25-759 Pupil Transportation Services.pdf

REQUEST FOR PROPOSAL

RFP # and Name: 25-759 Pupil Transportation Services

The purpose of this Request for Proposal (Solicitation) is to obtain competitive Offers (Bids) from qualified firms (Proposers) interested in providing Douglas County School District No. 4 (District) with Pupil Transportation Services.

RFP DUE: NOT LATER THAN 2:00 PM, February 19, 2026

At which time the proposals will be publicly opened.

Proposals shall be submitted in the quantity and form requested, on the forms provided properly signed and returned in a sealed package clearly marked with the:

RFP #, RFP TIME, RFP DATE, RFP NAME

The district reserves the right to, (1) reject any RFP not in compliance with all prescribed public bidding procedures and requirements, (2) add to the price bid by non-resident bidders an increase equal to the percent preference that the non-resident bidders home state would give its instate bidders, and (3) reject for good cause any or all bids that are not in the best interest of the district.

DATE: January 15, 2026

DENNIS J. AUSTIN

PURCHASING SUPERVISOR

Phone: 541-440-4020 Fax: 541-440-4000 E-mail: daustin@roseburg.k12.or.us

Douglas County School District No. 4 Purchasing Department

1419 NW Valley View Drive Roseburg OR 97471-1798

Phone 541-440-4020

Standard Terms and Conditions

1. Contract: Means the entire written agreement between the parties, including but not limited to the Invitation to Bid or Request for Proposal and its specifications, terms and conditions; instructions to bidders; change notices, if any; the accepted proposal; and the purchase order.

2. Amendments: The terms of this contract shall not be waived, altered, modified, supplemented or amended in any manner whatsoever without prior written approval of Douglas County School District No. 4.

3. Waiver: Failure of Douglas County School District No. 4 to enforce any provision of this contract shall not constitute a waiver or relinquishment by Douglas County School District No. 4 of the right to such performance in the future nor of the right to such performance in the future nor of the right to enforce any other provision of this contract.

4. Assignment/Subcontract: Contractor shall not assign, sell, transfer, subcontract or subject rights, or delegate responsibilities under this contract, in whole or in part, without the prior written approval of Douglas County School District No. 4. No such written approval shall relieve Contractor of any obligations of this contract, and any transferee or subcontractor shall be considered the agent of Contractor. Contractor shall remain liable as between the original parties to the contract as if no such assignment had occurred.

5. Successors in Interest: The provisions of this contract shall be binding upon and shall inure to the benefit of the parties to the contract and their respective successors and assigns.

6. Compliance with All Government Regulations: Contractor shall comply with all federal, state and local laws, codes, regulations and ordinances applicable to the goods to be purchased under this contract. Failure to comply with such requirements shall constitute a breach of contract and shall be grounds for contract cancellation. Damages or costs resulting from noncompliance shall be the sole responsibility of Contractor.

7. Nondiscrimination: Contractor shall comply with all applicable requirements of federal and state civil rights and rehabilitation statute, rules and regulations.

8. Severability: If any provision of this contract is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall not be affected; and the rights and obligations of the parties shall be construed and enforced as if the contract did not contain the particular provision held to be invalid.

9. Attorney Fees: In the event a lawsuit of any kind is instituted on behalf of Douglas County School District No. 4 to collect any payment due or to obtain performance of any kind under this contract, Contractor shall pay such additional sums as the court may adjudge as reasonable attorney fees plus all costs and disbursements at trial and on any appeal.

10. Warranties: Unless otherwise stated, all equipment shall be new and current model and shall carry full factory warranties. Contractor warrants all goods delivered to be free from defects in labor, material and manufacture and to be in compliance with bid specifications. All implied or expressed warranty provisions of the Uniform Commercial Code (ORS chapter 72) are incorporated in this contract. All warranties shall run to Douglas County School District No. 4.

11. Safety and Health Requirements: Equipment and services supplied shall comply with all federal Occupational Safety and

Health Administration (OSHA) requirements and with all Oregon safety and health requirements, including those of the State Workers’ Compensation Department.

12. Delivery: All deliveries shall be F.O.B. Roseburg with all transportation and handling charges paid by Contractor.

Responsibility and liability for loss or damage shall remain with Contractor until final inspection and acceptance when responsibility shall pass to Douglas County School District No. 4 except as to latent defects, fraud and Contractor’s warranty obligations.

13. Inspections: Goods furnished under this contract shall be subject to inspection and testing by Douglas County School

District No. 4 at times and places determined by Douglas County School District No. 4. If Douglas County School District

No. 4 finds goods furnished to be incomplete or not in compliance with bid specifications, Douglas County School District No. 4 may reject the goods and require Contractor to either correct them without charge or deliver them at a reduced price, which is equitable under the circumstances. If Contractor is unable or refuses to correct such goods within a time deemed reasonable by Douglas County School District No. 4, Douglas County School District No. 4 may cancel the order in whole or in part. Nothing in this paragraph shall adversely affect the Douglas County School District No. 4 rights as buyer, including the rights and remedies associated with revocation of acceptance under ORS 72.6080.

14. Cash Discount: If Douglas County School District No. 4 is entitled to a cash discount, the period of computation shall commence on the date the entire order is delivered or the date the invoice is received, whichever is later.

15. Payment: Payment for completion of Douglas County School District No. 4 contracts are normally made within 30 days following the date the entire order is delivered or the date the invoice is received, whichever is later. After 45 days, contractor may assess overdue account charges up to a maximum rate of two-thirds of one percent per month on the outstanding balance (ORS 293.462).

16. Access to Records: Douglas County School District No. 4 and its agencies, the federal government and their duly authorized representatives shall have access to books, documents, papers and records of Contractor which are directly pertinent to this contract for the purpose of making audit, examination, excerpts and transcripts.

17. Award to Foreign Contractor: If the amount of this contract exceeds $ 10,000 and if the contractor is not domiciled in or registered to do business in the State of Oregon, Contractor shall promptly provide to the Oregon Department of Revenue all information required by that Department relative to this contract. Douglas County School District No. 4 shall withhold final payment under this contract until Contractor has met this requirement.

18. Remedies: This contract shall be governed by and construed in accordance with the laws of the State of Oregon as interpreted by the Oregon courts, and any litigation arising out of this contract shall be conducted in the courts of the State of Oregon.

19. Standard and Special Terms and Conditions: The terms and conditions under this heading are standard to Douglas

County School District No. 4 contracts for the purchase of goods. There may also be special terms and conditions in an Invitation to Bid or Request for Proposal which apply only to this contract.

20. Toxic Art and Craft Materials: All products that are classified as art and craft supplies shall bear the (CP) Certified

Products Seal or the (AP) Approved Product Seal of the Art and Creative Materials Institute (ACMI). This follows ORS 453.

Any Items that are shipped by the vendor after award of the bid and do not comply with the above, Douglas County School District No. 4 has the right to return the items at the vendor’s expense for full credit.

21. Permits: If required, the successful vendor shall secure all permits. Vendor will provide Douglas County School District

No. 4 copies of all permits.

22. Smoking: All schools within Roseburg School District are smoke free.

23. Hazard Communication: Products which contain hazardous chemicals, as defined by Oregon Administrative rules Chapter 437 shall be accompanied by a Material Safety Data Sheet (MSDS) when purchased.

INSTRUCTIONS TO BIDDERS

1. Introduction: This solicitation is issued pursuant to Oregon Attorney General’s Model Public Contract Rules, Oregon Administrative Rule (OAR) Chapter 137, Divisions 046 through 049 in effect at the time of publication, adopted 7/13/22 as school board policy DJC. Policies are available on the district web site at https://www.roseburg.k12.or.us/section-d-fiscal-management. The term “District” throughout this solicitation means the Douglas County School District No. 4, the term “Bidder” means the Person or Firm that submits an offer in response to this Solicitation, and the term “Provider” means the Bidder(s) awarded a contract because of this solicitation.

2. Solicitation Review: Bidders must carefully review this document and are responsible for knowing and understanding the terms and conditions included in or applicable to this solicitation. Unless defects, ambiguities, omissions, or errors are brought to the District’s attention by noon on the fifth day prior to Closing, protests or appeals based on such defects, ambiguities, omissions, or errors received after issuance of the Notice of Intent to Award will not be favorably considered.

3. Offer: Pursuant to 137-047-0310, a submission in response to this solicitation is the Bidder’s Offer to enter into a Contract.

By signing and returning the Offer, the Bidder acknowledges he/she has read, understands and agrees to be bound by the terms and conditions contained in this document. The Offer is a “Firm Offer,” and must be held open by the Bidder for the District’s acceptance for sixty (60) days. The District’s Award of a Contract constitutes acceptance of the Offer and binds a Provider to the contract. The Bidder must not make its Offer contingent upon the District’s acceptance of any terms or conditions (including Specifications) other than those contained in this solicitation.

4. Cooperative Procurement: Pursuant to 137-046-0440 this Solicitation is a Permissive Cooperative Procurement.

Generally:

a. Authorized Agencies may utilize a Permissive Cooperative Contract pursuant to ORS 279A.215

b. Providers must state (on the Offer Form enclosed) that it will or will not extend the terms, conditions and prices to any Participating Agency that desires to establish a Contract awarded to the Provider resulting from this solicitation.

5. Offer Preparation: Pursuant to 137-047-0400, failure to submit Offers in accordance with the provisions of this document shall be grounds to declare the Offer as non-Responsive. Bidders must:

a. Submit a completed Bid Schedule and a completed “Offer Form” (Attachment A) as the first sheet of its submission.

b. Provide the District with all required or requested documents and descriptive.

c. Initial any corrections or erasures to their Offer.

d. Identify (on the Offer Form) whether the bidder is/is not a “Resident Proposer,” as defined in ORS 279A.120(1).

e. Provide (on the Offer Form) certification of nondiscrimination in obtaining any required subcontractors in accordance with ORS 279A.110(4); and

f. Provide (on the Offer Form) written acknowledgement of the receipt of all addenda.

g. All bids shall be written in English, typed and single-spaced with text not smaller than 10-point font.

h. Offer Form must be signed in accordance with the instructions in the solicitation.

6. Offer Submission: Pursuant to 137-047-0410:

a. To ensure proper identification and handling, Offers shall be submitted in an opaque, sealed envelope appropriately marked with the Proposal number (in large block numbers), Proposal Name and the name and address of the bidder. If the requested number of copies does not fit into an envelope, enclose all copies in a box, seal it and attach a label on top with the appropriate information.

b. Offers are to be delivered to Douglas County School District No. 4, Purchasing Department, 1419 NW Valley View Drive, Roseburg, OR 97471, via USPS, UPS, FEDEX, other delivery service, or by hand, not later than the stated deadline. Facsimile or Electronic Offers will NOT be accepted.

c. The District is not responsible for Offers submitted in any manner, format or to any delivery point other than as required.

d. Bidders are solely responsible for ensuring that the District receives their Offers at the required delivery point prior to closing. Offers received after the deadline will be refused and returned unopened at the Bidder’s expense.

7. Pre-Bid Conference: Pursuant to 137-047-0420, a pre-Bid conference is conducted to explain the procurement requirements, to provide information, or to conduct site inspections. The conference will allow Bidders an opportunity to address deficiencies, defective specifications, or other bid concerns. The purpose is to identify and resolve issues that may have the potential of creating an award protest. Statements made by District representatives at the pre-Bid conference shall not change the solicitation unless the District confirms such statements with a written Addendum. A mandatory pre-bid conference will be held on January 28, 2026, at 1:30 pm in Douglas County School District No. 4, Administrative Office Board Room, 1419 NW Valley View Dr., Roseburg, OR 97471.

8. Addenda: Pursuant to 137-047-0430:

a. The District may change this solicitation by written addenda.

b. All addenda shall be issued not later than three (3) working days prior to the bid closing.

c. Bidders shall provide written acknowledgement of receipt of any Addenda on the provided Offer Form.

d. The District shall send Addenda to all plan holders by facsimile or e-mail with confirmation.

e. Bidders are responsible to make inquiry as to any Addenda issued. Bidders should frequently check with the District regarding Addenda until bid closing, (i.e., at least once weekly until the week of the bid closing and at least once daily the week prior to closing).

f. At its discretion, the District may extend the closing to allow bidders time to analyze and adjust to changes.

g. Addenda to this Solicitation shall be posted on the Oregon State procurement site, OregonBuys.gov.

9. Modification or Withdrawal: Pursuant to 137-047-0440, a bidder may modify or withdraw its offer in writing only prior to closing. Modification or withdrawal must be marked and delivered as described in OFFER SUBMISSION above. A bidder may also deliver its modification or withdrawal in person or faxed to 541-440-4000. Bidders are responsible for ensuring that the District receives its modification or withdrawal. Modifications or withdrawal must be prepared and submitted on the Bidder’s letterhead, signed by an authorized representative of the Bidder.

a. Modifications: Shall state that the modification amends and supersedes the prior offer.

b. Withdrawals: The Bidder may withdraw its offer in person prior to the closing, upon presentation of appropriate identification and evidence of satisfactory authority to the District. The District shall void any date and time stamp mark.

10. Receipt, Opening, and Recording Offers: Pursuant to 137-047-0450:

a. The District shall time stamp each Offer and any modification upon receipt. The District’s official bid time clock is in the Purchasing Department office at 1419 NW Valley View Drive.

b. The District shall not be responsible for the premature opening or failure to open an Offer that is not properly addressed and/or identified.

c. The District shall publicly open Offers including modifications made to the Offer.

11. Alternate Offers: Alternate offers will not be considered unless specifically requested. The item offered on the bid schedule line(s) provided will be the only accepted item. Alternate items and/or prices added to the bid schedule will be ignored.

12. Late Offers, Withdrawals, or Modifications: Pursuant to 137-047-0460, any Offer received after the closing is late. A Bidder’s request for withdrawal or modification of an Offer received after closing is late. The District shall not consider late Offers, withdrawals or modifications except as permitted in MISTAKES below. The District reserves the right to consider Offers that have been delayed or mishandled by the District.

13. Mistakes by Bidder: Pursuant to 137-047-0470, the District shall carefully consider whether to permit waiver, correction or withdrawal of Offers for certain mistakes. The District must not allow a Bidder to correct or withdraw an Offer for an error in judgment. The District must reject any Offer in which a mistake is evident on the face of the Offer. If certain mistakes in an Offer are discovered after Opening, but before Award of the Contract, the District may take the following action:

a. The District may waive, or permit a Bidder to correct, a minor informality; a matter of form rather than substance that is evident on the face of the Offer, or an insignificant mistake that can be waived or corrected without prejudice to other Bidders.

b. The District may correct a clerical error if the error is evident on the face of the Offer, or other documents submitted with the Offer, and the Bidder confirms the District’s correction in writing. A clerical error is a Bidder error in transcribing its Offer.

c. The District may permit a Bidder withdraw an Offer based on one or more clerical errors in the Offer only in accordance with 137-047-0470 (2)(c) and (d).

14. Offer Evaluation and Award: Pursuant to 137-047-0600:

a. EVALUATION: The District will utilize the following objective factors to determine that Offer which provides the District with the optimal or best value:

i. RESPONSIBILITY OF BIDDER: Before awarding a Contract, the District must determine that the Bidder submitting the lowest Bid or most Advantageous Offer is Responsible. The District must use the standards set forth in ORS 279B.110 and 137-047-0640(1)(c)(F) to determine if a Bidder is Responsible. In the event the District determines Bidder is not Responsible, it must prepare a written determination of non-responsibility as required by ORS 279B.110 and must reject the Offer.

ii. CONTINGENT OFFERS: The Bidder must not make its Offer contingent upon the District’s acceptance of any terms or conditions (including Specifications) other than those contained in this document.

iii. NON-RESIDENT BIDDERS: In determining the lowest responsible Bid, the District must apply the reciprocal preference set forth in ORS 279A.120(2)(b) and 137-046-0310.

iv. IDENTICAL BIDS: When one or more Bids are identical under 137-46-0300, the District must award a

Contract in accordance with the procedures set forth in 137-046-0300.

v. RECYCLED MATERIALS: The District may give preference for Recycled Materials as set forth in ORS 279A.125.

vi. CLARIFICATION OF BIDS: After the Bid Opening, the District may conduct Discussions with apparent

Responsive Bidder(s) for the purpose of clarification and to assure full understanding of the Bid.

vii. OBJECTIVE CRITERIA: The District may allow, at its discretion, certain other objective evaluation criteria.

Examples of such criteria include but are not limited to conversion costs, transportation cost, volume weighing, trade-in allowances, cash discounts, depreciation allowances, cartage penalties, ownership or life-cycle cost formulas, Bidders’ performance history on other private and public contracts, experience of key personnel, adequacy of equipment and physical plant, financial wherewithal, sources of supply, references and warranty provisions.

b. AWARD:

i. Award in part or in whole is contingent upon available funding. In the event adequate funds are not appropriated and allocated by the School Board the District reserves the right to cancel any solicitation and/or requirements Contracts at no penalty.

ii. The District may award by item, groups of items or the entire Offer.

iii. The District may award multiple Contracts if beneficial to the District for adequate availability, delivery, service, competition, pricing, product capabilities, or other factors deemed significant by the District. This notice of Multiple Awards does not preclude the District from awarding a single Contract.

iv. The District may make a Contract for parts of the Solicitation for which acceptable Offers have been received.

v. The District may award all or no Offers if the evaluation shows an all or no Award to be the lowest cost for Bids.

vi. The District may reject all or part of Offers and may issue a new Solicitation on the same or revised terms, conditions and Specifications.

vii. When Offers are identical the District must Award the contract Pursuant to 137-046-0300.

15. Notice of Intent to Award: Pursuant to 137-047-0610, the District must provide written notice of its intent to award, to all

Bidders at least Seven (7) Days before the Award of a Contract, unless the District determines that circumstances require prompt execution of the Contract. The District’s Award must not be final until the latter of the following: SEVEN (7) Days after the date of the Notice of Intent to Award, or until the District provides a written response to all timely filed protests (if any) that deny the protest and affirm the award. Only if this Solicitation is over Fifty Thousand Dollars ($50,000.00).

16. Offer Rejection: Pursuant to 137-047-0640:

a. The District may reject any Offer:

i. When the rejection is in the best interest of the District.

ii. When the Offer is contingent upon the District’s acceptance of terms and conditions (including

Specifications) that differ from the Solicitation.

iii. When the Offer takes exception to terms and conditions (including Specifications) set forth in the Solicitation.

iv. That fails to meet the Specifications of the Solicitation.

v. That is submitted late.

vi. Not in substantial compliance with the Solicitation, or with all prescribed public procurement procedures.

vii. Not in compliance with ORS 279B.120, 279B.130, 279A.105.

viii. When the Proposer is non-Responsible pursuant to ORS 279B.110.

b. The District may reject all Offers based upon the following criteria:

i. As set forth in ORS 279B.100. The District must notify all Proposers of the rejection, along with the reasons for rejection.

ii. The content of or an error in the Solicitation or the Procurement Process unnecessarily restricted competition for the Contract.

iii. The price, quality or performance presented by the Proposers are too costly or of insufficient quality to justify acceptance of any Offer.

iv. Misconduct, error, or ambiguous or misleading provisions in the Solicitation threaten the fairness and integrity of the competitive process.

v. Causes other than legitimate market forces threaten the integrity of the competitive process. Such as collusion, corruption, and/or inadvertent or intentional errors in the Solicitation.

vi. Any other circumstance indicating that awarding the Contract would not be in the public interest.

17. Protest, Change, Clarification:

a. Delivery: Written questions, changes, clarification, or protest must be faxed to (541) 440-4000 or hand delivered to the attention of Purchasing, 1419 NW Valley View Drive, Roseburg, OR.

b. Question Deadline: No questions, changes, clarification, or protest will be considered after 12:00 noon on the fifth Day prior to the Closing.

c. Questions: All questions regarding this Bid must be submitted in writing to the attention of Dennis J. Austin, District Purchasing Supervisor. No oral questions will be accepted other than at the pre-bid conference. All questions received prior to the deadline must be received in written form and will be answered by addenda.

d. Change, Clarification, Protest: Bidders may request changes of, clarification to, or protest the terms and conditions and/or the specifications of this Bid. Bidder comments must be made in writing; such comments shall include:

i. A detailed statement of the legal and factual grounds for the change, clarification, or protest.

ii. A description of the resulting prejudice to the Bidder; and

iii. A statement of the form of relief requested or any proposed changes to the contract terms and conditions or specifications.

e. Response: All Bidders will be provided notice of the District’s determination (i.e. entirely rejects or agrees with) in a written addenda to any questions, changes, clarification or protest.

f. Protesters must exhaust all administrative remedies before seeking judicial review.

18. Aggrieved Bidder:

a. A Bidder may protest the Award of a Contract, or the Intent to Award a Contract if:

i. The Bidder is adversely affected because the Bidder would be eligible for Award of the Contract if the Protest were successful and;

ii. The reason for the Protest is that (the aggrieved bidder must provide details):

(1) All higher scoring Offers are non-Responsive;

(2) The District has failed to conduct the evaluation of Offers in accordance with the criteria or processes described in the Solicitation;

(3) The District’s evaluation of Offers or the District’s subsequent Intent to Award is otherwise in violation of the provisions of ORS 279A or 279B.

b. Protests must be made in Writing and shall specify the grounds for the Protest as outlined above. Protests may be faxed to 541-440-4000. Aggrieved Proposer is responsible for ensuring receipt of the protest.

c. The aggrieved Bidder must serve all other Bidders by Fax with notice of its appeal to allow for rebuttal.

d. The District must not consider a Protest submitted after 12:00 Noon on the seventh (7th) day after the date of the

Notice of Intent to Award.

e. The District must issue a Written Disposition of the Protest in a timely manner. The District Purchasing Manager has the authority to settle any protest. If the Purchasing Supervisor does not settle Protest, the Director of Finance and Operations, or designee, has the authority to resolve the protest. If the District upholds the Protest, in whole or in part, the District may in its sole discretion either Award the Contract to the successful protestor or cancel the Solicitation.

f. Bidders must exhaust all administrative remedies before seeking judicial review.

19. Offer Costs: The District is not liable for any costs incurred by the Bidder in its Offer preparation.

20. Obtaining Bid Documents: Bid documents may be downloaded from OregonBuys.gov home page “Bid Solicitation” search using the bid number.

21. Bid Results:

a. Bid results are not available by phone.

b. Bidders may request tabulations of awarded bids.

c. Bids results may be downloaded for free from OregonBuys.gov

d. Bids results will be available for viewing within 10 business days after evaluation and scoring.

22. Use of Brand or Trade Names: Any brand or trade names used by Douglas County School District No. 4 in bid specifications are for the purpose of describing and establishing the standard of quality, performance and characteristics desired and are not intended to limit or restrict competition. Bidders may submit bids for substantially equivalent products to those designated unless the Invitation to Bid provides that a specific brand is necessary because of compatibility requirements, etc. All such brand substitutions shall be subject to purchaser’s approval.

SECTION I

1. LEGAL REQUIREMENTS

A. Contractor certifies conformance to the applicable Federal Acts, Executive Orders, Oregon Statutes and Administrative

Rules concerning equal employment opportunities and Americans with Disabilities Act requirements. All information and reports required by the Federal or State Governments having responsibilities for the enforcement of such laws shall be supplied to the District upon request, for purposes of investigation to ascertain compliance with such acts, orders, regulations and rules.

B. Contractor shall comply with all applicable State and Federal laws, rules and regulations that apply to public school districts, including rules and regulations issued by the Oregon Department of Education and the Oregon

Superintendent of Public Instruction. Should Contractor violate or fail to comply with any of the foregoing, with the result that any penalty is imposed against the Contractor or the District, or there is a reduction or nonpayment to the

District of any state transportation reimbursement, or of state basic school support, or any state or Federal financial support or other aid of any kind, then Contractor shall be liable to the District for any penalty charged or reimbursement reduction imposed upon the District, and shall compensate District in full for any loss.

C. All necessary permits and licenses shall be obtained by the Contractor with the exception of permits and licenses which are required to be in the District name, in which case the Contractor shall assist the District in obtaining same.

D. The Contractor shall give all necessary notices, shall pay all fees and taxes required by law, and shall comply with all laws, ordinances, governmental rules and regulations relative to performance of Transportation Service under this contract including without limitation of the foregoing, applicable regulation of the Oregon Motor Vehicles Code and the State Department of Education.

E. The Contractor shall comply with all applicable laws, ordinances, governmental rules and regulations with respect to employees performing services under the contract including but not limited to, all applicable law pertaining to old age benefits, unemployment compensation, worker's compensation, leave provisions and health insurance and minimum wage and hour requirements.

F. It is agreed that the Contractor shall make prompt payment, as due, to all persons supplying to the Contractor labor or material for the execution of the work provided for herein, pay all contributions or amounts due to the Proposer’s worker’s compensation insurance carrier from the Contractor or subcontractor incurred in the performance of the contract herein, not permit any lien or claims to be filed or prosecuted against the District on account of any labor or material furnished, and to pay employees pursuant to ORS 316.167.

G. Pursuant to ORS 279B.020, no person shall be employed for more than 10 hours in any one day, or 40 hours in any one week except in cases of necessity, emergency or where the public policy absolutely requires it, in which event, the person so employed for excessive hours shall receive at least time and a half pay for the overtime in excess of eight hours a day or 40 hours in any one week when the work week is five consecutive days, Monday through Friday, and work performed on Saturday and on any legal holiday specified in ORS 279B.020.

2. TERM

A. The initial term of this Contract shall be 5 years and will begin on July 1, 2026, and expire on June 30, 2031.

B. With Contractor having satisfactorily performed all the obligations required of it hereunder, no later than October

31, 2030, this Agreement may be extended by mutual agreement for an additional term of one year.

C. In subsequent final years of the Contract, the Contract may be again extended by mutual agreement for an additional term of one year, with the limitation that the total Contract term will not exceed ten years. Such extensions must be agreed upon by October 31 of the then final Contract year, or the Contract will expire at the ending date then in effect.

D. Any Contract extension must be under the same terms and conditions as originally agreed to or as amended by mutual consent of the parties, such amendments to exclude rate structure changes, except as provided for in the

Contract Extension agreements shall be in writing.

E. If the District's transportation should be merged or consolidated with that of another school district(s) in the future by action of unification, consolidation or other merger of school districts, then the Contract may be transferred or extended to or with such a district(s) subject to the approval of parties.

3. DISTRICT POLICIES

A. The District shall have the exclusive right and obligation to set standards or policies regarding student transportation in general and as to the beginning and ending time of schools, walking distances to school, the establishment of bus stops, bus arrivals and departure times, railroad crossings, current route descriptions, and all other pertinent policies relating to transportation.

B. The District shall designate the students for whom Contractor shall provide Regular Service. Contractor shall provide Regular Service for such students for each day that school is in session during the term of this agreement and shall provide Special Service for such students and authorized District Personnel as the District may require.

C. The provisions of this paragraph do not alter District authority and rights defined elsewhere in the Agreement but not delineated in this paragraph.

4. INSURANCE

A. The Contractor at its sole expense shall procure and furnish the District with a Certificate of Insurance naming

Douglas County School District No. 4 including its Board of Directors, Officers, Agents and Employees, acting on behalf of the School District, as additional insured. It shall be maintained on file continuously at the District Office.

The insurance minimums shall be satisfactory to the District as set forth below during the Contract period. The insurance shall be kept current during the Contract and the District requires a thirty days (30) written notification prior to any cancellation of the required insurance.

B. The Contractor shall provide general liability and automobile liability insurance, protecting the School District as an additional insured, its agents and employees acting in their official capacities as such, the Contractor as a named insured, drivers and other related personnel from any claim for damages for personal injury or death and from damage to property which may arise from operations of the Contractor under the Contract with the following minimums:

$2,000,000 for each occurrence (Bodily injury)

$2,000,000 for property damage

$2,000,000 for under insured (and uninsured) motorists

$3,000,000 in aggregate

$10,000,000 umbrella liability

Indicate in the proposal the amount that the contractor will carry.

C. Worker Compensation Insurance shall be maintained as required by law.

D. Property insurance on facility per Section II, Paragraph 3.

5. HOLD HARMLESS

In addition to the insurance requirements included as part of the Contract, the Contractor shall also defend, indemnify and hold harmless the District and its agents and employees acting in their official capacities as such from and against any and all claims, suits, judgments and demands whatsoever, including without limitation, costs, litigation expenses, counsel fees and liabilities with respect to injury to, or death of, any person or persons whosoever, or damage to property of any kind whomsoever owned, arising out of or caused or claimed to have been caused in whole or in part by the acts or omissions of the Contractor, any subcontractor, or any other person directly or indirectly employed by them or any of them, while engaged in the performance of the work or any activity associated therewith, or related thereto.

6. FORCE MAJEURE

A. In the event Contractor is unable to provide transportation because of Acts of God, fire, flood, riot, war, picketing, civil commotion, strikes, labor disputes, the District shall excuse Contractor from performance hereunder and shall have the right, but not be required, to take over the safe and legal operation of such buses that Contractor is prevented from running with school employees, or other persons as the District may deem appropriate until Contractor is able to resume operations, provided however, the insurance and hold harmless indemnification clauses herein shall not apply in such a situation. In this event, the District shall pay the Contractor for buses used, same amount specified in the rate schedule applicable for that year, less all reasonable expenses and cost incurred by the District in securing the services of such operating personnel. The Contractor shall not be released from contractual obligation because of the above-mentioned conditions until satisfactorily established that the nonperformance is not due to the fault or neglect of the Contractor.

If neither the District nor the Contractor operates the buses, the District is not obligated to make any payments.

B. Contractor agrees to make every reasonable effort to provide transportation in the event of a strike by the

District's employees.

7. ARBITRATION

Any disagreement regarding the interpretation, meaning or effect of any provision of the Contract shall be settled by arbitration if requested by both parties in writing. In case of such a joint written request, the parties agree that within sixty (60) days, binding arbitration will be entered, with each party having selected an arbitrator, and the two having selected a third. The majority decision of the arbitrators shall be binding upon each of the parties hereto. The cost of such arbitration shall be shared equally between the parties.

8. INDEPENDENT CONTRACTOR

Contractor is an independent Contractor responsible for furnishing transportation only, pursuant to this Agreement, and neither Contractor nor any agent, officer or employee of Contractor shall be held or deemed in any way to be an agent, employee, officer or official of the District. None of the benefits provided by the District to its employees are available from the District to the employees, agents or servants of the Contractor. Contractor shall be solely responsible for

Contractor's acts and for the acts of Contractor's agents, officers, and employees during the performance of the Contract, and at all other times, and District shall have no power or control pertinent to the acts of any said persons.

9. INTEGRATION AND SEVERABILITY

A. It is understood that the Contract and its referenced attachments constitute the total integration of all the agreements of the parties and supersedes all negotiations, documents, understandings, representations and past practices of the parties. This provision shall apply to and be included in the Contract that results from District's selection of a Contractor. All essential elements of the full agreement between the District and the Contractor will be incorporated into the final Contract document directly or by specified inclusion.

Should any provision of the Contract or the application thereof be held invalid or unenforceable, the remainder of the Contract and the application thereof other than those provision(s) as to which it shall have been held invalid or unenforceable, shall not be affected thereby and shall continue as valid and enforceable to the fullest extent permitted by law or equity.

10. CANCELLATION

A. The District may terminate the Contract upon six months written notice of termination to Contractor.

B. In the event of termination, the District shall have the right to, but not be required to, acquire any or all of the existing

Contractor’s equipment and vehicles utilized in the facility to service the District by means of: (1) purchase or (2) lease purchase over a period of up to seven (7) years, with interest at one percent plus the prime rate prevailing on the closing date, payable with each installment of principal.

C. Upon cancellation or normal expiration of any contract created by this RFP, the District may buy or lease from the

Contractor any or all regular service and spare buses which are being used by the Contractor. The price for sale and/or lease shall be determined by appraisal. The value of said buses shall be determined by appraisal by three appraisers, one to be selected and paid by the District, one to be selected and paid by the Contractor, and the third by the two said appraisers with payment for the third appraiser to be mutually shared by the parties hereto. The value of each vehicle shall be established by majority vote of the three appraisers.

D. Additionally, Contractor agrees that the District will have the right, as an additional option, to enter into a separate lease-maintenance agreement with Contractor where the District will provide the insurance, fuel, drivers, and all other management, and Contractor will provide the bus ownership and maintenance only. The period of such an arrangement may be any length of time chosen by the District, up to but not beyond the then existing term of the

Contract.

E. Contractor agrees to allow the District to determine the best method of the above by which to obtain the transportation service needed.

11. FUNDING

The parties recognize that revenue needed to fund this Contract must be approved by established budget procedures.

The parties also recognize that the revenue received by the District is sometimes affected by circumstances outside the control of the District. This Contract, therefore, is entered into contingent upon the ability of the District to fund this

Contract. Should the District experience an unexpected shortfall which would affect the District's ability to fund this

Contract the compensation for any partial periods shall be prorated based upon a daily basis consistent with the compensation terms of the Contract. If funding inadequacies require a reduction in payments, corresponding reductions in service shall be negotiated between the District and the Contractor.

12. ASSIGNMENT PROHIBITED

Neither this Contract nor any interest herein shall be assigned to any other party or parties without the prior written consent of the District. In the event of any attempt to transfer interest without District's permission, the District may terminate this Contract with a period of notice of its own choosing.

SECTION II

1. GENERAL SCOPE

Contractor shall during the term provide and maintain the required number of school buses and bus drivers to transport conveniently, safely and reliably, all students designated by the District to be served under the provisions of the contract. Such transportation shall be provided for regular home-to-school and special education (including school-to-school) transportation service for each and every day that the school is convened and, in addition, Contractor shall during the period of this agreement provide transportation for all students or other authorized personnel as may be required by the District for field trips, excursions, athletic activities, extended school year, summer school, or any other purpose designated by the District. The current school year is based generally on 177 days of school in which transportation is required.

2. VEHICLES

A. MAXIMUM ALLOWABLE BUS/VEHICLE AGE:

Average age of all buses shall not exceed 10 years. Vehicles that exceed the following maximum age limits shall be replaced by new equivalent or better equipment throughout the term of the contract:

(1) Conventional gas buses ten (10) years.

(2) Conventional diesel buses twelve (12) years

(3) District approved heavy-duty transit buses fifteen (15) years.

(4) All other transit buses twelve (12) years.

(5) Conventional small bus or van eight (8) years

District approved heavy-duty transit buses: Approval will be based on transmission, engine, brake size and type, axle rating and frame configurations.

B. APPROVAL:

Vehicles proposed shall at least equal capacities of vehicles currently in use. All used equipment shall be approved by both the Oregon Department of Education and the District.

C. CONDITION AND MAINTENANCE:

Contractor shall keep all equipment used for the transportation of students in strict accordance with the State of Oregon and Federal standards and specifications for school buses. Such equipment shall be maintained in safe and good mechanical order at all times so as to pass the State School Bus Inspection. Such buses and vehicles shall also be kept in a clean and sanitary condition and free from body damage including minor dents and paint scrapes of a cosmetic nature.

All damage shall be repaired within 15 days of occurrence, unless otherwise approved by the District. Bumpers and wheels will be cleaned as needed to retain a fresh, clean appearance. Contractor shall administer on all buses and vehicles used by Contract in the transportation of pupils, an extensive preventative maintenance program which shall include the minimum:

(1) A safety inspection and required repairs that at the minimum completely comply with the State of Oregon's annual school bus inspection requirements. This shall be completed by August 10th of every contract year or every

(25,000) twenty-five thousand miles, whichever comes first. No inspection period, from the last to the most current, shall exceed (12) twelve months.

(2) A daily pre-trip bus inspection; and withdrawing a bus from service if a serious defect exists which includes, but is not limited to steering, brakes, primary vision, exhaust, wheels, or tires.

D. FLEET SIZE:

Contractor shall have a fleet of adequate numbers and capability to guarantee service for all of the District's pupil transportation needs, including basic Home-to-School, special education needs, activities, athletics and field trips.

Equipment will be added as needed to meet increasing needs. The initial fleet will provide the following as a minimum.

(1) Regular Home-to-School: Provide as minimum: 52

39 each 71-passenger (3 each with chain capabilities)

10 each 84-passenger with undercarriage storage (all with chain capabilities)

3 each 47-passenger

(2) Special Education: Provide as a minimum: 17

Up to 30 passengers

All wheelchair lifts, all anchor-point track for wheelchair, regular seating flexibility

(3) Activities, athletics and field trips: Provide as a minimum: (Provide two options)

(a) 1 each 55-passenger heavy duty transit bus, coach style, custom paint and graphics (to be approved by District) undercarriage luggage storage, with A/C, and restroom, and 4 each 72-84 passenger buses with undercarriage storage, or

(b) 5 each 72-84 passenger buses with undercarriage storage.

(4) Spare buses: Spare buses are defined as vehicles used as a temporary replacement for a regular bus for reasons of breakdown, maintenance or emergency. Contractor should keep ample spare buses and other equipment available to ensure that Contractor can provide uninterrupted student transportation service with a delay of no greater than 30 minutes in the event of a mechanical breakdown or emergency within the District. Contractors shall also have on hand personnel able to react within this time frame. Minimum spare performance requirements are defined above. Proposer should plan larger spare numbers if required to meet these requirements. Spare buses shall meet the same requirements for buses and equipment as set forth elsewhere in these specifications.

2 each up to 30 passengers with wheelchair accessibility

2 each 84+ passenger

5 each 71 passenger

E. FLEET CHANGES

During the contract it may be necessary to add or delete vehicles.

(1) Deletion of buses: When the District authorizes in writing the elimination of a vehicle from the District approved fleet, Contractor shall remove the vehicle from the District and discontinue associated charges as soon after the directive and authorization as possible but not to exceed sixty (60) days from date of directive and authorization.

(2) Addition of buses; Proposer must explain in his proposal his ability to add buses during the term of the contract.

Once District has requested more buses, proposer shall provide anticipated deadlines for ordering new buses, estimated delivery time and proposed service date from date of notification.

(3) In the event additional buses are needed, but timing necessitates an earlier service date than the purchase of additional buses would provide. Explain how contractor will fulfill the request.

F. DISTRICT INSPECTION:

The District retains the unrestricted right to inspect at any time the Contractor’s facilities, buses, records, maintenance and operational procedures and driver training as well as other areas pertaining to compliance with contractual terms and/or required methods of transporting pupils. If equipment is found by such inspection to not comply with legal or contract requirements, the Contractor shall, at its expense, immediately remove such equipment from service, and supply substitute complying equipment. Equipment removed from service, as the result of an inspection shall not be placed back into service without complete correction of deficiency and authorization of the District.

G. REQUIRED MODIFICATION OF BUSES:

Any installation or modification of equipment required by a change in law or regulation shall be the responsibility of the Contractor. Any installation or modification of equipment required by the District over and above law or regulation shall be done by the Contractor, with reimbursement to be made by the District at a prior approved cost.

H. RADIOS:

Contractors shall equip all buses and vehicles used for the transportation of pupils and all contractor service vehicles with a District approved two-way radio system and cell phone capability. Proposer must specify system planned to be provided. One radio station will be provided for the District’s Transportation Supervisor.

I. VIDEO EQUIPMENT:

All regular Home-to-School…