26-009 Design LS 3 and 13 RFP FINAL.docx

City of Seaside Request for Proposal Design for Pump Stations 3 and 13

RFP No. 26-009 Issued: 07/03/2026 Response: 07/27/2026 At 4:00 PM

Prepared by

City of Seaside – Public Works

Table of Contents

Project # 26-009

CITY OF SEASIDE REQUEST FOR PROPOSAL

SECTION 1 – GENERAL INFORMATION

1.1 ANNOUNCEMENT

The City of Seaside Oregon (City) is issuing this Request for Proposal (RFP) to solicit qualifications and project approach from consulting engineering firms to perform design and regulatory support services for Pump Station 3 (Main PS) and Pump Station 13 (Wahanna PS). This project will be segregated into two subprojects, one for each pump station. Each subproject will be invoiced separately. After the City identifies the highest-ranked proposer, the City will request and negotiate a detailed scope of work and fee with that proposer.

Proposals must be submitted through the OregonBuys portal by 4:00 PM on 07/27/2026. Late proposals will not be evaluated or considered for award.

The City reserves the right to reject all proposals not in compliance with all prescribed public bidding procedures and requirements and may reject, for good cause, all proposals upon the finding that it is in the public interest to do so. The City reserves the right to waive all informalities if it is deemed in the best interest of the public.

1.2 COMPLIANCE WITH RULES

Proposers responding to this RFP must follow the procedures and requirements stated within this RFP. Adherence to these procedures and requirements will ensure a fair and objective analysis of the proposals submitted. Failure to comply with or complete any part of this RFP may result in rejection of the submitted proposal.

1.3 CONTACTS, INQUIRIES, and CLARIFICATIONS

The Public Works Director (PWD) is the issuing officer for this RFP. All correspondence shall be made to the PWD through the OregonBuys system, including all process and contract questions and protests:

City of Seaside Public Works Director – Paul Stull III, PE

Plan Holder Notification: All proposers who download this RFP through the OregonBuys online portal must properly identify themselves in the OregonBuys system, so that they may be added to the Proposers list.

Deadline for Request for Process Changes: Proposers have until 4PM on 07/13/2026 to submit any protests or requested changes in the solicitation process. These will be reviewed and responses sent back with the response to questions.

RFP Questions, Clarifications and Inquires: All questions, requests for information, and other inquiries regarding this solicitation shall be submitted in writing via the OregonBuys portal by 4PM on 07/15/2026.

RFP Response to Questions: The City will issue a Response to Questions/Information through the OregonBuys portal to the established Proposers list before 4PM on 07/17/2026.

Except as noted above, all telephone, letter, email, or other personal communications regarding this solicitation with members of the RFP Selection Committee or Seaside Public Works Staff during the selection process will not be responded to directly.

*Note: Except as provided above, please do not attempt to contact any member of the Selection Committee members or Seaside Public Works staff during the selection process regarding this RFP. Such contact may disqualify your proposal.

1.4 PROPOSAL DUE DATE

All proposals shall be received no later than 4:00 PM via the OregonBuys portal for this project on 07/27/2026, and shall be titled:

Request for Proposal – Design for Pump Stations 3 and 13 Attention Public Works Director – Paul Stull III, PE

OregonBuys shall provide confirmation to all proposers that their proposal was properly received through the OregonBuys portal before the deadline. It is recommended that you submit the proposal before the deadline to confirm receipt of the proposal with OregonBuys.

1.5 PROPOSAL WITHDRAWAL

A proposal may be withdrawn at any time before the proposal deadline, by removing it from the submittal process in OregonBuys. A duly authorized representative of the firm shall carry out the request. Withdrawal of a proposal will not prejudice the right of the proposer to file a new proposal.

1.6 PRE-PROPOSAL CONFERENCE

A non-mandatory Pre-Proposal Conference will be held for this Solicitation. All proposers shall meet at the City of Seaside Wastewater Treatment Plant (WWTP) at 10AM on 07/09/2026. The plant is located at 1821 N Franklin Street in Seaside, Oregon. Proposers will be provided a tour of the two pump stations. Questions identified during the conference must be made through the OregonBuys portal. Initial concept documents for this project and associated documents will be made available on the OregonBuys portal for this project.

1.7 SOLICITATION PROTEST

A person may protest or request a change in writing, through the OregonBuys system, of a solicitation provision, evaluation criteria, scope of work, specification, or contract term by 4:00PM on 07/13/2026. No protest of the selection of a firm or award of a contract because of a solicitation provision, evaluation criteria, scope of work, specification or contract term will be considered after such time. The protest or request for change shall include the reason for such and any proposed change. The City shall consider the proposer’s request for change and may reject the protest or request for change, issue an addendum, or cancel the RFP through the OregonBuys system. The protest must be labeled with the Request for Qualification name and number and submitted to the Public Works Department through the OregonBuys system.

1.8 ADDENDA

Any clarifications or revisions will be addressed and issued in addenda; City must receive requests for changes and clarifications through the OregonBuys system per timeline schedule in 1.3 and 2.1. Only addenda issued by the City for this RFP through the OregonBuys system shall be binding upon the City.

1.9 REJECTION OF PROPOSALS

The City may reject any proposal not in compliance with all prescribed procedures and requirements and may reject for good cause any or all proposals upon a finding of the City that it is in the public interest to do so.

1.10 IRREGULARITIES

The City reserves the right to waive any non-material irregularities or information in the RFP or in any proposal.

1.11 INCURRED COST

The City is not liable for any costs incurred by a proposer in the preparation and/or presentation of a proposal.

1.12 OWNERSHIP OF DOCUMENTS

Any material submitted by a proposer shall become the property of the City. Materials submitted after a contract is signed will be subject to the ownership provision of the executed contract.

1.13 CONFIDENTIALITY OF INFORMATION

All information and data furnished to the proposing firm by the City and all other documents to which the proposer’s employees have access during the preparation and submittal of the proposal shall be treated as confidential to the City to the extent permitted by Oregon Public Records Law (ORS 192.311 to 192.513). Any oral or written disclosure to unauthorized individuals is prohibited.

1.14 PUBLIC RECORD

All proposals and information submitted by proposers are considered public records under Oregon law. Proposals that contain information that meets the definition of trade secrets or are otherwise exempt from disclosure under ORS 192.345 or 192.355 must be clearly identified and submitted in a separate, marked section. The City will make the final determination regarding disclosure in response to any public records request and may redact exempt information as appropriate.

All proposals and information submitted by proposers will be available for viewing after the evaluation process is complete.

1.15 EQUAL OPPORTUNITY POLICY FOR PROPOSERS

The City requires all proposers to comply with equal opportunity policies. The City’s programs, services, employment opportunities, and volunteer positions and contracts are open to all persons without regard to race, religion, color, national origin, sex, age, marital status, disability, sexual orientation, gender identity, veteran status, or political affiliation. A copy of the City’s policy is available upon request. This RFP complies with ORS 279A.110 and related Oregon Administrative Rules regarding nondiscrimination and equal opportunity in public contracting.

1.16 CITY BUSINESS LICENSE

This work will be completed for the City of Seaside which is located within the City of Seaside. A City Business License is required to perform this work.

END OF SECTION ONE

SECTION 2 – PROPOSAL & REPORT TIMELINE

2.1 TIMELINE

The City reserves the right to adjust or extend this timeline. Notification of the schedule change or extension shall be submitted via OregonBuys:

Note: In the event that the first and second place proposers score very close, the City reserves the right to conduct an interview with the two proposers to finalize selection of the winning firm.

END OF SECTION TWO

SECTION 3 – BACKGROUND, EXISTING FACILITIES, NPDES PERMIT REQUIREMENTS

3.1 BACKGROUND

The City of Seaside Oregon (City) is soliciting qualifications and project approach from consulting engineering firms for engineering and regulatory support services for the redesign of sewer pump stations 3 and 13.

Seaside is located on the picturesque Oregon Coast in Clatsop County approximately 75 miles northwest of Portland, Oregon with a current population of approximately 7,164 (2020 U.S. Census). The population of the City can increase to 50,000 or more during the peak of the summer tourist season and large popular events (July 4th, Hood-to-Coast, Beach Volleyball, etc.). The treatment system consists of an activated sludge treatment plant (placed in service in 1986) and 25 lift stations. The wastewater treatment plant (WWTP) currently has a maximum capacity of 6.75 MGD (million gallons per day). The plant sees significant variations in both total flow and solid mass loading. During peak summer days, the solid mass loading rates are at their maximum. During the winter, the plant experiences maximum total flow rates due to significant infiltration and inflows throughout the collection system. The facility has had two minor upgrades to the biosolids processing system (2014) and disinfection system (2001). Effluent is discharged year-round to the Necanicum River. The wastewater collection system consists of 25 pump stations across the city. All but one of these pump stations directly or indirectly pumps to pump station 3 (PS-3). PS-3 pumps directly out to the WWTP. Pump station 13 (PS-13) is located along Wahanna Road and serves a large area of the west hills, hospital, and schools that are located west of the Neawanna River.

As part of the City’s overall wastewater program, the City is anticipating the immediate need to upgrade and retrofit these two pump stations due to their current condition and capacity. These pump station projects are part of the City’s larger program to upgrade their wastewater collection and treatment facilities. The City conducted a condition assessment in 2024 (Attachment A) which identified the need for a series of maintenance, upgrade, and modernization projects.

3.2 EXISTING FACILITIES

The location and current configurations of the two pump stations are listed below:

· Pump Station 3

· Located just west of the intersection of 12th Street and Holladay

· Septage flows to a collection manhole and to a drywell

· Drywell has three Flygt submersible pumps set up in a dry application

· Float system is installed in collection manhole

· Adjacent building houses generator and controls system

· The collection manhole has a vent system (currently not in use)

· All three pumps are run on variable frequency drives (VFD) motor controllers and control panel

· Collection manhole and drywell are located adjacent and partially under 12th Street

· Connected to Primex system that calls WWTP operator

· Pump Station 13

· Located at the intersection of S. Wahanna Road and driveway to Providence Seaside Hospital

· “Clamshell” type system

· Collection manhole flow to a wet well

· Two centrifugal self-priming vacuum lift pumps

· Float system located in wet well

· Pumps, motor starters, and controls all located inside “clamshell” enclosure

The existing infrastructure is aging with many components and subsystems beyond their effective life. The City is currently facing the following challenges with these two pump stations:

· Pump Station 3

· Collection manhole is in disrepair

· Generator is functioning but fails often so PS-3 requires mobile generator connection for reliable backup power

· VFD units have frequent issues and malfunctions

· Venting system needs removal

· Collection manhole may have hydrogen sulfide degradation issue

· Alarms are only indicated by flashing light at station

· Collection and dry well entry is difficult with confining access lids

· Pump Station 13

· Vacuum lift pumps have frequent priming and clogging issues

· The system doesn’t have a permanent generator or compound to secure one

· Pumps and wet well capacity may be insufficient for current and future loads

· Alarms are only indicated by flashing light at station

· Urban development within the City has necessitated changes to the collection system to address capacity issues and long detention times.

· Multiple systems need changes to operational and control technologies to reduce maintenance issues.

The City has multiple concurrent projects within the wastewater system including upgrades to the aeration basin, pump stations PS-3 and PS-13 improvements, PS-1, PS-2, and PS-6 rebuild, clarifier drive replacement, alkaline addition, and the replacement of the existing biosolids dewatering and dryer. The City wishes to integrate these high priority projects within the framework of the current Sewer Master Plan. The design and construction work for PS-3 and PS-13 will be completed in parallel with the Sewer Master Plan work.

END OF SECTION THREE

SECTION 4 – SCOPE OF WORK

4.1 SCOPE OF WORK

This project will provide engineering services to update the design and operation of PS-3 and PS-13 in accordance with current and projected capacities and provide an engineer’s cost estimate and complete set of construction plans and specifications for each pump station. The designs will be in accord with the City’s operation and maintenance goals or station standardization and reduction of maintenance. This project will also cover all engineering support to complete all regulatory submittals and approvals for the implementation of the design and operational changes completed in this scope of work (SOW). The listed SOW below will be the same for both of the pump station subprojects:

· Project Meetings – The following meetings shall be conducted with the proposer’s firm and the City, and other external agency or subconsultant, as needed:

· Project Kickoff Meeting – This meeting will be held at the site and City office with the PWD and consultant (and subconsultants) to collect site specific information, photo documentation of existing conditions, and discuss the project direction and goals. A draft schedule of the project shall be submitted after this meeting.

· 30% Design Meeting – A 30% design review meeting will be held online (Teams) with the PWD and design team to discuss comments, questions, and edits for the 30% design. This meeting shall also discuss the rough order magnitude engineer’s estimate for construction, engineering support, and regulatory costs to complete the project. The edits to the draft project schedule shall be submitted as a final project schedule and discussed at this meeting. Any further changes to the schedule will be completed and submitted prior to the 60% design meeting.

· 60% Design Meeting – A 60% design review meeting will be held online (Teams) with the PWD and design team to discuss comments, questions, and edits for the 60% design. This meeting will also provide the direction for the design submittal to the Oregon Department of Environmental Quality (DEQ) and all other regulatory agencies required for approval of the system.

· 90% Design Meeting – A 90% design review meeting will be held online (Teams) with the PWD and design team to discuss updates to the 60% design that were derived from the regulatory agency design requirements, comments, questions, and edits to the 60% design. This meeting will also confirm the final design submittal, if necessary, to the regulatory agency/agencies to gain approval for construction of the design. This meeting will also discuss the refined engineer’s estimate and the finalization of the design and preparation of the construction and bidding documents (specifications, construction plans, bidding forms, etc.).

· Final Design Meeting – The final design meeting will be held online (Teams) to design any edits, questions, or comments to the draft construction and bidding documents. The edits and comments from this meeting will be used to complete the final version of the bidding and construction documents.

· Additional Meetings – The project also makes accommodation for additional technical online meetings (requested by the PWD or consulting team) between the PWD and members of the proposer’s team. For this SOW, the proposer should assume at least 4 technical meetings of about 30 minutes each will occur during this project.

· Design Stages – This project will proceed along a traditional design process with the proposer’s team progressing through the project, as listed below:

· Project Kickoff – The kickoff stage will be to collect information and prepare a very rough concept design that will be used to direct work to the 30% design.

· 30% Design – This stage will be a more focused and detailed version of the concept design and provide a 30% design that will be used as a starting point for detailed review and comments. This stage will also include the preparation of a rough order magnitude Engineer’s Estimate of the costs to construct the changes in the 30% design.

· 60% Design – The 60% design will be the updated and more detailed version of the 30% design. The comments and edits to this design will be used to produce the design for the regulatory submittals.

· Regulatory Submittals – The updated 60% design (plans, calculations, etc.) will be used as the regulatory submittal set. The regulatory submittal stage will also include the preparation of all applications, forms, calculations, etc. to complete all required documents for regulatory review.

· 90% Design – The 90% design will include all edits from the regulatory review and any additional ones from the City that do not conflict with regulatory requirements. This stage will also include a refined Engineer’s Estimate for the construction, and engineering, and regulatory costs of the project.

· Regulatory Approvals – The 90% design will be resubmitted to the regulators for approval. If additional regulatory edits are required or additional documents are needed for regulatory approval, they will be completed by the proposer in this stage.

· Draft Construction/Bidding Documents – The draft set of construction and bidding documents will be prepared at this stage for City review. This set will include the regulatory approved version of the design.

· Final Construction/Bidding Documents – This stage shall include all work to complete the final set of construction and bidding documents that incorporate any edits and comments realized during the review of the draft construction/bidding documents.

· Regulatory Submittals and Approvals – The proposer’s team will be responsible for the following regulatory submittals, requirements, and approval:

· Preparing and submitting all necessary regulatory forms, applications, and documents to gain all approvals for the implementation of the construction of the pump station changes and upgrades.

· All necessary meetings, communications, and discussions with regulatory agencies to complete the work and attain approval(s) for the project.

· The preparation of a list of regulatory submittals, forms, inspections, and ongoing documentation required by the regulators (listing which agency and contact information) during and at the end of construction and into ongoing operation of the pump station.

4.2 PROJECT OBJECTIVES

The design project for PS-3 and PS-13 will be two subprojects (one for each pump station) that provide the same following project objectives for both pump station:

· Complete Design Process – The selected consultant shall complete the design process in accordance with the SOW details above. This includes providing engineer’s construction cost estimates for the work at the 30% and 90% stages.

· Regulatory Approvals – The proposer shall submit all necessary plans, calculations, applications, forms, and associated documents to gain the approval(s) from the governing regulatory agency/agencies. This work also includes providing the City with all regulatory requirements for the construction and operation of the pump station.

· Prepare Set of Construction and Bidding Documents – The project will be completed when each pump station has a set of regulatory and City approved construction and bidding documents.

The overall objective of this project is to provide the City with all of the documents and approvals to commence with the bidding, construction, and eventual operation of the pump stations.

4.3 REGULATORY COORDINATION AND APPROVAL

The proposer shall incorporate all applicable DEQ and other applicable agencies’ regulatory requirements into the construction and bidding documents. The regulatory tasks shall include but not be limited to the following:

· Regulatory Review Providing the proper applications, calculations, designs, and associated documents to the proper agency/agencies for review.

· Regulatory Coordination Coordinating all necessary communication, submittals, and revisions to the applicable agencies for review to gain approval(s).

· Regulatory Meetings Proposer shall coordinate and attend required regulatory meetings with the DEQ and other agencies to produce the documents and edits for approval.

· Regulatory Pathway Documentation The proposer is responsible for all regulatory documentation – both submittals and communication records. All of these documents shall also be provided to the City in a separate submittal the includes all final submittals, approvals, and detailed ongoing regulatory requirements.

· Integration of Regulatory Feedback Integrate all regulatory feedback into the design and construction set. The proposer shall discuss all regulatory changes with the PWD prior to implementation of the changes.

· Regulatory-Approved Construction Plan Set The proposer shall gain all regulatory approvals prior to their preparation of the draft construction and bidding documents. The final construction set shall incorporate all regulatory required changes and additions.

All DEQ communication shall be coordinated through the City’s PWD and documented by the proposer.

4.4 PROJECT DELIVERABLES

This design and regulatory support Plan project will include the following deliverables as detailed in the preceding sections:

Design Deliverables

1) Rough Concept Design

2) 30% Design and Initial Engineer’s Estimate

3) 60% Design

4) 90% Design and Refined Engineer’s Estimate

Regulatory Submittals/Approvals/Documentation

1) All forms, applications, designs, calculations, and associated document for the initial regulatory submittal(s)

2) All resubmittals and required documents to regulatory agency/agencies to gain approval(s).

3) A summary report detailing all required construction and operational documentation and submittals, deadlines for those documents, and the agency to which they are submitted. This summary report shall also include all communication records associated with regulatory meetings, discussions, and submittals.

Construction and Bidding Documents and Administrative Deliverables

1) Schedule of Project – a draft and final schedule will be submitted for City review.

2) Draft construction and bidding documents for City review.

3) Final set of construction and bidding document that are ready for online bidding and construction.

4) Electronic copies of all submittals, designs, and reports in both AutoCAD, PDF, and MS Word formats.

4.5 ADDITIONAL SERVICES

Depending on the outcome of the bidding phase, the selected firm may be asked to provide construction-phase engineering and regulatory support services during the construction stage of the project(s). If this service is requested, a separate scope of work and fee will be negotiated between the selected firm and the City.

END OF SECTION FOUR

SECTION 5 – SPECIFIC SUBMITTAL REQUIREMENTS

5.0 PROPOSAL DOCUMENTS

Proposer shall be solely responsible for obtaining RFP documents and any addenda, as well as carefully examining the specifications and requirements of the proposed project. The City reserves the right to publish any addendum or additional requirements on any RFP, as needed. This RFP, past master plans, and other materials and documents are on file and may be downloaded through the project OregonBuys portal.

Proposer shall submit their proposal to the OregonBuys portal by 4:00 PM, Pacific Standard Time, 07/27/2026. All proposals shall be titled:

Request for Proposal – Design for Pump Stations 3 and 13 Attention: Public Works Director Paul Stull III, PE

5.1 PROPOSAL CONTENTS

Proposals shall include the content listed below. The proposal should be concise and should avoid needless duplication. The proposal shall be limited to a maximum of fifteen (15) pages, not including personnel resumes, certifications, and required forms.

Proposers shall not submit a proposed fee, hourly rates, reimbursable expense schedule, total project cost, or other pricing information with their proposal. Pricing information submitted with the proposal may result in rejection of the proposal as non-responsive.

Proposals shall include, at a minimum, the following:

1. Letter of Transmittal Include an introductory letter expressing interest in and understanding of the project. The letter shall include the full legal name of the firm, the primary contact person’s name, email address, mailing address, and telephone number. The letter must be signed by an individual who is authorized to bind the firm in a contract with the City.

2. Proposer Certification Submit the Proposer Certification included in Section 7, Exhibit B.

3. Proposer Certification of Tax Compliance Submit the Proposer Certification of Tax Compliance included in Section 7, Exhibit C.

4. Related Experience Provide project descriptions for up to five (5) recent projects similar in nature to the proposed project. Emphasize experience with wastewater lift station design, rehabilitation, replacement, controls, telemetry, backup power, bypass pumping, construction phasing, regulatory approvals, and construction-ready plans and specifications.

5. Project Understanding and Approach Describe the proposer’s understanding of the project and approach to completing the scope of work. Provide a rough project schedule for each pump station showing the anticipated duration of each major stage of work.

6. Regulatory Experience Describe the proposer’s experience obtaining DEQ and other required regulatory approvals for wastewater pump station, collection system, or similar public infrastructure projects.

7. Project Team Identify the contact person with primary responsibility for this project, the lead engineer, personnel proposed to work on this project, and any subconsultants. Describe each person’s role, relevant experience, certifications, office location, and availability. Provide an organization chart showing all key project personnel.

After selection of a firm by the City, no substitution of key staff or subconsultants may occur without written approval of the City. Do not include personnel who will not be working on the project.

8. Special or Unique Services Describe any special or unique services, experience, tools, or approaches the proposer can provide that would benefit the City in delivering this project.

END OF SECTION FIVE

SECTION 6 – PROPOSAL EVALUATION

6.1 SELECTION PROCESS

A Selection Committee comprised of City staff and stakeholders will evaluate the proposals submitted. The Selection Committee will screen the submittals and will review and score the firms determined to be most qualified based on the evaluation criteria in this RFP. Proposed fees, hourly rates, reimbursable expense schedules, total project cost, or other pricing information shall not be submitted with the proposal and will not be considered during the initial ranking process.

The need for formal interviews or submittals for additional information will be at the discretion of the Selection Committee. The City reserves the right to seek clarification of any or all proposals. After the City identifies the highest-ranked proposer, the City will request and negotiate a detailed scope of work and fee with that proposer. If the City and the highest-ranked proposer cannot reach agreement on scope and fee, the City may terminate negotiations and begin negotiations with the next highest-ranked proposer.

6.2 PROPOSAL EVALUATION CRITERIA AND SCORING

A Selection Committee will evaluate the proposals to determine the firm best qualified to perform the services for the City. Proposals shall be reviewed and evaluated using a scoring matrix and merit-based system. The Selection Committee members will then submit a recommendation for action to the Seaside City Council based on the scores and values assessed by the committee.

The maximum available points for written proposals will be 100 points, with the points for each criterion as follows:

Proposed fees, hourly rates, reimbursable expense schedules, total project cost, or other pricing information will not be scored and shall not be submitted with the proposal.

6.3 INTERVIEWS

The firm(s) selected for final evaluation may be invited to an interview with the City Selection Committee. Firm(s) must provide a submittal with requested additional information through OregonBuys. If an interview is required, the firm(s) will be contacted regarding scheduling time and location of the interview(s) if so conducted.

6.4 CLARIFICATIONS

The City reserves the right to seek clarification of each proposal submitted. The City also reserves the right to require other evidence of technical, managerial, financial, or other abilities prior to selection.

6.5 AGREEMENT

A sample copy of the contract that the City expects the successful proposer to execute is included in Section 7, Exhibit A. Any proposed changes in the language, construction or requirements of the contract must be raised and resolved as part of a solicitation protest. The City reserves the right to revise the final contract that is in the best interest of the City prior to both parties signing and executing the contract. After the City and selected proposer reach agreement on scope and fee, the contract for the work will be prepared and submitted for City Council approval, if required. The contract will be executed only after all required approvals have been obtained.

END OF SECTION SIX

SECTION 7 - EXHIBITS

7.0 EXHIBIT A: CITY OF SEASIDE DESIGN RELATED SERVICES AGREEMENT

CITY OF SEASIDE

DESIGN-RELATED SERVICES AGREEMENT

AN AGREEMENT dated and effective this ____ day of ________, 2026 by and between CITY OF SEASIDE ("City") an Oregon municipal corporation and _____________________________________ (“Provider").

WHEREAS, Provider is in the business of providing engineering, technical, regulatory assistance, or “related services.”

WHEREAS, City and Provider believe it in their respective and mutual interests to enter into a written Agreement setting out their understandings concerning Provider’s provision of services related to___preparation of Design for Pump Station PS-3 and PS-13 Project______(“Project”).

NOW THEREFORE, based on the foregoing and for good and valuable consideration, the sufficiency of which is hereby acknowledged, City and Provider wish to enter into a written agreement for provision of said services in connection with the project, the terms of which are as follows:

1. Funds Available and Authorized City has sufficient funds currently available and authorized for expenditure to finance the costs of this Agreement.

2. Term This Agreement shall run from __________, 2026 through and including ____________, 2027 unless sooner terminated under the provisions of this Agreement. This Agreement may be extended in writing for additional periods as agreed to by the parties.

3. Provider's Service The scope of Provider's services and time of performance under this Agreement are set forth in Exhibit “A.” All provisions and covenants contained in said exhibit are hereby incorporated by reference and shall become a part of this Agreement as if fully set forth. Any conflict between this Agreement and Provider's proposal (if any) shall be resolved first in favor of this written Agreement. Provider will, in the rendering of its services to City, use its best efforts and due diligence, in accordance with all commonly accepted industry standards, and will provide such personnel as are necessary to successfully provide the services covered under this Agreement (including Exhibit "A"). All Provider personnel shall be properly trained and fully licensed to undertake any activities pursuant to this Agreement, and Provider shall have all requisite permits, licenses, and other authorizations necessary to provide the services covered under this Agreement.

4. Provider Identification Provider shall furnish to City 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.

5. Compensation City agrees to pay Provider at the times and in the amount(s) set out in and in accordance with Exhibit “A.”

6. Project Managers City's Project Manager is _Paul Stull III, PE_, _Public Works Director__. Provider's Project Manager is ____________________. Each party shall give the other written notification of any change in their respective Project Manager.

7. Project Information Provider agrees to share all project information, to fully cooperate with all corporations, firms, contractors, governmental entities, and persons involved in or associated with Project. No information, news or press releases related to Project shall be made to representatives of newspapers, magazines, television and radio stations, or any other news medium without the prior authorization of City’s Project Manager.

8. Duty to Inform Provider shall give prompt written notice to City’s Project Manager if, at any time during the performance of this Agreement, Provider becomes aware of actual or potential problems, faults or defects in the project, any nonconformity with the Agreement, or with any federal, state, or local law, rule or regulation, or has any objection to any decision or order made by City. Any delay or failure on the part of City to provide a written response to Provider shall constitute neither agreement with nor acquiescence in Provider's statement or claim and shall not constitute a waiver of any of City’s rights.

9. Provider is Independent Contractor Provider is an independent contractor for all purposes and shall be entitled to no compensation other than the compensation expressly provided by this Agreement. For clarity’s sake, the parties agree that Provider is economically independent from City and is free to operate its own independent business in addition to its performance of the services under this Agreement. Provider hereby expressly acknowledges and agrees that as an independent contractor, Provider is not entitled to indemnification by City or the provision of a defense by the City under the terms of ORS 30.285 or otherwise. This acknowledgment by Provider shall not affect his/her independent ability (or the ability of his/her insurer) to assert the monetary limitations found at ORS 30.270, the immunities listed at ORS 30.265 or other limitations affecting the assertion of any claim under the terms of the Oregon Tort Claims Act (ORS 30.260 to ORS 30.300).

10. Overtime Any person employed on work under this Agreement, other than a person subject to being excluded from the payment of overtime pursuant to either ORS 653.010 to 653.261 or 29 USC §201 to 209, shall be paid at least time and a half for: (1) all overtime in excess of eight hours in any one day or 40 hours in any one week when the work week is five consecutive days, Monday through Friday; or (2) For all overtime in excess of 10 hours in any one day or 40 hours in any one week when the work week is four consecutive days, Monday through Friday; and (3) For all work performed on Saturday and legal holidays. (ORS 279B.235)

11. Indemnity and Insurance

i. Indemnity: Provider acknowledges responsibility for any and all personal and professional liability arising out of the performance of this Agreement and shall hold harmless, indemnify, and defend the City and its agents, officers, elected officials, employees, contractors, and volunteers, from and against any and all liability, settlements, loss, costs, and expenses (including attorneys’ fees) in connection with any action, suit, claim, or proceeding resulting or allegedly resulting from (1) Provider’s, or Provider’s employees, agents, officers, contractors, and subcontractors’ (collectively, the “Indemnifying Party”) acts, omissions, activities or services in the course of any Indemnifying Party’s performance of the services; (2) any violation, or alleged violation of a local, state, or federal law by any Indemnifying Party; (3) any violation of Indemnifying Party’s professional standard of care in connection with this Agreement; and (4) any claim regarding intellectual property infringement in connection with the services of this Agreement, notwithstanding any limitations or restrictions to the contrary included in Exhibit “A”.

ii. Liability Insurance: Provider shall maintain occurrence-form commercial general liability and automobile liability insurance for the protection of Provider, City, its Councilors, officers, agents, and employees. Coverage shall include personal injury, bodily injury (including death), and broad form property damage, including loss of use of property, occurring in the course of or in any way related to Provider's operations, in an amount not less than Two Million Dollars ($2,000.000.00) combined single limit per occurrence. Such insurance shall name City as an additional insured.

iii. Workers' Compensation Coverage: Provider certifies that Provider has qualified for State of Oregon Workers' Compensation coverage for all Provider's employees who are subject to Oregon's Workers' Compensation statute, either as a carrier‑insured employer as provided by ORS 656.407, or as a self‑insured employer. Provider shall provide to City within ten (10) days after Agreement award a certificate of insurance evidencing overage of all subject workers under Oregon's Workers' Compensation statutes insured by an insurance company satisfactory to City, if any. The certificate and policy shall indicate that the policy shall not be terminated by the insurance carrier without thirty (30) days' advance written notice to City. A copy of the certificate of self‑insurance issued by the State shall be provided to City if the Provider is self‑insured.

iv. Certificates: Provider shall furnish City certificates evidencing the date, amount, and type of insurance required by this Agreement prior to the commencement of services under this Agreement. All policies will provide for not less than thirty (30) days' written notice to City before they may be canceled.

v. Primary Coverage: The coverage provided by insurance required under this Agreement shall be primary, and any other insurance carried by City shall be excess.

vi. Subrogation Waiver: Waiver of subrogation in favor of City shall be obtained for any insurance under this section.

12. Work is Property of City All work and work products, including but not limited to documents, drawings, papers, computer programs, and photographs performed or produced by Provider under this Agreement shall be the property of City. If this Agreement is terminated by either party or by default, City, in addition to any other rights provided by this Agreement, may require Provider to transfer and deliver such partially completed reports or other documentation that Provider has specifically developed or specifically acquired for the performance of this Agreement.

13. Law of Oregon The Agreement shall be governed by the laws of the State of Oregon without regard to conflict of law principles. The parties hereby agree to the jurisdiction of said courts with the legal venue located in Clatsop County, Oregon.

14. Errors Provider shall perform such additional work as may be necessary to correct errors in the work required under this without undue delays and without additional cost to the City.

15. Extra or Changes in Work Only the City Project Manager may authorize extra (and/or change) work. Failure of Provider to secure authorization for extra work shall constitute a waiver of all rights to adjustment in the Agreement price or Agreement time due to such unauthorized extra work and Provider thereafter shall be entitled to no compensation whatsoever for the performance of such work.

16. Successors and Assignments Both City and Provider bind themselves and any partner, successor, executor, administrator, or assign to this Agreement. Neither City nor Provider shall assign or transfer their interest or obligation hereunder in this Agreement without the written consent of the others. Provider must seek and obtain City’s written consent before subcontracting any part of the work required of Provider under this Agreement. Any assignment, transfer, or subcontract attempted in violation of this subparagraph shall be void.

17. Records

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

ii. Provider shall allow City (or any of its authorized representatives) to audit, examine, copy, take excerpts from or transcribe any books, documents, papers, or records that are subject to the foregoing retention requirement.

18. Breach of Contract

i. Provider shall remedy any breach of this Agreement within the shortest reasonable time (not more than ten (10) days) after City has submitted notice of the breach to the Provider. If Provider fails to timely remedy a breach consistent with this paragraph, City may terminate that part of the Agreement affected by the breach upon written notice to Provider, may obtain substitute services in a reasonable manner and may recover from Provider the amount by which the price for those substitute services exceeds the price for the same services under this Agreement.

ii. If the breach is material and Provider fails to remedy the breach in accordance with this paragraph, City may declare Provider in default and pursue any remedy available for a default.

iii. Notwithstanding the foregoing, City may immediately declare Provider to be in default via written notice if any of the following occur: (A) City reasonably believes that any Provider acts or omissions in connection with this Agreement have placed, or are likely to place, a City agent, officer, elected official, employee, contractor, or volunteer, a member of the public, or a Provider agent, employee, or subcontractor in physical danger or the threat of harm; (B) Provider declares bankruptcy or is otherwise merged, acquired, or dissolved; or (C) Provider becomes involved with litigation or any dispute resolution which may reasonably be expected to materially adversely affect Provider’s ability to perform the services under this Agreement.

iv. Pending a decision to terminate all or part of this Agreement, City unilaterally may order Provider to suspend all or part of the services under this Agreement. If City terminates all or part of the Agreement pursuant to this paragraph, Provider shall immediately cease the provisions of services under this Agreement, and Provider shall be entitled to compensation only for services rendered prior to the date of termination, but not for any services rendered after City ordered suspension of those services. If City suspends certain services under this Agreement and later orders Provider to resume those services, Provider shall be entitled to reasonable damages actually incurred, if any, as a result of the suspension or termination.

v. To recover amounts due under this paragraph, City may withhold from any amounts owed by City to Provider, including but not limited to, amounts owed under this or any other Agreement between Provider and City.

19. Mediation/ Trial without a jury Should any dispute arise between the parties to this Agreement concerning their respective obligations of either or the terms hereof, it is agreed that such dispute will be submitted to a mediator prior to any litigation and the parties hereby expressly agree that no claim or dispute arising under the terms of this Agreement shall be resolved other than first through mediation and only in the event said mediation efforts fail, through litigation. The parties shall exercise good faith efforts to select a mediator who shall be compensated equally by both parties. Mediation will be conducted in Seaside, Oregon, unless both parties agree in writing otherwise. Both parties agree to exercise good faith efforts to resolve disputes covered by this section through this mediation process. If one party requests mediation and the other party fails to respond within ten (10) days or if the parties fail to agree on a mediator within ten (10) days, a mediator shall be appointed by the presiding judge of the Clatsop County Circuit Court upon the request of either party. Any litigation arising under or as a result of this Agreement shall be tried to the court without a jury. City and Provider agree to be responsible for payment of their respective professional and expert fees, including attorneys’ fees in both mediation and litigation.

20. Termination for Convenience City may terminate all or part of this Agreement at any time for its own convenience by written notice to Provider. Upon termination under this paragraph, Provider shall be entitled to compensation for all services rendered prior to actual notice of the termination or the receipt of the City written notice of termination, whichever is earlier, plus Provider's reasonable costs actually incurred in closing out the Agreement.

21. Intellectual Property The interest in any intellectual property, including but not limited to copyrights and patents of any type, arising from the performance of this Agreement shall vest in the City. Provider shall execute any assignment or other documents necessary to affect this paragraph. Provider may retain a nonexclusive right to use any intellectual property that is subject to this paragraph. Provider shall transfer to the City any data or other tangible property generated by Provider under this Agreement and necessary for the beneficial use of intellectual property covered by this paragraph.

22. Payment for Labor or Material Provider shall make payment promptly, as due, to all persons supplying to Provider labor or material for the prosecution of the work provided for in this Agreement. (ORS 279B.220)

23. Contributions to the Industrial Accident Fund Provider shall pay all contributions or amounts due the Industrial Accident Fund from Provider…