot be reasonably captured by the unit price schedule. The Port reserves the right to establish a maximum dollar threshold above which unit pricing is required in lieu of time and materials.

4.3.3 Any reimbursable expenses relating to the Services must not conflict with the Travel Expense Reimbursement Guidelines attached to Exhibit 1.5 Sample Contract.

4.4 Deviations Could Impact Ranking

4.4.1 Propose desired deviations, if any, from the language of Exhibit 1.5, Sample Contract. Include a written rationale for each proposed deviation and suggest express revised language. The Port retains sole discretion in determining whether to accept proposed deviations. Providers are cautioned that proposal ranking may be impacted by significant deviations.

5 EVALUATION AND AWARD

An evaluation team of one or more individuals will identify highly ranked Providers based on the evaluation criteria set forth above. The Port may initiate discussions with any Provider to negotiate terms and conditions, including but not limited to the scope of services, compensation level, and performance schedule. The Port will award a contract to the Provider whose proposal best serves the interests of the Port, in the Port’s sole discretion, based on the evaluation criteria set forth above and contractor responsibility considerations under ORS 279B.110.

CONTRACT NUMBER SAMPLE

This number must appear on all invoices

TRADE SERVICES CONTRACT

Fence and Gate Repair and Installation

Parties: Port of Portland ("Port") P.O. Box 3529 Portland, OR 97208

[Autofill] (“Provider”) [Autofill] [Autofill]

A. The Port issued Solicitation No. 2026-14523 (the "Solicitation"), inviting proposals from experienced Providers for Fence and Gate Repair and Installation (the "Services").

B. Provider submitted a written response to the Solicitation.

C. The Port evaluated all submitted responses to the Solicitation and selected Provider as a provider for the Services.

D. The award of this Trade Services Contract (the “Contract”) is based on this evaluation.

Exhibit 1.5

TABLE OF CONTENTS

1 TERM

2 SERVICES

3 COMPENSATION

4 INVOICING; SUBCONTRACTOR PAYMENT REPORTING

5 PAYMENT

6 PROVIDER IS INDEPENDENT CONTRACTOR

7 PROJECT MANAGERS; NOTICES

8 NO ASSIGNMENT

9 SUBCONTRACTING

10 SHARED PROSPERITY

11 RECORDS

12 INSURANCE

13 INDEMNIFICATION; DAMAGE TO PORT PROPERTY

14 BREACH OF CONTRACT

15 TERMINATION FOR CONVENIENCE

16 PUBLIC CONTRACTING CODE

17 CIVIL RIGHTS

18 NOTICE OF HAZARDOUS BUILDING MATERIALS; NOTICE REQUIREMENTS

19 MISCELLANEOUS PROVISIONS

1 TERM

The term of this Trade Services Contract (the “Contract”) shall be from the date this Contract is fully executed until October 31,2031, unless sooner terminated under the provisions of this Contract. Expiration of the term does not excuse Provider's duty to provide the services required under this Contract (the “Services”).

2 SERVICES

2.1 Generally

The general nature, scope, and performance specifications of the Services and the required time specifications for Provider’s performance under this Contract are set forth on the attached Schedule 2.1.

2.2 Time of Essence

Provider shall always perform the Services diligently and without delay and shall punctually fulfill all Contract requirements. Time is of the essence with respect to all dates and time periods in this Contract and in any Task Order.

2.3 Services Performed by Subcontractors

Provider shall be responsible for the quality of the work performed by any subcontractors employed by Provider to perform any part of the Services and shall ensure that Provider's subcontractors comply with the terms and conditions of this Contract. For purposes of this Contract, the term "subcontractor" includes but is not limited to a firm with which Provider contracts for services necessary or convenient for Provider's performance of the Services.

3 COMPENSATION

3.1 Rates

The Port shall pay Provider for satisfactorily completed Services as provided on the attached Schedule 3.1. For Services paid at hourly rates, invoices must itemize hours billed in no greater than 15-minute increments, rounding to the nearest 15-minute or smaller increment.

3.2 Total Compensation Limit

The total compensation paid under this Contract shall not exceed $250,000 without a written Contract amendment signed by authorized representatives of both parties.

4 INVOICING; SUBCONTRACTOR PAYMENT REPORTING

4.1 Invoice Submissions

Provider shall invoice the Port no more than frequently than once monthly, and each monthly invoice must be received at the Port no later than twenty (20) calendar days following the last day of the preceding calendar month. Provider shall submit invoices with all backup documentation, including but not limited to all documentation described in Section 4.2 below, to Accounts Payable, Port of Portland, P.O. Box 3529, Portland, Oregon 97208 or via email to portinvoices@portofportland.com.

4.2 Invoice Content, Information to be Included

mailto:portinvoices@portofportland.com

Sample Invoice A sample form of invoice intended as a guide for Provider is attached as Schedule 4.2.1 (the “Sample Invoice”).

Information to be Included

Each of the Provider’s invoices shall include:

The Port-assigned Contract number and, if applicable, the Port-assigned Task Order number and the Task Order accounting information. The provider shall include content such as original budget amount, charges to date, current invoice amount and remaining budget information.

Copies of backup information for direct labor and direct expense costs, including copies of time sheets, equipment rental invoices, telephone charges, and similar expense charges allowed under the Travel Expense Reimbursement Guidelines.

A separate display of all charges by any subcontractor and copies of the subcontractor's backup documentation, including the subcontractor's summary letter, detailed time sheets, and invoices.

All information called for in the Sample Invoice that is not called for in this Section 4.2.2

A statement confirming Provider’s timely submission of subcontractor payment reporting required under Section 4.4.

4.3 Invoices Do Not Modify Contract Terms

Provisions on Provider’s invoices that purport to modify or supplement the provisions of this Contract are void.

4.4 Subcontractor Payment Reporting

Provider shall report payment information and utilization data for subcontractors that perform any Services, using a Port-designated online reporting system. As of the effective date of this Contract, such system is accessible at:

www.portofportland.dbesystem.com. Provider must log in to an account in the system to submit reporting information. Reporting information must be submitted at least once monthly, concurrent with Provider’s invoice submission, or on such other frequency as the Port Project Manager or their designee may require. Provider must designate a representative to administer the reporting function.

5 PAYMENT

The Port will pay Provider all undisputed amounts within thirty (30) days after the Port's receipt of Provider's properly completed invoice, or any shorter period required by law.

The Port is not obligated to pay an invoice until all required supporting materials are submitted. Upon the Port’s request Provider will correct and re-issue invoices submitted to the Port that do not comply with this Contract’s invoicing requirements. If corrections are required, the Port will transmit payment to Provider within forty-five (45) days after the Port's receipt of Provider's corrected invoice, or any shorter period required by law.

6 PROVIDER IS INDEPENDENT CONTRACTOR

http://www.portofportland.dbesystem.com/

Provider is an independent contractor for all purposes and shall be entitled to no compensation other than the compensation expressly provided by this Contract. Neither Provider nor any partner, director, officer, manager, member, employee, subcontractor, or agents of Provider will be deemed to be an employee of the Port. The Port will not withhold any taxes from any payments made to Provider, and Provider will be solely responsible for paying all applicable taxes arising out of or resulting from the performance of the Services, including but not limited to income, social security, worker’s compensation, and employment insurance taxes. Provider represents, warrants, and covenants to the Port that, in the provision of the Services, Provider is customarily engaged in, and will continue to customarily engage in, an independently established business as described in ORS 670.600(3).

7 PROJECT MANAGERS; NOTICES

7.1 Project Managers

The Port's Project Manager for this Contract is Carrie Butler, 503-415-6319, carrie.butler@portofportland.com. Provider's Project Manager is [Autofill], [Autofill], [Autofill]. Each party shall notify the other of any change in the party’s Project Manager.

7.2 Notices

All notices or other correspondence required or permitted by this Contract shall be in writing and must be directed to the Project Manager for the party to whom the notices or correspondence is intended at the e-mail addresses set forth above (or any other address that a party may designate by notice to the other party, including a physical or post office box address). Upon the Port’s request, copies of Provider’s notices or other correspondence required or permitted by this Contract shall also be delivered to a designated recipient in other Port departments.

8 NO ASSIGNMENT

Provider may not assign any interest or delegate any obligation under this Contract without the Port’s prior written consent. Any assignment or transfer attempted in violation of this Section 8 shall be void.

9 SUBCONTRACTING

9.1 Written Consent

Provider may not subcontract any part of the Services without the Port's prior written consent. The Port may give such consent by this Contract or a written modification thereto, by a Task Order or a written modification thereto, or by e-mail from the Port’s Project Manager to Provider’s Project Manager. Provider must identify proposed subcontractors to the Port by written notice and give the Port a reasonable time within which to object to the use of the identified subcontractor. Provider may not use a subcontractor to which the Port has objected. If the Port has not objected to a subcontractor within ten (10) business days after the Port’s receipt of Provider’s notification, the Port shall be deemed not to have objected to the proposed subcontractor.

The Port shall not be obligated to pay for any Services performed by a subcontractor to which the Port has objected, or by a subcontractor of which the Port was not given written notification and to which the Port would have objected, had Provider given timely notice.

9.2 Subcontract Information Form

The Subcontractor Information Form attached as Schedule 9.2 is part of this Contract.

10 SHARED PROSPERITY

Shared prosperity refers to the fair distribution of economic opportunities and benefits across all communities. It involves intentional effort to see that growth and success are broadly shared and contribute to long-term social and economic well-being. The following provisions apply to this Contract:

10.1 Community Investment

The Port describes community investment as the dedication of time, resources and services to help build a region where local communities play a central role in shaping social and economic change. The Port’s commitment to shared prosperity includes valuing and supporting strong, meaningful partnerships with communities most impacted by the Port’s business. The Port encourages Provider to invest in and partner with local communities in ways that promote economic opportunity, strengthen local capacity and address social needs. The Port encourages Provider to consider strategies such as prioritizing local suppliers, engaging in community-driven initiatives, and contributing to programs that enhance quality of life for people in the region.

10.2 Workforce Development

The Port is committed to advancing access to quality jobs through investments in workforce development. This includes encouraging efforts that improve workplaces, create job opportunities, support skill-building, and build career pathways. The Port encourages Provider to consider strategies such as hiring local residents, supporting pre-apprenticeship and apprenticeship programs, and collaborating with workforce development partners.

10.3 Small Business Engagement

The Port encourages Provider to find creative ways to invest in the growth and development of small businesses.

11 RECORDS

11.1 Retention

Provider shall retain all books, documents, papers, and records that are directly pertinent to this Contract for at least three (3) years after the Port makes final payment on this Contract and all other pending matters are closed.

11.2 Audit

If requested by the Port, Provider shall produce any of those books, documents, papers, or records at Portland, Oregon or shall reimburse the Port for the cost of transportation, food, and lodging for the Port's employees or agents to inspect them at a site more than one hundred (100) air miles from Portland, Oregon and shall allow the Port, or any authorized representatives of the Port, to audit, examine, copy, take excerpts from, or transcribe any books, documents, papers, or records that are subject to the foregoing retention requirement. Records subject to audit under this subsection shall also include those records necessary to evaluate and verify direct and indirect costs as they may apply to costs associated with this Contract. In situations where Provider's records have been generated from computerized data, Provider shall provide extracts of data files on a computer data exchange format acceptable to the Port.

11.3 No Destruction of Records

Notwithstanding the other provisions of this Section 11, Provider must make any Provider records that would otherwise be destroyed in accordance with Provider's record retention schedule within the time period set forth above in Section 11.1 available to the Port at the end of Provider's applicable retention period.

12 INSURANCE

12.1 Liability Insurance

Commercial General Liability Insurance Provider shall maintain occurrence-form commercial general liability insurance protecting Provider against liability for personal injury, bodily injury (including death), and property damage arising in the course of or in any way related to Provider’s operations, in an amount not less than $1,000,000 per occurrence.

Automobile Liability If automobiles are used in the performance of this Contract, Provider shall maintain automobile liability insurance covering the use, loading, and unloading of all such owned, hired, and non-owned automobiles in an amount not less than $1,000,000 per accident.

If Services will involve operation of Provider's vehicles within the airfield boundaries of the Portland International Airport, then the amount of automobile liability insurance shall be not less than $5,000,000 per occurrence and the automobile policy shall be endorsed to cover driving on the airfield.

12.2 Workers' Compensation; Employers’ Liability

Provider shall maintain workers’ compensation insurance and no less than $1,000,000 employers’ liability insurance coverage for all Provider’s employees who are subject to Oregon’s workers’ compensation statute (and/or Provider's domicile state, if different), either as a carrier-insured employer or as a self-insured employer as provided by ORS

656.407. If Provider’s domicile state is a monopolistic state, employers’ stop gap liability insurance may be substituted for employers’ liability coverage.

12.3 Additional Insured

All liability insurance coverages Provider maintains under this Contract, with the exception of Workers’ Compensation, shall name the Port, its commissioners, employees, and agents as additional insureds.

12.4 Certificates

Certificates Required Prior to full execution of this Contract, Provider must furnish the Port with:

certificates referencing this Contract (by number, if known), coverage dates, amount, and type of insurance required by this Contract, using substantially the form attached as Schedule 12.4.1; and a copy of the endorsement or policy provision providing additional insured status under applicable liability policies.

Certificate Management; Notice Requirement When the period during which Services will be performed exceeds the coverage period stated on a certificate, prior to the certificate expiration date Provider or its insurer must furnish updated certificates demonstrating continuous coverage. Provider or its insurer must give the Port not less than thirty (30) days’ written notice before cancellation, non-renewal, or material change of any policy (except ten (10) days for non-payment of premium).

12.5 Primary Coverage

The coverage provided by insurance required under this Contract shall be primary with respect to Provider's operations and the Services, and neither Provider nor any insurer of Provider shall seek contribution from any insurance or self-insurance carried by the Port.

13 INDEMNIFICATION; DAMAGE TO PORT PROPERTY

13.1 General Indemnity

Provider shall indemnify, defend (using legal counsel acceptable to the Port), reimburse, and hold harmless the Port and the Port’s commissioners, officers, employees, and agents for, from, and against all claims, damages, losses, liabilities, costs, and expenses of any nature whatsoever, including without limitation reasonable attorney fees, accountant fees, paralegal fees, expert witness fees, escrow fees, environmental costs, and penalties resulting from, arising out of, or in any way connected with any acts or omissions of Provider or Provider’s partners, directors, officers, managers, members, employees, subcontractors, invitees, or agents under this Contract.

13.2 Damage to Port Property

Provider shall fully compensate the Port for harm to the Port’s real or personal property caused by the acts or omissions, negligent or not, of Provider or Provider’s partners, directors, officers, managers, members, employees, subcontractors, invitees, or agents in relation to this Contract.

14 BREACH OF CONTRACT

14.1 Cure; Remedies

Provider must cure any breach of this Contract within the shortest reasonable time after Provider first has actual notice of the breach or the Port notifies Provider of the breach, whichever is earlier. If Provider fails to cure a breach in accordance with this subsection, or if a breach is not capable of being cured, or if Provider willfully or persistently breaches this Contract, the Port may exercise one or more of the following remedies:

Termination of Contract The Port may terminate any part of this Contract affected by the breach upon written notice to Provider. If the breach is material, or if Provider willfully or persistently breaches this Contract, the Port may declare Provider in default and terminate this Contract upon written notice to Provider.

Substitute Services The Port may obtain substitute services for any part of this Contract that the Port terminates.

Damages

The Port may recover from Provider all damages incurred by the Port resulting from or arising out of any breach, including but not limited to the amount by which the price for any substitute services exceeds the price for the terminated Services.

14.2 Suspension of Services

Pending a decision to terminate all or part of this Contract under Section 14.1.1, the Port may order Provider to suspend all or part of the Services.

14.3 Compensation after Termination or Suspension

If the Port terminates all or part of this Contract in accordance with Section 14.1.1, then subject to Section 14.5, Provider will be entitled to compensation only for Services rendered prior to the date of termination; provided however that Provider will not be entitled to compensation for any Services that are suspended in accordance with Section 14.2, except to the extent that the Port orders Provider to resume such Services and Provider actually resumes and performs such Services. If the Port suspends all or part of the Services in accordance with Section 14.2 and later orders Provider to resume such Services, the Port will have no liability to Provider resulting from or arising out of the suspension.

14.4 Recovery of Amounts Due for Breach

To recover any amounts Provider owes to the Port due to Provider’s breach of this Contract, the Port may withhold such amounts from any Port payments to Provider, including but not limited to payments made under this Contract or under any other agreement between the parties. Provider’s default under this Contract will be, at the Port’s option, a default under any other agreement between the parties.

14.5 Contractual Remedies Not Exclusive

The remedies specified in this Section 14 are not exclusive. The Port will have all remedies available to the Port under this Contract, at law, and in equity. All available remedies are cumulative and may be exercised singularly or concurrently.

15 TERMINATION FOR CONVENIENCE

The Port may terminate all or part of this Contract at any time for its own convenience by written notice to Provider. Upon termination under this Section 15, Provider shall be entitled to compensation only for Services rendered prior to actual notice of the termination or the receipt of the written notice of termination, whichever is earlier; provided however that the Port may specify a future effective termination date, in which case Provider shall be entitled to compensation for Services rendered prior to such effective termination date.

16 PUBLIC CONTRACTING CODE

To the extent applicable under this Contract, the following provisions required in public contracts under the Oregon Public Contracting Code are part of this Contract: ORS 279B.045 (compliance with tax laws); ORS 279B.220(1) (payment for labor or material);

ORS 279B.220(2) (contributions to the industrial accident fund); ORS 279B.220(3) (liens and claims prohibited); ORS 279B.220(4) (income tax withholding); ORS 279B.230(1) (medical care for employees); ORS 279B.230(2) (worker’s compensation); ORS 279B.235(1)(b) (pay equity); ORS 279B.235(1)(c) (employee discussions of rate of pay or benefits); ORS 279B.235(3) (hours of labor for personal services contracts); and ORS

279B.235(5)(a) (hours of labor for services contracts).

17 CIVIL RIGHTS

17.1 General Civil Rights Provisions

Provider will comply with pertinent statutes, Executive Orders, and such rules as identified in the Title VI List of Pertinent Nondiscrimination Acts and Authorities (see FAA Order 1400.11A; the “Nondiscrimination Acts and Authorities”), to ensure that no person shall, on the grounds of race, color, national origin, creed, sex, age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance.

This provision binds Provider and its subcontractors from the solicitation period through the completion of the Contract.

17.2 Compliance with Title VI Nondiscrimination Requirements

During the performance of this Contract, Provider agrees as follows: (a) Provider will comply with the Nondiscrimination Acts and Authorities, which are incorporated into this Contract; (b) Provider, with regard to the work it performs during the Contract, will not discriminate on the grounds of race, color, national origin, creed, sex, age, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment; (c) Provider will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the Contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21; (d) in all solicitations, either by competitive bidding or negotiation made by Provider for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by Provider of Provider’s obligations under this Contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin;

and (e) Provider will include the provisions of this subsection in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Nondiscrimination Acts and Authorities or directives issued pursuant thereto.

18 NOTICE OF HAZARDOUS BUILDING MATERIALS; NOTICE REQUIREMENTS

18.1 Exposure to Hazardous Building Materials

If Provider will perform “Destructive Work” (as defined below) at Port facilities as part of the Services, Provider acknowledges that there is a potential to encounter hazardous building materials, including but not limited to asbestos and surface coatings containing lead or other heavy metals, during the course of such work and Provider is directly responsible for preventing worker exposure to hazardous building materials. “Destructive Work” includes, but is not limited to: demolition, cutting, sanding, grinding, and abrading, as well as other activities that may generate dust or otherwise disturb hazardous building materials. Provider will not perform any Destructive Work that impacts hazardous building materials unless Provider’s workers are appropriately trained and maintain current licenses and certifications for such work. In addition, if Provider will perform any Destructive Work on hazardous building materials as part of the Services, Provider must receive prior written authorization from the Port before beginning such work.

18.2 Compliance with Applicable Laws and Regulations

The Port has conducted asbestos surveys at certain Port facilities. These surveys identify visible or apparent asbestos-containing materials (ACM) or presumed asbestos-containing materials (PACM). The asbestos surveys are not demolition surveys, and they do not identify asbestos or other hazardous building materials that may be present in the course of Destructive Work undertaken by a contractor. If appropriate under this Contract in the Port’s discretion, the Port will conduct a job or site-specific survey to determine the presence of ACM or other hazardous building materials prior to approving any Destructive Work and will inform Provider of the results. Provider is responsible for compliance with all applicable laws and regulations regarding working on or around any hazardous building materials and must individually verify if any ACM or other hazardous building materials are present at the work site.

18.3 Notice Requirement

If Provider encounters any actual or suspect ACM or other hazardous building materials, Provider shall immediately stop all work in the area of the known or suspected hazardous materials and immediately notify the Port’s Project Manager. The Port will arrange for appropriate testing and abatement, if required. Provider shall provide any of its employees performing or responsible for any Destructive Work a written copy of such notice and shall ensure that no work occurs that disturbs any actual or suspected hazardous building materials in violation of any of the foregoing terms or without the Port’s advance written approval. Provider shall maintain records evidencing such notification for such period as may be required by applicable federal, state and local regulations.

Provider shall provide copies of such records to the Port upon request.

19 MISCELLANEOUS PROVISIONS

19.1 Attachments, Order of Precedence

Any schedules and other attachments referenced in this Contract are part of this Contract.

Any conflict between provisions stated within the body of this Contract and provisions stated within any attachment thereto shall be resolved in favor of the provisions stated within the body of this Contract.

19.2 Governing Law, Venue

ORS 15.320 provides that Oregon law applies to this Contract. Even if ORS 15.320 is determined to be inapplicable or invalid, the parties agree that this Contract is governed by Oregon law, without giving effect to any conflict-of-law principle that would result in the laws of any other jurisdiction governing this Contract. Any action, suit, or proceeding arising out of the subject matter of this Contract will be litigated in courts located in Multnomah County, Oregon. Each party consents and submits to the jurisdiction of any local, state, or federal court located in Multnomah County, Oregon.

19.3 Successors and Assigns

This Contract shall bind the parties and their successors and permitted assignees.

19.4 Provider Identification

Provider shall furnish to the Port Provider's employer identification number, as designated by the Internal Revenue Service, or, if the Internal Revenue Service has designated no employer identification number, Provider's Social Security number.

19.5 No Waiver of Legal Rights

A waiver by a party of any breach by the other party shall not be deemed to be a waiver of any subsequent breach.

19.6 Modification

Except as provided for in Section 1, this Contract may be modified only by a writing signed by both parties. No oral modification shall be effective.

19.7 Attorney Fees

If any arbitration, action, suit, or proceeding is instituted to interpret, enforce, or rescind this Contract, or otherwise in connection with the subject matter of this Contract, including but not limited to any proceeding brought under the United States Bankruptcy Code, the prevailing party on a claim will be entitled to recover with respect to the claim, in addition to any other relief awarded, the prevailing party’s reasonable attorney's fees and other fees, costs, and expenses of every kind incurred in connection with the arbitration, action, suit, or proceeding, any appeal or petition for review, the collection of any award, or the enforcement of any order, as determined by the arbitrator or court.

19.8 Integration

This Contract and any Task Orders issued hereunder contain the entire agreement between the parties regarding the subject matter of this Contract, and supersedes all prior written or oral discussions, negotiations, or agreements between the parties regarding the subject matter of this Contract.

19.9 Authority of Signers

The individuals signing below warrant that they have full authority to execute this Contract on behalf of the party for which they sign.

[signature page follows]

Provider:

Port:

[Autofill] Port of Portland

By: By:

Print name: Print name:

As its: As its:

Date signed:

Date signed:

Phone:

Email:

SCHEDULE 2.1

Scope of Services

SCHEDULE 3.1

Rates

SCHEDULE 3.3

Travel Expense Reimbursement guidelines

1. Providers shall be reimbursed for travel expenses necessarily incurred for the performance of their contract only. Travel must be approved in advance by the Port’s representative. Travel expenses are not reimbursable if the provider’s normal place of business is located in the Portland metropolitan area, unless the provider is required to travel outside the Portland metropolitan area in service of the Port’s requirements.

Necessary expenses will be approved and paid according to the following guidelines:

1.1 Expense Report

All providers shall report and submit billable expenses with actual receipts weekly or as agreed.

1.2 Mileage

Mileage in a private vehicle, during the course and scope of contractually required duties and driving over the most direct and usually traveled route, will be reimbursed at the most current rate in accordance with the most current Internal Revenue Service guideline.

1.3 Air Travel

Every effort should be made to take advantage of lower fares by booking travel eight to fourteen (8-14) days in advance whenever possible. Booking a trip on short notice (less than seven (7) days) is the costliest option in air travel. Coach class is the standard for air travel on all trips throughout the continental USA, Canada, and Mexico.

1.4 Ground Transportation

Cars should be rented only when local transportation is not available or feasible (e.g.

MAX, shuttle service, taxi) or when the cost of local transportation exceeds the cost of renting a car.

1.5 Lodging Guidelines

A single room with private bath in a business class hotel is the Port standard. There are several hotels in close proximity to the Port headquarters building/Portland International Airport that should be acceptable.

1.6 Meal Expenses

Providers will be reimbursed for personal meal expenses incurred based on reasonable meal expenses. The meal expenses include tips and non-alcoholic beverages. When a Provider is eligible for meal reimbursement but has one or more meals paid for by another party, the related meal expense amount must be subtracted out of the provider’s meal claim for the day.

1.7 Reimbursable and Non-Reimbursable Expenses:

Although not an all-inclusive list, the following is a partial list of expenses that are frequently considered reimbursable and non-reimbursable:

Reimbursable Expenses Non-Reimbursable Expenses

1. Taxis

2. Parking

3. Tolls

4. Laundry, dry cleaning, and valet services for trips exceeding 5 consecutive days

5. Reasonable tips

6. Room service

7. Currency conversion

8. Air freight, Federal Express, express mail, and postage fees

9. Reasonable gym fees, when traveling three or more days consecutively within a work week

1. Child and pet care

2. Country club dues

3. Personal entertainment

4. Luggage

5. Parking or traffic fines or tickets

6. Haircuts

7. Kennel fees

8. Movies (including in-flight and hotel in-house)

9. Car washes

10. Expenses for travel companions/family members

11. Laundry, dry cleaning, and valet services for trips less than six consecutive days

12. Loss/theft of personal funds or property

13. Medical bills

14. Non-compulsory insurance coverage, optional travel or baggage insurance

SCHEDULE 4.2.1

Sample Invoice

Bill To: Date Invoice # Port of Portland Accounts Payable Department PO Box 3529 Portland, OR 97208 (Portinvoices@portofportland.com)

Billing Period

Contract # Task Order# (if applicable) Port Location Work Description Port Project Manager Port Environmental Project Manager (if applicable)

Provider Project Lead

Direct Labor

Name/Title Rate Hours Amount

DIRECT LABOR TOTAL

Direct Costs

Description Cost/Qty Rate Amount

DIRECT COSTS TOTAL

AMOUNT DUE THIS INVOICE

Total Authorized Budget for this Task Order Remaining Authorized Budget for this Task Order

Applicable Discount

INVOICE TOTAL

Important

Invoices must represent services for one Task Order only; do not include multiple Task Order numbers on one invoice.

This sample invoice is for reference only; Provider’s invoice format does not have to be an exact replicate. However, all applicable information must be included each month in a clear and concise manner.

Additional Information

Requirements Notes

1. Billing Period Monthly

2. Port Contract Number This is the Port-assigned number from the Contract

3. Port Task Order Number Should be listed on Task Order/contact Port Env. P.M.

4. Port Location Location where work was done (Marine, PDX, Portwide, etc.)

5. Work Description As described on Task Order

6. Port Project Manager

7. Port Environmental Project Manager Even if this is the same as the Port Project Manager

8. Provider Project Lead

9. Direct Labor On each subtask listed on the Task Order, include name, title, labor rate, total hours, and total charge for each individual working on each subtask. Also, attach copies of the individual's time sheets which list hours worked and detailed descriptions of work accomplished per hour.

10. Direct Costs All administrative charges (e.g., photocopies, mileage, telephone) and outside services must be separated out. List separately laboratory charges; list all outside service Providers, work performed, and their charges. Include copies of each subcontractor's invoice(s), time sheets which list hours and detailed descriptions of work accomplished per hour, and subcontractor's summary letters.

11. Amount Due This Invoice Total labor and costs for the work for the month

12. Total Authorized Budget for This Work Based on Contract or approved Task Orders

13. Remaining Authorized Budget for This Work

Based on Contract or approved Task Orders (this is a cumulative balance based on all work).

14. Applicable Discount If applicable, apply discount for labor hour charges on this line.

15. Invoice Total #12 less #15, above.

16. Final invoice for the Contract or each Task Order shall…