Finance Department

Arbitrage Consultant Services

RFP NUMBER: 267016

CLOSING DATE: April 24, 2026 AT 4:00 PM (LOCAL TIME)

REQUEST FOR PROPOSALS (RFP) NUMBER: 267016

INTRODUCTION

The City of Salem, hereinafter referred to as “City”, is seeking proposals for consulting services that will enable the City to comply with regulations relating to the calculation of arbitrage earnings on tax-exempt financings issued by the City.

Proposals will be received until, but not after 4:00 PM (local time), April 24, 2026.

Completed proposals must arrive electronically via Equity Hub’s Bid Locker at https://bidlocker.us/a/salem_or/BidLocker. The City will not accept proposals submitted in any other manner.

NO LATE PROPOSALS WILL BE ACCEPTED.

Your proposal must be uploaded prior to the Closing Date and Time. The City strongly recommends that you give yourself sufficient time and at least ONE (1) day before the closing date and time to begin the uploading process and to finalize your submission. The City accepts no responsibility for non-receipt and/or delays in receipt caused by transmission and reception problems, equipment failure, or any other similar cause. Each Proposal is instantly sealed and will only be visible to the City after the closing date and time. Uploading large documents may take significant time, depending on the size of the file(s) and your internet connection speed. You will receive an email confirmation receipt once you finalize your submission.

Supported web browsers: Chrome, Firefox, Safari, and Vivaldi.

Need Help?

Please contact Equity Hub at help@equityhub.us or (267) 225-1407 for technical questions related to your submission.

The Vendor Guide for Bid Locker can be found at Vendor Guide for Bid Locker.

Prospective proposers may obtain these solicitation documents by registering on the OregonBuys website and downloading them. Proposers shall consult the OregonBuys system regularly until closing date and time to avoid missing any notices. To register on OregonBuys go to https://oregonbuys.gov. The City shall advertise all Addenda on OregonBuys. Prospective proposers are solely responsible for checking OregonBuys to determine whether or not any

Addenda have been issued. RFP documents will not be mailed to prospective proposers.

https://bidlocker.us/a/salem_or/BidLocker mailto:help@equityhub.us https://bidlocker.us/files/Vendor%20Guide%20-%20Bid%20Locker%20Base.pdf https://oregonbuys.gov/bso/view/login/login.xhtml https://oregonbuys.gov/bso/view/login/login.xhtml https://oregonbuys.gov/bso/view/login/login.xhtml https://oregonbuys.gov/ https://oregonbuys.gov/bso/view/login/login.xhtml

Any objections to or comments upon the RFP specifications must be submitted in writing to the office of the Contracts and Procurement Manager, by email sself@cityofsalem.net.

They must be received no later than April 10, 2026 at 5:00 PM (local time).

Proposals received will be held confidential until a recommendation for award has been approved by the Department Director. Thereafter, all Proposals will be available for public inspection by submitting a Public Records Request through the City Recorders Office Public Records Request |

Salem, Oregon (cityofsalem.net).

The City will be the sole judge in determining award of Agreement and reserves the right to reject all Proposals.

Human Rights: It is the express policy of the City that no person shall be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity on the grounds of race, religion, color, national origin, sex, marital status, familial status or domestic partnership, age, mental or physical disability, sexual orientation, gender identity or source of income as provided by Salem Revised Code Chapter 97, Title VI of the Civil Rights Act of 1964, and other federal nondiscrimination laws. The City’s complete Title

VI Plan may be viewed at Equity & Accessibility | Salem, Oregon (cityofsalem.net). Proposer agrees to comply with all applicable requirements of federal, state, and local civil rights and rehabilitation statutes, rules, and regulations if awarded an agreement by the City.

Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding or negotiation made by the successful proposer for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the successful proposer of the successful proposer’s obligations under this Agreement and the Salem Revised Code Chapter

97, Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination laws.

The City is an Equal Employment Opportunity employer.

Questions regarding the City’s RFP process may be addressed to Shawna Self, CPPB, Contracts and Procurement Manager, who may be reached at (503) 588-6445 or by email at sself@cityofsalem.net during City business hours.

The City operates and maintains Americans with Disabilities Act compliant facilities.

Reasonable accommodations are available upon request.

Shawna Self, CPPB, Manager

Contracts and Procurement

FIRST DATE OF SOLICITATION: March 31, 2026

REQUEST FOR PROPOSAL NUMBER: 267016

REQUEST FOR PROPOSAL CLOSING: April 24, 2026 at 4:00 PM (Local Time) mailto:sself@cityofsalem.net https://www.cityofsalem.net/government/public-records-request https://www.cityofsalem.net/government/public-records-request https://www.cityofsalem.net/government/equity-accessibility

RFP #267016

The City of Salem (“City”) is a municipal corporation serving a community with a population of approximately 177,600. It is the capital of the State of Oregon and the county seat of Marion

County. The City has a Council-Manager form of government with an elected mayor and council.

The City has approximately 1,300 employees and nine operating departments (listed below).

City Manager Legal

Community Services Community Planning and Development

Enterprise Services Police

Fire Public Works

Finance

SECTION 1: BACKGROUND

The City is seeking proposals for consulting services that will enable the City to comply with

Section 148 of the Internal Revenue Code of 1986 (Code) and applicable Treasury Regulations

(Regulations), relating to the calculation of arbitrage earnings on tax-exempt financings issued by the City.

The City requires the services from a Consultant with regulatory expertise in computing yields on variable and fixed rate issues, calculating arbitrage, legally opining on such computations, producing the required forms and reports, and assisting City staff in understanding the arbitrage rules and establishing procedures to facilitate arbitrage monitoring and future arbitrage calculations.

SECTION 2: SCOPE OF REQUESTED SERVICES

2.1 Arbitrage Compliance

Consultant will ensure the City is in compliance with all arbitrage rebate requirements.

Consultant will serve as a resource to the City, explaining the requirements of the Code and

Regulations and assisting the City in arbitrage tracking. Additionally, Consultant will provide the following services:

• Determine the lowest, legally permissible arbitrage rebate and/or yield reduction liability for each bond issue.

• Assist the City in understanding the computational and reporting requirements of the Code and Regulations as they currently exist and facilitate the understanding of future changes as they occur.

• Assist the City on a rebate installment date and evaluating whether full or partial payment of the rebate liability should be paid.

• Maintain a system which monitors calculation deadlines, rebate exception dates, expiration of temporary periods, five-year computation dates, and communicate the dates to the City a minimum of three months in advance in order to ensure that requirements are properly met

2.2 Arbitrage Computations

Consultant must review the outstanding debt issues; including the tax or arbitrage certificate, official statement, and issue price certificate, indenture resolution, and other related documents. Based on the document review, Consultant must provide a prioritized list of the information and documentation necessary to complete the arbitrage calculations and perform the following:

• Verify the arbitrage yield on the bonds in accordance with the Code and Regulations with appropriate documentation required to support the calculations.

• Identify, and separately account for, all “Gross Proceeds” (as defined in the Treasury

Regulations) of the bond issue, including those requiring allocation analysis due to

“transferred proceeds” and/or “commingled funds”.

• Provide a draft report and opinion for review prior to finalizing the calculation.

• Provide an executive summary and opinion identifying the methodology employed, assumptions used, conclusions, and any recommendations for changes in record keeping and investment policy. The opinion provided must include a statement that the calculation methodology used is consistent with current tax laws and regulations and may be relied upon by The City in determining its liability payments to the U.S. Treasury.

• Maintain cumulative records and retain such documentation.

• Perform computations of rebatable arbitrage at least once every five (5) years and as of the date all bonds are retired.

• Assist the City as necessary in the event of an IRS inquiry, both during and subsequent to the contract period.

2.3 Reporting Requirements

Consultant will serve as the interface between the City and the Internal Revenue Service.

Consultant must have expertise about the reporting and documentation requirements associated with compliance of the arbitrage rules and perform the following duties for each arbitrage calculation prepared for the City:

• Complete Internal Revenue Service Form 8038-T and any other necessary documentation so that only a signature is required prior to filing on either an installment computation date or final installment date.

• Provide a written report supporting the computations to the City. An electronic version of the report is the City’s desired format.

• Review each of the City’s outstanding obligations, for which arbitrage has not been paid, to determine which issues are subject to arbitrage rebate. If applicable, determine the correction amount and the penalties associated with any installment failure as required.

• Assist in applying for permitted refunds for certain overpayments in the event an issuer overpays the amount of rebatable arbitrage for an issue.

• Prepare and issue a Rebate Exceptions Compliance Report showing the City’s compliance with one of the exceptions to rebate.

• Maintain complete records supporting the computations of rebatable arbitrage for a period of not less than six (6) years after the final maturity of all bonds of an issue, after which time the records do not need to be maintained for the City’s purpose.

• Provide a fiscal year-end executive summary of all the arbitrage calculations completed or in progress; including final outcome(s), total fees charged per calculation, and recommendations for procedural improvements by September 30th of each year.

• Review the City’s current investment and recordkeeping practices as they relate to all funds subject to arbitrage rebate. Provide advice on any changes in these practices that may enhance the City’s arbitrage compliance efforts.

• As necessary, assist the City in responding to any inquiries or audits by the Internal

Revenue Service related to the arbitrage computations prepared by the Consultant.

• Within thirty (30) days of completing an arbitrage calculation, the Consultant shall provide the City all electronic or hard copy documentation to maintain necessary records of the completed calculations. Documentation includes all usual and customary working papers/spreadsheets used to support the arbitrage calculation, opinion, and regulatory filings.

2.4 Currently Issued Debt

The bonds listed below are currently outstanding tax exempt issues.

Issuance Issue Date Final

Maturity

Last

Calculation

Issue Amount Balance

General Obligations:

Police Facility and

Refunding 2017

8/24/2017 6/1/2037 8/31/2021* $74,775,000 $50,475,000

Library Seismic 2018 3/22/2018 6/1/2031 3/31/2025* $18,600,000 $13,195,000

Refunding Streets &

Bridges 2021

4/14/2021 6/1/2026 3/31/2025 $24,735,000 $1,400,000

Community Improvement

2023B

2/3/2023 6/1/2048 3/31/2025 $88,000,000 $88,000,000

Community Improvement

2026B

3/24/2026 6/1/2053 No calc yet $94,500,000 $94,500,000

Urban Renewal Tax

Increment Obligations:

Riverfront-Downtown

2020A

12/17/2020 6/1/2031 12/17/2025 $7,445,000 $6,037,000

Utility Revenue Bonds:

Refunding 2017 7/18/2017 6/1/2027 8/31/2019* $55,990,000 $8,775,000

Utility Revenue 2020 4/2/2020 6/1/2040 4/2/2025* $56,925,000 $47,400,000

*Final required calculation as proceeds were fully spent.

SECTION 3: PROPOSAL SUBMITTAL REQUIREMENTS

Organization of the Proposal

Proposers must organize and present their proposal materials in the same order as presented below, and include page numbers. Proposals received without following this format, or received after the deadline and stated place of delivery, may be rejected as non-responsive.

A. Cover Letter:

The cover letter should indicate your understanding of the services to be performed and be signed by a person authorized to contractually bind the Consultant to a contract with the City. Length should be no more than two (2) pages. Include a brief summary of your organization describing its ability, knowledge and experience with arbitrage consulting services. Include information regarding your company: its principals, size and locations; experience levels as they relate to this RFP; the number of years in business; and what makes you stand out over your competitors. Include your company name, address, phone number, contact person, email address.

B. Organization

Brief summary of your organization, structure, and size. Include resumes for key personnel who would provide the services requested in this RFP. Resumes should include general qualifications and other relevant information that demonstrates the ability to perform these services.

C. Support of City Staff

1. A brief summary of how you intend to interact with City staff in providing the required services.

2. Assuming you are awarded the contract, please indicate your earliest availability to begin the contracted services for the City.

D. Qualifications

This section of the proposal should provide the information necessary to determine if the Consultant’s work products will meet the City’s needs. The proposal must contain the following sections in the order indicated:

1. Describe your ability to provide the services requested in this RFP. Indicate the length of time needed to complete a typical first 5-year calculation on a construction project bond issue.

2. Outline the information and documentation required from the City to prepare a calculation and the methodologies that will be used to determine; the bond yield, calculate the rebate liability, produce reports and set-up a tickler system to monitor critical dates.

3. Provide a sample report and opinion you have prepared for a typical first 5-year arbitrage rebate calculation.

4. Describe your exposure to, and experience with, the IRS and its rebate regulations.

Demonstrate how you stay current on the latest IRS rulings and regulations.

Indicate whether any of your clients have been the subject of an IRS audit, and if so, indicate any adverse findings.

5. Describe your record retention policy surrounding the work papers utilized for the arbitrage rebate calculations.

6. Describe your experience in providing arbitrage calculation services for the following types of issues: fixed rate bonds, short-term variable rate instruments, issues with cash funded reserves, refunding issues, and commingled funds.

7. Describe your most challenging assignment and how you assisted the customer in resolving the issues.

E. Fee Proposal

Provide your proposed fee structure for calculations, noting any differences, if applicable, for general obligation, tax increment/urban renewal, and revenue backed issuances. Also provide fee structure for related consulting, education of City staff if desired, recommendations for improvement, and communicating with the IRS on the

City’s behalf. Provide fees for summary reports such as an annual summary of calculation results for all of the City’s active issuances. Indicate whether the fees will remain constant for the contract period, or if there are planned fee increases during the contract term. If annual increases are proposed, identify the CPI index recommended.

F. References

Include a minimum of three (3) government references and their contact information for all services provided within the last five (5) years that are most closely related to the scope of requested services listed in this RFP. Note those engagements that involved the key personnel that will be assigned to the City’s account.

SECTION 4 PROPOSAL EVALUATION CRITERIA AND SELECTION PROCESS

4.1 Evaluation Criteria

Although cost of services is important, the City will not necessarily select the lowest cost proposal for the award. The City reserves the right to award a contract based on initial proposal submittals or, at the sole discretion of the City, to conduct interviews with any or all of the proposers. Any interviews shall be held for the purpose of clarity of proposals and will not be scored. However, the Proposal Selection Committee members may use the interview process as an opportunity to adjust their original proposal scores to reflect any additional understanding of proposals that they derived from the interviews. In addition to submitted proposal information, the City reserves the right to use any information that it is aware of, independent of the submitted proposals, in determining consideration of contract award.

The City will not pay for any costs incurred by proposer in responding to this RFP to include costs to the proposer to conduct interviews and presentations.

The evaluation criteria to be used for this RFP are summarized below:

Evaluation Criteria Maximum Points

Cover Letter Pass/Fail

Organization 10

Support of City Staff 10

Qualifications 35

Fee Proposal 30

References 15

Total Points Possible 100

4.2 Selection Process

A RFP Selection Committee will be appointed by the City to evaluate and rank all qualifying proposals received by the closing date. If no acceptable arrangements can be made, negotiations with the next highest ranked proposer will occur.

The successful proposer will be required to complete an Agreement in the form of a

Personal Services Agreement (sample included in Appendix A), which will incorporate this RFP and proposer’s response as a part of the Agreement.

SECTION 5: INFORMATION AND INSTRUCTIONS TO PROPOSERS

This section contains administrative and procedural information and instructions for preparation and submittal of the proposal. Note: This RFP process offers several opportunities for prospective proposers to submit formal protests. Filing a protest with the

City requires submitting $500.00 with the formal written protest. Prospective proposers and proposers wishing to submit objections to or comments on RFP specifications of a non-protest nature, must submit them in writing to the office of the Contracts &

Procurement, by email sself@cityofsalem.net. They must be received no later than April

10, 2026, at 5:00 PM (local time). There is no fee for filing objections to or comments on

RFP specifications of this non-protest nature.

5.1 Anticipated Schedule (subject to change)

March 31, 2026 .............................................................................. Begin RFP Solicitation

April 10, 2026 at 5:00 PM (local time) ................................ Questions/Clarifications Due

April 24, 2026 at 4:00 PM (local time) ................................................. RFP Closing Date

May 2026 ............................................................... Notice of Intent to Award Agreement

May/June 2026 ....................................................... Agreement Award (Anticipated Date)

July 1, 2026 ............................................................................................ Notice to Proceed

5.2 Qualification Requirements

Each proposer shall respond to the proposal requirements as presented in Section 3, Proposal Submittal Requirements, of this RFP. Proposals received without the required information may be rejected as being non-responsive.

The City shall have the right to disqualify any proposal as a result of the information gathered in its research.

5.3 Pre-Proposal Interpretation of RFP and Requested Changes

Technical questions relating to the requirement and scope of services of this RFP and/or the RFP process should be directed in writing to the Contracts and Procurement Manager, Contracts and Procurement, by email: sself@cityofsalem.net.

Any clarification or interpretation of the proposal documents will be made only by written notification. The City is not responsible for any explanation, clarification, or interpretation given in any manner except by written notification.

Any person who contemplates submitting a proposal in response to this RFP and who wishes to have the City consider a change in any part of this RFP shall submit to the

Contracts and Procurement Manager of the City of Salem a written request for a change or substitution no later than 5:00 PM (local time), April 10, 2026. The request shall include the proposed change and the reason for the change. Protest against award based on the scope of services or other content of this RFP will not be considered after this time.

Changes to this RFP document shall only be by written addenda.

A copy of any written clarification, interpretation and addendum will be posted on

OregonBuys.

5.4 Protest of Solicitation Document and the Procurement Process

A prospective proposer may protest the procurement process or the solicitation document for an Agreement. A prospective proposer must deliver a written protest to the Contracts and Procurement Manager (email: sself@cityofsalem.net) no later than 5:00 PM (local time), April 10, 2026. The prospective proposers shall indicate the reasons for the disagreement through a written protest and shall include a statement of the desired changes to the procurement process or the solicitation document that the prospective proposer believes will remedy the conditions upon which the prospective proposer based its protest.

The written protest must be submitted with a certified check or cashier's check in the amount of $500.00 to cover the costs of processing the protest. The check shall be submitted via USPS, UPS, or FedEx.

5.5 Execution of the Proposal

The proposal shall be executed in the name of the proposer followed by the signature of the officer authorized to sign for the printed or typewritten designation of the office held.

If the proposal is made by a partnership, it shall be executed in the name of the partnership followed by the signature of an authorized partner.

If the proposal is made by a Limited Liability Company (LLC), it shall be executed in the name of the LLC followed by the signature of the authorized member(s) or manager(s) authorized to sign for the LLC and the printed or typewritten designation of the office held in the LLC.

If the proposal is made by a corporation, it shall be executed in the name of the corporation followed by the signature of the officer authorized to sign for the corporation and the printed or typewritten designation of the office they hold in the corporation.

If the proposal is made by a joint venture, it shall be executed by each participant of the joint venture.

5.6 Submission of Proposal

Proposals will be received until, but not after 4:00 PM (local time), April 24, 2026.

Completed proposals must arrive electronically via Equity Hub’s Bid Locker at https://bidlocker.us/a/salem_or/BidLocker. The City will not accept proposals submitted in any other manner.

NO LATE PROPOSALS WILL BE ACCEPTED.

Your proposal must be uploaded prior to the Closing Date and Time. The City strongly https://bidlocker.us/a/salem_or/BidLocker recommends that you give yourself sufficient time and at least ONE (1) day before the closing date and time to begin the uploading process and to finalize your submission. The

City accepts no responsibility for non-receipt and/or delays in receipt caused by transmission and reception problems, equipment failure, or any other similar cause. Each

Proposal is instantly sealed and will only be visible to the City after the closing date and time. Uploading large documents may take significant time, depending on the size of the file(s) and your internet connection speed. You will receive an email confirmation receipt once you finalize your submission.

Supported web browsers: Chrome, Firefox, Safari, and Vivaldi.

Need Help?

Please contact Equity Hub at help@equityhub.us or 267-225-1407 for technical questions related to your submission.

The Vendor Guide for Bid Locker can be found at Vendor Guide for Bid Locker.

5.7 Response Date

Delivery in the manner stated herein and completeness of submittals as required by this

RFP shall be solely the responsibility of the proposer(s). Submission of proposals or additional information offered after the closing date and time shall not be accepted or considered.

5.8 Withdrawal of Proposal

Proposer(s) may withdraw their proposal, by written notice submitted on the proposer's letterhead, signed by the proposer's authorized representative, delivered to the Contracts and Procurement Office by email at contracts@cityofsalem.net. To be effective, the withdrawal must be received prior to closing date and time. The proposer shall mark a written request to withdraw its proposal as follows: “Proposal Withdrawal - RFP #267016.”

5.9 Notice to Proceed

The successful proposer(s) may be given ten (10) calendar days to execute the Agreement and return it to the City. Contractual work may not begin until the notice to proceed has been issued. The notice to proceed will be issued after execution of the Agreements by the

City. The notice to proceed will authorize commencement of the work based on the

Agreement.

5.10 Rights of City to Award or Reject Proposals

This RFP does not commit the City to award or enter into an Agreement. Under no circumstances will the City pay the costs incurred in the preparation of a response to this

RFP. The City reserves the right to:

• Accept or reject any or all proposals or any portion thereof received as a result of this

RFP.

• Negotiate with any proposer(s).

mailto:help@equityhub.us https://bidlocker.us/files/Vendor%20Guide%20-%20Bid%20Locker%20Base.pdf

• Accept a proposal and subsequent offers for Agreement from other than the lowest cost proposed.

• Waive any immaterial defects and irregularities in proposals and to waive or modify any irregularities in proposals received, after prior notification to the proposer(s).

• In determining the most responsive proposer, take into consideration any or all information supplied by the proposer in the proposal and the City’s investigation into the experience of the proposer. In addition, the City may accept or reject proposals based on minor variations from the stated scope of services and when such action is deemed to be in the City’s best interest.

• Negotiate a final scope and price with the selected proposer that may differ in some respects from this RFP.

• To seek clarifications of each proposal.

• If proposer chooses to participate in negotiations, they may be asked to submit additional information, or other revisions to their proposal as may be required.

• Consider proposal modifications received at any time before the award is made, if such action is in the best interest of the City.

• To negotiate a final Agreement that is in the best interest of the City.

5.11 Contract Administrator

The Contract Administrator is Jeremy Morgan. All questions relating to the RFP process should be directed in writing to Shawna Self, CPPB, Contracts and Procurement Manager, by email to: sself@cityofsalem.net.

5.12 Economy of Proposal Preparation

Proposals should be prepared simply and economically, by providing a straightforward, concise description of the proposer’s capabilities related to specified elements units or services. Proposals should not include any information not specifically identified or specified as a required response.

5.13 Addenda

In the event that it becomes necessary to revise any part of this RFP, an addendum will be posted on OregonBuys. Prospective proposers are solely responsible for checking

OregonBuys to determine whether or not any addenda have been issued. The City is not responsible for any explanation, clarification, interpretation, or approval made or given in any manner except by addenda. Addenda, if necessary, will be issued not later than five (5)

City business days prior to the RFP closing date. Addenda shall be signed by the same individual that signs the proposal and SHALL BE SUBMITTED with the proposal.

Proposals received without properly signed addenda may be considered non-responsive.

5.14 Protests of Addenda

A prospective proposer may submit a written protest to an addendum within forty-eight

(48) hours by the close of the City’s next business day after issuance of the addendum. The written protest shall (1) Sufficiently identify the addendum being protested; (2) Identify the specific grounds that demonstrate how the addenda is contrary to law, unnecessarily restrictive, legally flawed or improperly specifies a brand name; (3) Include evidence or supporting documentation that supports the grounds on which the protest is based; (4)

Identify the relief sought; and (5) Include a statement of the desired changes to the addendum that the prospective proposer believes will remedy the conditions upon which the prospective proposer based its protest. The City will not consider a protest to matters not added or modified by the protested addendum. Delivered to the Contracts and

Procurement Division, via email to contracts@cityofsalem.net.

The written protest must be submitted with a certified check or cashier's check in the amount of $500.00 to cover the costs of processing the protest. The check shall be submitted via USPS, UPS, or FedEx.

5.15 Acceptance of Proposal Content

The contents of the proposal of the successful proposer will become contractual obligations if acceptance action ensues. Failure of the successful proposer to accept these obligations in an Agreement may result in cancellation of the award.

5.16 Public Records and Confidentiality of Proposal

This RFP and one copy of each original response received, together with copies of all documents pertaining to the selection of the successful proposer and execution of a copy of the executed agreement, shall be kept for the City by the Contracts and Procurement

Office for a period of five (5) years and made a part of a file or record which shall be open to public inspection.

Public Records. By submitting a proposal, the proposer acknowledges that information submitted in response to this RFP is open to public inspection under the Oregon Public

Records Law, ORS 192.311 through 192.513. The proposer is responsible for becoming familiar with and understanding the provisions of the Public Records Law.

Note: Under no circumstances will any proposal information be disclosed by the

Contracts and Procurement Office prior to receiving a written recommendation to award from the Department Director.

5.17 Human Rights

It is the express policy of the City that no person shall be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity on the grounds of race, religion, color, national origin, sex, marital status, familial status or domestic partnership, age, mental or physical disability, sexual orientation, gender identity or source of income as provided by the Salem Revised Code

Chapter 97, Title VI of the Civil Rights Act of 1964 and other federal non-discrimination mailto:contracts@cityofsalem.net laws. The City’s complete Title VI Plan may be viewed at www.cityofsalem.net.

Successful proposer agrees to comply with all applicable requirements of federal, state, and local civil rights and rehabilitation statutes, rules and regulations if awarded an

Agreement by the City.

Solicitations for Subcontracts, Including Procurements of Materials and Equipment:

In all solicitations either by competitive bidding or negotiation made by the successful proposer for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the successful proposer of the successful proposer's obligations under this Agreement and the Salem Revised Code Chapter 97, Title VI of the Civil Rights Act of 1964 and other federal non-discrimination laws. (See Appendix B.)

5.18 Discrimination in Subcontracting Prohibited

Proposer agrees not to discriminate against disadvantaged business enterprise, a minority-owned business, a woman-owned business, a veteran-owned or an emerging small business certified under ORS 200.055 in awarding subcontracts as required by ORS 279A.110.

5.19 Notice of Intent to Award

All responsive and evaluated proposers to this RFP will be notified of the City’s intent to award an Agreement not less than seven (7) days prior to award. The City will issue a notice of intent to award based on the results of its evaluation process. The notice of intent to award will be posted on OregonBuys only.

5.20 Protest of Intent to Award

A proposer may protest the award of the Agreement or the intent to award such Agreement, whichever occurs first, if the proposer claims to have been adversely affected or aggrieved by the selection of a proposer. A proposer submitting a protest must claim that the protesting proposer is the highest ranked proposer because the proposals of all higher ranked proposers failed to meet the requirements of this RFP or because the highest ranked proposers otherwise are not qualified to perform the services described in this RFP. The proposer must deliver the written protest to the Contracts and Procurement Division to contracts@cityofsalem.net, within seven (7) days after issuance of the notice of intent to award the Agreement or if no notice of intent to award is issued, within forty-eight (48) hours after award. A proposer’s written protest shall specify the grounds for protest to be considered by the City pursuant to ORS 279B.410(2). The City Manager shall not consider a proposer’s award protest submitted after the above timeline. The written protest must be submitted with a certified check or cashier's check in the amount of $500.00 to cover the costs of processing the protest. The check shall be submitted via USPS, UPS, or FedEx.

5.21 Incurred Costs

Neither the City, nor its officers, agents, or employees are liable for any cost incurred by proposer(s) prior to issuance of an agreement, or purchase order. All prospective proposer(s) who respond to this RFP do so solely at the proposer's cost and expense.

http://www.cityofsalem.net/

5.22 No Warranty

All facts and opinion stated within this RFP and all supporting documents and data are based upon information available from a variety of sources. No representation or warranty is made with respect thereto.

5.23 Statement of Time

A period of time, unless stated as a number of City business days, shall include Saturdays, Sundays, and holidays.

The word “day” as used in this RFP document, and any resulting Agreement awarded as a result of this process, shall constitute a calendar day of twenty-four (24) hours measured from midnight to the next midnight.

When a time period is identified by days, it is computed by excluding the first day and including the last day. When the last day falls on a Saturday, Sunday, or City’s holiday, that time period shall extend to the next City business day.

5.24 Right to Audit

The successful proposer shall maintain financial records and other records as may be prescribed by the City or by applicable federal and state laws, rules, and regulations. The successful proposer(s) shall retain these records for a period of five (5) years after final payment, or until they are audited by the City, whichever event occurs first. These records shall be made available during the term of the Agreement and the subsequent five-year period for examination, transcription, and audit by the City, its designees, or other authorized bodies.

5.25 Accept or Reject Proposals

The City reserves the right to accept or reject any or all proposals in response to this RFP without cause or to delay or cancel this RFP process without liability to the City if the City determines it is in the public interest to do so.

5.26 Additional Information

The City reserves the right to request additional information following their initial review of the proposal documents that the City deems reasonably necessary to evaluate, rank, and select the most qualified proposer(s). The City staff may conduct a review and verification of confidential information with staff and consultants.

5.27 Right to Modify Process

The City reserves the right to modify the selection process or other aspects of this RFP process at its sole discretion. The Contracts and Procurement Office will take reasonable steps to ensure that any modification or clarification to this RFP are posted on OregonBuys.

5.28 Debarment of Proposer

The Contracts and Procurement Manager may debar prospective proposers from consideration for Agreements for a period of not more than three (3) years if:

1. The prospective proposer has been convicted of a criminal offense as an incident in obtaining or attempting to obtain a public or private contract subcontract or in the performance of such contract or subcontract;

2. The prospective proposer has been convicted under state or federal statutes of embezzlement, theft, forgery, bribery, falsification, or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty that currently, seriously, and directly affects the prospective proposer’s responsibility as a contractor;

3. The prospective proposer has been convicted under state or federal antitrust statutes;

4. The prospective proposer has committed a violation of a contract provision that is regarded by the Contracts & Procurement Manager or the Construction Contractors

Board to be so serious as to justify debarment. A violation may include but is not limited to a failure to perform the terms of a contract or an unsatisfactory performance in accordance with the terms of the contract. A failure to perform or an unsatisfactory performance caused by acts beyond the control of the contractor may not be considered to be a basis for debarment; or

5. The prospective proposer does not carry any insurance as required by applicable law.

The Contracts and Procurement Manager shall give written notice of the reasons for the debarment and the proposed length of debarment to the person for whom debarment is being considered. The proposer shall be given not less than fourteen (14) days to respond to the

Contracts and Procurement Manager in writing. The Contracts and Procurement Manager shall issue a written decision that states the reason for the action taken and that informs the proposer of the proposer’s appeal rights.

5.29 Proposals submitted by City Employees Prohibited

The City will not purchase any goods or services from City employees unless City Council expressly authorizes the purchase, or the purchase is necessary during a state of emergency and the City Manager approves the purchase.

SECTION 6: AGREEMENT TERMS AND REQUIREMENTS

6.1 Forfeiture of the Agreement

This Agreement may be canceled at the election of the City at any time for any willful failure or refusal by the successful proposer to perform according to the terms of an

Agreement as herein provided.

6.2 Non-Assignment

If an Agreement is awarded, it shall not be assigned, nor duties be delegated, in part or in total without consent of the City. Reasonable requests for assignment of the Agreements may be granted based on the sole determination of the City.

6.3 Liability Insurance

Successful proposer shall obtain and maintain during the term of this Agreement, a policy or policies of liability insurance including commercial general liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars) for each occurrence for Bodily Injury and Property Damage.

The insurance required shall include the following coverages:

• Comprehensive General or Commercial General Liability, including personal injury, contractual liability, and products/completed operations coverage;

• Automobile Liability.

Each policy of such insurance shall be on an "occurrence" and not a "claims made" form, and shall:

• Name as additional insured "the City of Salem, Oregon, its officers, agents and employees";

• Apply to each named and additional named insured as though a separate policy had been issued to each, provided that the policy limits shall not be increased thereby;

• Apply as primary coverage for each additional named insured except to the extent that two or more such policies are intended to "layer" coverage and, taken together, they provide total coverage from the first dollar of liability;

• Successful proposer shall immediately notify the City of any change in insurance coverage;

• Successful proposer shall supply an endorsement naming the City, its officers, employees and agents as additional insureds within sixty (60) days of the Effective

Date of the Agreement; and

• Be evidenced by a certificate or certificates of such insurance approved by the City.

6.4 Workers’ Compensation Law

All subject employers working under an awarded Agreement are either employers that will comply with ORS 656.017 or employers that are exempt under ORS 656.126. Proof of compliance will be required prior to Agreement execution. (See Appendix A)

6.5 Laws of the State of Oregon

By submitting a proposal in response to this RFP, proposer(s) agree that, any terms and conditions stated within any agreement that is awarded as a result of this solicitation shall also include the following laws of the State of Oregon are hereby incorporated by reference into the Agreement: ORS 279B.220, 279B.230, and 279B.235.

Any Agreements awarded and/or purchase order issued as a result of this RFP shall be governed by the laws of the State of Oregon without regard to conflict of laws principles.

Exclusive venue for litigation of any action arising under the Agreement shall be in the

Circuit Court of the State of Oregon for Marion County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred, as appropriate, so as to effectuate this choice of venue.

6.6 Successful Proposer’s Compliance with Tax Laws

Successful proposer represents and warrants to the City that:

1. Successful proposer shall, throughout the term of this Agreement, including any extensions hereof, comply with:

A. All tax laws of the State of Oregon, including but not limited to ORS 305.620 and

ORS chapters 316, 317, and 318;

B. Any tax provisions imposed by a political subdivision of the State of Oregon applicable to successful proposer; and

C. Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions.

2. If applicable, the successful proposer, for a period of no fewer than six (6) calendar years preceding the Effective Date of this Agreement, has faithfully complied with:

A. All tax laws of the State of Oregon, including but not limited to ORS 305.620 and

ORS chapters 316, 317, and 318;

B. Any tax provisions imposed by a political subdivision of the State of Oregon applicable to successful proposer; and

C. Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions.

Successful proposer’s failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute a material breach of this Agreement. Further, any violation of successful proposer’s warranty, as set forth in this Article, shall constitute a material breach of this Agreement.

Any material breach of this Agreement shall entitle the City to terminate this Agreement and to seek damages and any other relief available under this Agreement, at law, or in equity.

Any Work delivered to the City under this Agreement shall be provided to the City free and clear of any and all restrictions on or conditions of its use, transfer, modification, or assignment, and shall be free and clear of any and all liens, claims, mortgages, security interests, liabilities, charges, and encumbrances of any kind.

6.7 Agreement Term

The Agreement shall commence on July 1, 2026 and continue until June 30, 2027, and upon renewal (see renewal clause) shall continue for each additional consecutive fiscal year until canceled or expiration of the Agreement term.

6.8 Renewal

If the City determines that it is in the City’s best interest, the City may elect to extend the

Agreement for four (4) additional one (1) year periods at the end of each fiscal year, July

1 through June 30, subject to the following conditions:

a. Approval by City and budget approval.

b. Service has been determined, by the Contract Administrator, to be satisfactory.

c. Price remains firm for the additional year; adjusted only for any escalation/ de-escalation allowed under the terms of the Agreement.

d. Agreement to extend the Agreements, in writing, by the successful proposer after a minimum sixty (60) calendar days’ notice by City prior to the expiration of the

6.9 Termination for Lack of Appropriations

The City may terminate all or portions of the Agreement for lack of funds if the successful proposer is notified by certified mail thirty (30) calendar days in advance.

6.10 Cooperative Purchasing

Pursuant to ORS 279A.205 thru 279A.215, other public agencies, Urban Renewal Agency of the City of Salem, Housing Authority of the City of Salem, and members of the Oregon

Cooperative Purchasing Program (ORCPP) may use the service agreement resulting from this RFP unless proposer expressly notes in their proposal that the prices quoted are available to the City only. The condition of such use by other agencies is that any such agency must make and pursue contact, purchase order, delivery arrangements, and all contractual remedies directly with the successful proposer; the City accepts no responsibility for performance by either the successful proposer or such other agency using this agreement. With such condition, the City consents to such use by any other public agency.

6.11 Escalation/ De-Escalation Agreement

Prices shall remain firm throughout the initial Agreement term except in the case of price decreases. Price decreases will be allowed the first of the month following receipt of communication, or the effective date, whichever is later.

Price increases will be considered at the time of Agreement renewal. Successful proposer(s) must submit a written request with documentation justifying any price increase at least ninety (90) days prior to Agreement renewal to the Contracts and Procurement

Division. Proposed price increases shall not exceed the Consumer Price Index for All

Urban Consumers (CPI-U), US City Average, not seasonally adjusted, all items, published by the U.S. Department of Labor or this region.

The City shall have the option of accepting the price increase or allowing the Agreements to expire (non-renewal) and rebidding the contract. The City reserves the right to audit the records of the successful proposer when requesting price increases to the extent that such records relate to cost or pricing data.

6.12 Type of Agreement

This is a non-exclusive one-year annual Agreement; with renewal provisions (see

Subsection 6.8) and escalation/de-escalation agreement (see Subsection 6.11).

6.13 Form of Procurement Agreement

Any Personal Services Agreement that is awarded as a result of this RFP will incorporate the RFP document, the successful proposer’s written proposal, any required certificates, and all other documents incorporated by reference therein.

It is the City’s intent to award Agreements in substantially the form of the Agreement attached as Appendix A. Proposer may submit an alternative Agreement for City’s review.

The City, at its sole determination, may approve the proposer’s offered Agreement as is, require modifications, or reject the proposer’s Agreement and require that the City’s

Agreement be executed for the purpose of this RFP.

A proposer may not condition its Proposal on execution of any Agreement it submits. Any such condition shall result in rejection of their Proposal.

Any additional Agreements shall contain the following provisions:

1. The following laws of the State of Oregon are hereby incorporated by reference into the agreement: ORS 279B.220, 279B.230, and 279B.235.

2. The Agreement shall be governed by the laws of the State of Oregon without regard to conflict of laws principles. Exclusive venue for litigation of any action arising under the Agreement shall be in the Circuit Court of the State of Oregon for Marion County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred, as appropriate, so as to effectuate this choice of venue.

3. No person shall be…