BCSD_WaterSewer_Engineering RFP and Exhibit 1 Sample Contract.docx

MARION COUNTY

REQUEST FOR PROPOSALS PW1215-22

OREGON BUYS #: S-C25102-0004482

BROOKS – HOPMERE WASTEWATER IMPROVEMENT PROJECT

and

BROOKS – HOPMERE DRINKING WATER IMPROVEMENT PROJECT

Release Date: October 14, 2022 RFP Due Date: 2:00 p.m. (PST) on November 15, 2022 CMS # PW1215-22 – Brooks – Hopmere Wastewater and Drinking Water Improvement Projects Page 1 of 1 Refer Questions to:

Alicia Henry, Contracts Analyst Phone number: (503) 373-4320 ahenry@co.marion.or.us Submit Proposal RFP’s to:

PO_Contracts@co.marion.or.us ahenry@co.marion.or.us

Electronic copies of this RFP and attachments, if any, can be obtained from the Oregon Buys website https://oregonbuys.gov and search either of the numbers listed above within Bid Solicitations.

Table of Contents

Exhibit 2 - ARPA Funding App. - Brooks-Hopmere Wastewater Improvement Project Exhibit 3 - ARPA Fundng App. - Brooks-Hopmere Drinking Water Improvement Project Exhibit 4 - Brooks-Hopmere Future Report (October 2021)

INTRODUCTION

Marion County Public Works Department (County) is currently seeking professional engineering services for master planning, design and permitting of water and sanitary sewer improvements within the Brooks Community Service District (BCSD). County is seeking proposals from individuals, firms, teams or consultants, hereafter called “Proposer(s),” with demonstrated experience in municipal utility design, and proposes to engage the successful Proposers for the following two projects:

Proposers may propose for one or both of the projects advertised in this RFP. Proposers must submit a separate Proposal for each project they wish to propose on. Each Proposal must include a separate, signed Proposal Form and meet all submittal requirements listed in section 8.

Project A: Brooks – Hopmere Wastewater Improvement Project This project is the first stage of a planned project to expand and upgrade the wastewater conveyance and treatment system in the unincorporated city of Brooks. Work includes necessary upgrades to the existing BCSD wastewater treatment plant (lagoon) to accommodate a future traditional gravity-fed sewage collection system. The upgraded wastewater treatment plant will need to be sized to accommodate expanded volumes and sewage concentrations. The actual scope of design and construction work will be determined as defined in the Wastewater Master Plan developed by the successful Proposer. See Exhibit 2 for additional information.

· Total estimated project cost, including design, survey, environmental studies and permitting, geotechnical engineering, necessary property acquisition, construction, construction oversight and all administrative costs: $5,000,000.

· The scheduled bid-let date for the associated construction contract: October 2024.

· Estimated range of costs for A&E and Related Services required under this RFP: $600,000 to $700,000 Project B: Brooks – Hopmere Drinking Water Improvement Project This project is the first stage of a planned project to expand and upgrade the domestic and fire water system in the unincorporated city of Brooks. Work includes the installation of a new community water well, an adequately sized water reservoir, booster pump station, water mains, service connections and fire hydrants in the area that is currently served by the BCSD. This project will allow BCSD to secure its own water source separate from BCSD’s current water source, which is owned by Chemeketa Community College, as well as replace portions of the existing water distribution network that does not meet public safety standards. Actual scope of design and construction work will be determined as defined in the Water Master Plan developed by the successful Proposer. See Exhibit 3 for additional information.

· Total estimated project cost, including design, survey, environmental studies and permitting, geotechnical engineering, necessary property acquisition, construction, construction oversight and all administrative costs: $9,848,000.

· The scheduled bid-let date for the associated construction contract: October 2024.

· Estimated range of costs for the A&E and Related Services required under this RFP: $750,000 to $850,000 All firms submitting proposals are referred to as Proposers in this document; after negotiations, the awarded Proposer will be designated as Consultant or Contractor.

This project is funded by the American Rescue Plan Act (ARPA), which was signed into law and established the Coronavirus State Fiscal Recovery Fund and Coronavirus Local Fiscal Recovery Fund, which together make up the Coronavirus State and Local Fiscal Recovery Funds (SLFRF) program with the Assistance Listing Number (ALN) 21.027.

The awarded bidder(s) may be required to meet the federal provisions as stated within Appendix II to Part 200 – Contract Provisions for Non-Federal Entity Contracts under Federal Awards (See Exhibit 1).

BACKGROUND

Located in the heart of the Mid-Willamette Valley, Marion County has a population of 333,950, stretches from the Willamette River to the Cascade Mountains and encompasses nearly 1,200 square miles. Marion County has 20 cities, including the Oregon’s capital, Salem. The Marion County government organization is headed by an elected Board of Commissioners and has 15 departments. Seven departments are headed by elected officials.

The Brooks Community Service District (BCSD) was formed in 1989 to provide water and sewer service to the Brooks-Hopmere community in rural Marion County. BCSD is managed through an intergovernmental agreement with Marion County Public Works. Marion County will continue to manage the BCSD as well as the projects described in this Request for Proposals.

The Brooks-Hopmere Area is the largest unincorporated community in Marion County and plays an essential role in the economy of the County and region. The area boasts a wide range of businesses and the total employment in the area rivals that of many of the County’s incorporated cities. Businesses, property owners and residents envision a vibrant future for the region serving as a regional employment hub. Although Brooks-Hopmere is a unique area with strong assets and opportunities, it is not without challenges. Several improvements will be needed to allow the community to grow and thrive, and chief among these is the need for safe and reliable water and sewer service for the area.

BCSD serves only a small portion of the Brooks-Hopmere area and the commercial and industrial development of the area is restrained by the lack of central water and sanitary sewer utilities serving the entire Brooks-Hopmere community. Currently, most large commercial properties not served by BCSD are required to use septic systems, which poses a high risk to public health and the environment when these large volume systems fail. Development of a community wastewater system is essential to the long-term public health, economic health and resiliency of the area. The existing sewage collection system, a Septic Tank Effluent Pump (STEP) system is also expensive for BCSD to operate and maintain.

BCSD water is currently supplied by a well owned and operated by Chemeketa Community College, a service that was established without a written agreement between BCSD and the original landowner. Chemeketa has limited the volume of water provided to BCSD and has notified the district that the college intends to terminate this service in the near future, which will leave current BCSD customers without water service.

Marion County approved the Brooks-Hopmere Community Plan Future Report in November 2021, after extensive feedback was gathered through Brooks-Hopmere community interviews and online surveys. The future report served to assess and develop an extensive list of actions needed to propel the community into its desired future. The study identified community water and wastewater systems as one of the primary strategies to support the business development and job creation capacity of the area. The expansion of BCSD’s service area is a top priority of the Marion County Board of Commissioners.

3. PROJECT PHASES

County anticipates the contracted Services for Projects A and B will be phased as follows:

· Phase 1 – System master planning.

· Phase 2 – Preliminary Engineering and Design Acceptance.

· Phase 3 – Final Design. Phase 3 may be included in initial Contract or negotiated and added via amendment, depending on the clarity of level of effort required for Phase 3.

· Phase 4 - Construction contract administration, construction engineering and inspection (CA/CEI). Following Final Design, County may, at its discretion:

(a) negotiate and amend the Contract to include all CA/CEI Services (or various elements), or

(b) complete various elements of construction oversight work with Agency’s in-house staff, or

(c) assign various elements of CA/CEI Phase to another consulting firm.

0. CONTRACT TERM

The Contract for Project A is anticipated to start in December 2022. The Contract term shall be for approximately five (5) years. The Parties may agree to extend the term of the Contract up to a maximum of ten (10) years.

The Contract for Project B is anticipated to start in December 2022. The Contract term shall be for approximately five (5) years. The parties may agree to extend the term of the Contract up to a maximum of ten (10) years.

SCHEDULE OF EVENTS

*Proposer, by submitting a Proposal, commits to and will be expected to make best efforts to accommodate the negotiation schedule above if selected for intent to award. The County reserves the right, at its sole discretion, to adjust this schedule as it deems necessary.

SCOPE OF WORK

Proposers responding to this RFP must be capable of performing the following tasks and services. Actual project work tasks may include, but are not limited to, the following. Additional work tasks, not included below, may also become necessary.

The scope of work (SOW) will be developed and negotiated (within the overall scope advertised in this RFP) with the selected Proposer for inclusion in the Contract for each project. A draft SOW outline is provided below:

Project A: Brooks – Hopmere Wastewater Improvement Project

· Project Management

· Survey and Mapping

· Wastewater System Master Planning

· Environmental Permitting Services

· Public Involvement

· Utility Coordination

· Geotechnical Services

· Wastewater Treatment Design

· Wastewater Pump Station Design

· Design Acceptance Package (DAP)

· Right-of-Way (Property) Acquisition

· Final Plans, Specifications and Cost Estimates (PS&E)

· Bidding Assistance Project B: Brooks – Hopmere Drinking Water Improvement Project

· Project Management

· Survey and Mapping

· Water System Master Planning

· Environmental Permitting Services

· Water Rights Acquisition Assistance

· Public Involvement

· Utility Coordination

· Geotechnical Services

· Traffic Control Design

· Structural Engineering

· Water Supply (well) Design

· Water Treatment Design

· Water Distribution Design

· Water Reservoir Design

· Water Pump Station Design

· Design Acceptance Package (DAP)

· Right-of-Way (Property) Acquisition

· Final Plans, Specifications and Cost Estimates (PS&E)

· Bidding Assistance

PRE-PROPOSAL CONFERENCE

There will be no pre-proposal conference for this RFP.

INSTRUCTIONS TO PROPOSERS

Proposals are due at the County no later than the time and date set forth in the Section 5: Schedule of Events. Proposals will be considered time-stamped and received by the County when they are received in the email inbox listed on the cover page. Email subject line shall be clearly marked with the RFP number and Project title:

C25102-00004482 Brooks – Hopmere Wastewater Improvement Project or C25102-00004482 Brooks – Hopmere Drinking Water Improvement Project Proposers must include their name and address and contact information in the body of the email. It is the Proposer’s responsibility to ensure that proposals are received prior to the stated submission deadline and email address. Pursuant to MCPCR 20-0460, The county shall not consider late offers, withdrawals or modifications, except as permitted in sections 20-0470 or 20-0261.

The proposal must include information responsive to items (a) through (g) set forth below. The Proposal is limited to six (6) pages. One page is defined as: one side of any 8.5” x 11” page or partial page. Proposals must use a minimum of 12-point font for substantive text (including text in tables or resumes). Any pages exceeding this limit will not be considered in the evaluation. Items excluded and not counted as pages toward the page limit include: Attachment 1: Proposal Form, cover letter, table of contents, Capacity Summary form, Key Staff Resumes, Attachment 2: Trade Secret Form and Attachment 3: Reference Form. Do not include tabs or indexes.

Proposals shall be submitted in Adobe Acrobat (PDF) format. Proposers are advised to limit the total file size of the PDF to 5 Mb or smaller. Resumes must be included in an appendix to the proposal. Proposers must complete and submit Attachment 1: Proposal Form.

Proposers must include the following as part of their proposal:

Cover Letter. The proposal must be submitted with a cover letter describing the proposer’s interest and commitment to the proposed project. The letter must include the name, title, address, and telephone number of the individual to whom correspondence and other contacts should be directed during the selection process. The person authorized by the proposer to negotiate a contract with the County must sign the cover letter.

Qualifications and Experience. Provide the disciplines, qualifications and experience of the proposed Project Manager and key team member(s) who will work on the project. Emphasize the specific qualifications and experience from projects similar to this project for the key team members. Key team members are expected to be committed for the duration of the project. Replacement of key team members will not be permitted without prior consultation with and approval of the County.

Key Staff Resumes are not included in the Proposal page limit identified for this RFP. Scoring will be based on relevance of the experience, qualifications, and technical competence of Project Manager and key staff proposed for use on this specific Contract.

Project Approach. Describe your approach for the prospective Contract to cost effectively meet the County’s deliverables and objectives in the timeline needed and within the established budget. Describe what you believe are the most critical elements of this project that your team will address for a successful outcome. What percentage of work will be done by the prime versus subconsultants?

Staffing Capacity and Current Assignments. Prepare a “Capacity Summary” using the form supplied with this solicitation to demonstrate Proposer’s current staffing capacity to accomplish the work in the required time. Provide true and accurate staffing capacity and workload information for the Project Manager (PM) and key staff proposed for use on this Contract (including subs, if any). Hours committed for proposed staff should be based on the level of effort Proposer anticipates as necessary to achieve the project objectives. Identify any issues that may affect the proposed assigned personnel's ability to perform the services under the Contract. Scoring will be based on each evaluator’s judgment of the realistic availability of the PM and other key staff given their current and projected workload, and the evaluator’s assessment of how critical each role is to this Contract.

Local Presence. Describe the proximity to the Salem area of your firm’s staff that will be assigned (office/satellite office) and knowledge of the locality. Include proximity of any subs that would be assigned substantial roles under the Contract. Also identify how travel and any required lodging costs will be minimized for this specific Contract.

Cost Control. Provide information on how you will control project costs to ensure all work is completed within the negotiated budget for the Project. Include the name and title of the individual responsible for cost control.

Project Samples and References. Provide at least three (3) project samples comparable to the requested services performed by your firm within the last ten (10) years. For the sample projects:

· Describe their relevance to the Project and Services included in this solicitation, including descriptions of how any outstanding issues and project constraints were addressed and resolved.

· Include a brief description of project type, location, size, duration and objectives; a list of key project staff and their roles; tasks performed by the Proposer to fulfill the project objectives; the project budget, and whether the schedule and budget were met.

Include 1 reference contact for each project with valid contact information. Proposer must submit references using Attachment 3: Reference Form.

Additional Relevant Information. The proposer may submit additional relevant information that may be helpful in the selection process. Additional relevant information counts towards the 6-page proposal maximum.

CONTRACT FORM

By submitting a proposal, Proposer agrees to comply with the requirements of the RFP, including the terms and conditions of the Sample Contract for Services (Exhibit 1). Proposer shall review the attached Contract for Services and note exceptions. Unless proposer notes exceptions in its proposal, the County intends to enter into a Contract for Services with the successful Proposer substantially in the form set forth in Exhibit 1. It may be possible to negotiate some provisions of the final Contract for Services; however, many provisions cannot be changed. Proposer is cautioned that County believes modifications to the standard provisions constitute increased risk and increased cost to County. Therefore, County will consider the Scope of requested exceptions in the evaluation of proposals.

Any proposal that is conditioned upon County’s acceptance of any other terms and conditions may be rejected. Any subsequent negotiated changes are subject to prior approval of County’s Legal Counsel.

In the event that the Parties do not reach mutually agreeable terms, County may terminate negotiations and commence negotiations with the next highest-ranking proposer.

EVALUATION

Minimum Responsiveness. In order to be responsive, each proposal will be reviewed for minimum responsiveness. Failure to meet minimum responsiveness may result in rejection of the proposal. Each proposal must comply with Section 8: Instructions to Proposers and include the following to be considered minimally responsive:

[ ] Cover Letter [ ] Qualifications and Experience [ ] Key Staff Resumes [ ] Project Approach [ ] Staffing Capacity and Current Assignments [ ] Local Presence [ ] Cost Control [ ] Project Samples and References [ ] Attachment 1: Proposal Form [ ] Attachment 3: Reference Form Evaluation Committee. A County Evaluation Committee (CEC) will evaluate all responsive proposals. The CEC will be composed of County staff and other parties that may have relevant expertise or experience. The CEC will score and recommend proposals in accordance with the evaluation criteria set forth in this RFP. Evaluation of the proposals shall be within the sole judgment and discretion of the CEC.

Categories. The evaluation criteria and their respective weights are as follows:

Interviews. Proposers may need to attend an interview. The Project Manager and any key team members should attend the interview. The determination as to the need for interviews, evaluation criteria, the location, order and schedule of the interviews is at the sole discretion of County. The interview panel may include representatives from the County and other agencies, but the specific composition of the panel will not be revealed prior to the interviews. The proposer must bear all presentation costs incurred to attend.

Best Value. The County will select the proposal that presents the best value and is most advantageous to the County and the public. Accordingly, County may not necessarily award the proposer with the lowest price proposal if doing so would not be in the overall best interest of the County. County reserves the right to expand or reduce the proposed scope of work during the contract negotiations based on budget constraints and to award to a single or multiple proposers.

AWARD NOTICE AND ACCEPTANCE PERIOD

After the evaluation of proposals and final consideration of all available pertinent information, County will either reject all proposals or issue a written notice of intent to award the contract. The notice shall identify the apparent best evaluated proposal and the notice shall be provided to all Proposers that submitted a timely proposal. The notice shall not create any rights, interests, or claims of entitlement in the apparent best evaluated Proposer.

The apparent best evaluated Proposer should be prepared to enter into a contract with the County, which shall be substantially the same as the Contract for Services in Exhibit 1 to this RFP. Notwithstanding, County reserves the right to add terms and conditions, deemed to be in the best interest of the County, during final contract negotiations.

If a proposer fails to promptly sign and return the contract drawn pursuant to this RFP and final contract negotiations, County may cancel the award and award the contract to the next best evaluated proposer.

PROTEST AND APPEALS

A Proposer may protest the award of a contract or the intent to award a contract, whichever comes first, if the conditions set forth in ORS 279B.410(1) are satisfied. The protest must be submitted via email to the Contracts and Procurement Manager at cschlag@co.marion.or.us within seven (7) days after issuance of the notice of intent to award the contract. Please mark the email subject line “Protest for S-C25102-00004482 - Brooks – Hopmere Wastewater and Drinking Water Improvement Projects”.

All letters of protest shall clearly identify the reasons and basis for the protest. The Contracts and Procurement Manager will issue a written disposition in a timely manner as set forth in ORS 279B.410(4), which shall include the reason for the action taken and the process for appealing the decision. A proposer must file a written protest with the County and exhaust all administrative remedies before seeking judicial review of the County’s contract award decision.

TERMS AND CONDITIONS

The Marion County Public Contracting Rules, found at http://www.co.marion.or.us/FIN/Pages/contracts.aspx, govern this RFP.

Minimum Qualifications.

Registered Professional Engineer (PE). In the space provided on the Proposal Form (Attachment 1), list the name and registration number of at least one Oregon Registered Civil Engineer in active status (or that will be prior to contract execution) employed by Proposer and proposed to be in responsible charge of engineering services under the prospective contract.

Registered Professional Land Surveyor (PLS). In the space provided on the Proposal Form (Attachment 1), list the name and registration number of at least one PLS intending to perform Services under the Contract.

Maximum Subcontracting. Proposers are advised that, to be considered for award, the prime consultant must have staffing and capacity to perform at least 51 percent of the work under the proposed contract using employees of the Proposing firm. Subconsultant assignments (including those needed to meet DBE goal, when applicable) will be permitted for portions of the work up to 49 percent of the contract value.

RFP Amendment, Cancellation and Right of Rejection.

County reserves the unilateral right to amend this RFP in writing at any time by posting the addendum on the OREGONBUYS website. County may extend the deadline for submission of proposals by written addendum. Proposers are responsible to view the website periodically for any addendum to the RFP. Proposers shall respond to the final written RFP, its exhibits and attachments, and all addenda. County also reserves the right, in its sole discretion, to reject any and all proposals or to cancel or reissue the RFP.

County reserves the right, in its sole discretion, to waive minor informalities in proposals provided such action is in the best interest of the County. Where County waives minor informalities in proposals, such waiver does not modify the RFP requirements or excuse the Proposer from full compliance with the RFP. Notwithstanding any minor variance, County may hold any proposal to strict compliance with the RFP.

Confidentiality. County will retain a master copy of each proposal to this RFP, which becomes public record after the notice of intent to award unless the proposal or specific parts of the proposal can be shown to be exempt by law under ORS Chapter 192. If a Proposer believes that any portion of its proposal contains any information that is a trade secret under ORS 192.311-431 or otherwise is exempt from disclosure under the Oregon Public Records Law, that proposer shall complete and submit the Attachment 2: Trade Secret Form and a fully redacted version of its proposal.

Proposer is cautioned that cost information (if provided) generally is not considered a trade secret under Oregon Public Records Law and identifying the proposal as confidential, in whole or in part, as exempt from disclosure is not acceptable. County advises each proposer to consult with its own legal counsel regarding disclosure issues. If proposer fails to identify the portions of the proposal that proposer claims are exempt from disclosure, proposer has waived any future claim of non-disclosure of that information.

Proposer Responsible for Incurred Costs. The County shall not be liable for any expenses incurred by proposer in both preparing and submitting its proposal or contract negotiation process, if any.

Cooperative Purchasing. Pursuant to ORS 279A.205 thru 279A.215, other public agencies within the State of Oregon may use the purchase agreement resulting from this Request for Proposals unless the Proposer expressly notes in their proposal that the prices quoted are available to the County 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 County accepts no responsibility for performance by either the successful Proposer or such other agency using this agreement. With such condition, the County consents to such use by any other public agency within the State of Oregon.

ATTACHMENTS AND EXHIBITS

PROPOSAL SUBMISSION CHECKLIST FOR PROPOSERS

[ ] Cover Letter [ ] Qualifications and Experience [ ] Key Staff Resumes [ ] Project Approach [ ] Staffing Capacity and Current Assignments [ ] Local Presence [ ] Cost Control [ ] Project Samples and References [ ] Attachment 1: Proposal Form [ ] Attachment 2: Trade Secret Form [ ] Attachment 3: Reference Form

Attachment 1 - Proposal Form OFFEROR NAME: _______________________________________________________________________________________ ADDRESS: _____________________________________________________________________________________________

Other: __________________________________________________

CERTIFICATION/LICENSE NUMBER: __________________________________________________

MINIMUM QUALIFICATIONS:

· Registered Professional Engineer per requirements of RFP section 12(B)(i):

· Registered Professional Land Surveyor per requirements of RFP section 12(B)(ii):

The undersigned further acknowledges, attests and certifies individually and on behalf of the Proposer that:

10. By signature below, the undersigned Authorized Representative hereby certifies on behalf of Proposer that all contents of this Proposal Form and the submitted proposal are truthful, complete and accurate. Failure to provide information required by the RFP may ultimately result in rejection of the proposal.

CERTIFICATION REGARDING DEBARMENT, SUSPENSION AND OTHER RESPONSIBILITY MATTERS - The Offeror certifies to the best of its knowledge and belief that neither it nor any of its principals:

Where Offeror is unable to certify to any of the statements in this certification, Offeror shall attach an explanation to their offer. The inability to certify to all of the statements may not necessarily preclude Offeror from award of a contract under this procurement.

IF THE PROPOSAL IS MADE BY A JOINT VENTURE, IT SHALL BE EXECUTED BY EACH PARTICIPANT OF THE JOINT VENTURE.

THIS OFFER SHALL BE SIGNED BY AN AUTHORIZED REPRESENTATIVE OF THE PROPOSER; ANY ALTERATIONS OR ERASURES TO THE OFFER SHALL BE INITIALED IN INK BY THE UNDERSIGNED AUTHORIZED REPRESENTATIVE.

SIGNATURE OF PROPOSER'S DULY AUTHORIZED REPRESENTATIVE FOR ALL SECTIONS:

Authorized Signature: __________________________________________________________ Print Name: __________________________________________________________________ Title: _______________________________________________________________________ Contact Person (Type or Print): ___________________________________________________ Telephone Number: (___) _____________________ Email: __________________________

ATTACHMENT 2 –TRADE SECRET FORM

The Offeror will notify the County representative on the cover page of this RFP within 30 days of any change in the information provided on this form.

Attachment 2 - Trade Secret Form

1. I am an authorized representative of the Proposer, I have knowledge of the Request for Proposals referenced herein, and I have full authority from the Proposer to submit this Trade Secret Form and accept the responsibilities stated herein.

2. I am aware that the Proposer has submitted a Proposal, dated on or about [insert date] (the “Proposal”), to Marion County in response to Request for Proposals [insert number], for [insert brief description of the goods and/or services sought in the RFP] and I am familiar with the contents of the RFP and Proposal.

3. I have read and am familiar with the provisions of Oregon’s Public Records Law, Oregon Revised Statutes (“ORS”) 192.311 through 192.431, and the Uniform Trade Secrets Act as adopted by the State of Oregon, which is set forth in ORS 646.461 through ORS 646.475. I understand that the Proposal is a public record held by a public body and is subject to disclosure under the Oregon Public Records Law unless specifically exempt from disclosure under that law.

4. I have reviewed the information contained in the Proposal. The Proposer believes the information listed in Exhibit A is exempt from public disclosure (collectively, the “Exempt Information”), which is incorporated herein by this reference. It is my opinion that the Exempt Information constitutes “Trade Secrets” under either the Oregon Public Records Law or the Uniform Trade Secrets Act as adopted in Oregon because that information is either:

A. A formula, plan, pattern, process, tool, mechanism, compound, procedure, production data, or compilation of information that:

i. is not patented,

ii. is known only to certain individuals within the Proposer’s organization and that is used in a business the Proposer conducts,

iii. has actual or potential commercial value, and

iv. gives its user an opportunity to obtain a business advantage over competitors who do not know or use it.

or B. Information, including a drawing, cost data, customer list, formula, pattern, compilation, program, device, method, technique or process that:

i. Derives independent economic value, actual or potential, from not being generally known to the public or to other persons who can obtain economic value from its disclosure or use; and

ii. Is the subject of efforts by the Proposer that are reasonable under the circumstances to maintain its secrecy.

5. I understand that disclosure of the information referenced in Exhibit A may depend on official or judicial determinations made in accordance with the Public Records Law.

Authorized Representative Signature Proposer identifies the following information as exempt from public disclosure:

Attachment 3 - Reference Form Proposer must provide references that can be contacted regarding the quality of workmanship and service provided to current and past customers.

Project #1 Reference Name of Project: ______________________________________________________________ Project Location: ______________________________________________________________ Project Date: _________________________________________________________________ Firm Name for Contact Person #1: ________________________________________________ Name of Contact Person #1: _____________________________________________________ Telephone Number for Contact Person #1: __________________________________________ Email Address for Contact Person #1: ______________________________________________ Project #2 Reference Name of Project: ______________________________________________________________ Project Location: ______________________________________________________________ Project Date: _________________________________________________________________ Firm Name for Contact Person #1: ________________________________________________ Name of Contact Person #1: _____________________________________________________ Telephone Number for Contact Person #1: __________________________________________ Email Address for Contact Person #1: ______________________________________________ Project #3 Reference Name of Project: ______________________________________________________________ Project Location: ______________________________________________________________ Project Date: _________________________________________________________________ Firm Name for Contact Person #1: ________________________________________________ Name of Contact Person #1: _____________________________________________________ Telephone Number for Contact Person #1: __________________________________________ Email Address for Contact Person #1: ______________________________________________ The references will be used to confirm the selection rather than as an evaluation criterion. However, if several proposers are close in the final evaluation, references may be used to select the best evaluated proposer.

Exhibit 1 – MARION COUNTY

SAMPLE STANDARD PROFESSIONAL SERVICES CONTRACT

(Architectural, Engineering, Land Surveying and Related Services) THIS PROFESSIONAL SERVICES CONTRACT (the “Contract”) is between Marion County, a political subdivision of the State of Oregon, by and through its [Insert name of department], (the “Owner”), and:

Company: [__________] Address: [__________] City, State Zip: [__________] Phone: [__________] Contract # [__________] Fax # [__________] Email [__________]

(the “Consultant”) (collectively Owner and Consultant are referred to as the "Parties"). This Contract is for all Services related to completion of the project more particularly described as follows (the “Project”):

[NOTE: Insert the common name of the Project, a brief description of the entire Project, the address of the Project. The following completed statement must be provided here if the provisions of Section D.2.03 are included in the contract: “The fixed limit for construction of the Project is $____________.] This Contract shall become effective on the date that the Contract is fully executed by the Parties and all required Marion County approvals have been obtained (the “Effective Date”). No Services shall be performed prior to the Effective Date. The Contract shall expire, unless otherwise terminated or extended, on ____. Generally, the Services to be performed by Consultant on the Project consist of the following (the “Services”):

[NOTE: Insert a brief, general description of all the services that Consultant will perform on the Project, such as “Programming, design, construction contract administration and warranty services for the Project.”] The Services are more specifically described in the EXHIBIT A, Statement of Work. Owner agrees to pay Consultant a sum not to exceed ($_____________) for performance of the Services, which shall include all allowable expenses. Progress payments shall be made in accordance with EXHIBIT B, Consultant Compensation.

This Contract consists of these introductory provisions and the signature page(s), Section 1-Relationship of the Parties, Section 2-Consultant’s Responsibilities; Representations and Warranties, Section 3-Responsibilities of Owner; Special Contract Provisions, Section 4-General Contract Provisions and the following exhibits attached hereto and incorporated herein by this reference:

EXHIBIT A: Statement of Work EXHIBIT B: Consultant Compensation EXHIBIT C: Insurance Provisions EXHIBIT D: Special Contract Provisions EXHIBIT E: Critical Date Schedule EXHIBIT F: Rate Schedule EXHIBIT G: Assumptions and Exclusions

THIS CONTRACT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THE PARTIES ON THE SUBJECT MATTERS ADDRESSED HEREIN. THE TERMS OF THIS CONTRACT CANNOT BE WAIVED, ALTERED, MODIFIED, SUPPLEMENTED OR AMENDED, IN ANY MANNER WHATSOEVER, EXCEPT BY WRITTEN INSTRUMENT SIGNED BY THE PARTIES AND CONTAINING ALL REQUIRED APPROVALS. ANY SUCH WAIVER, ALTERATION, MODIFICATION, SUPPLEMENTATION OR AMENDMENT SHALL BE EFFECTIVE ONLY IN THE SPECIFIC INSTANCE AND FOR THE SPECIFIC PURPOSE GIVEN. THERE ARE NO UNDERSTANDINGS, AGREEMENTS, OR REPRESENTATIONS, ORAL OR WRITTEN, REGARDING THIS CONTRACT EXCEPT AS CONTAINED, INCORPORATED, OR REFERENCED HEREIN. CONSULTANT, BY THE SIGNATURE BELOW OF ITS AUTHORIZED REPRESENTATIVE, HEREBY ACKNOWLEDGES THAT IT HAS READ THIS CONTRACT, UNDERSTANDS THIS CONTRACT, AND AGREES TO BE BOUND BY ALL OF THIS CONTRACT’S TERMS AND CONDITIONS. THIS CONTRACT, AND ANY AMENDMENTS TO IT, MAY BE EXECUTED IN COUNTERPARTS (EACH OF WHICH SHALL BE AN ORIGINAL AND ALL OF WHICH SHALL CONSTITUTE BUT ONE AND THE SAME INSTRUMENT) OR IN MULTIPLE ORIGINALS.

MARION COUNTY SIGNATURES

BOARD OF COMMISSIONERS:

Chair Date Commissioner Date Commissioner Date Authorized Signature: ________________________________________________________________ Department Director or designee Date Authorized Signature: ________________________________________________________________ Chief Administrative Officer Date Reviewed by Signature: ________________________________________________________________ Marion County Legal Counsel Date Reviewed by Signature: ________________________________________________________________ Marion County Contracts & Procurement Date

[CONSULTANT] SIGNATURE

Authorized Signature: ________________________________________________________________ Date Title: __________________________________

RELATIONSHIP OF THE PARTIES

Consultant shall provide the Services for the Project in accordance with the terms and conditions of this Contract. Consultant's performance of Services shall be as a professional consultant to Owner to carry out the Project and to provide the technical documents and supervision to achieve Owner's Project objectives.

In administering this Contract, Owner may retain the services of an independent project manager and other consultants as needed to fulfill Owner’s objectives.

Consultant shall provide a list of all sub-consultants which Consultant intends to utilize on the Project (the “Sub-consultants”). This list shall include such information on the qualifications of the Sub-consultants as may be requested by Owner. Owner reserves the right to review the Sub-consultants proposed. Consultant shall not retain a Sub-consultant to which Owner has a reasonable objection.

Consultant acknowledges that this Contract was awarded on the basis of the unique background and abilities of the key personnel of Consultant and Sub-consultants identified by Consultant (collectively, the “Key Personnel” and individually, the “Key Person”). Therefore, Consultant shall make available Key Personnel as identified in its proposal. Consultant shall provide to Owner a list of the proposed Key Personnel to be assigned to the Project. This list shall include such information on the professional background of each Key Person as may be requested by Owner. If any Key Person becomes unavailable to Consultant, the Parties shall mutually agree upon an appropriate replacement. Without prior notice to, and the written consent of, Owner, Consultant shall not: (i) re-assign or transfer any Key Person to other duties or positions so that the Key Person is unable to fully perform his or her responsibilities under the Contract; (ii) allow any Key Person to delegate to anyone his or her performance of any management authority or other responsibility required under the Contract; or (iii) substitute any Key Person. Any of these actions shall constitute a material breach of the Contract. Consultant shall remove any individual or Sub-consultant from the Project if so directed by Owner in writing following discussion with Consultant, provided that Consultant shall have a reasonable time period within which to find a suitable replacement.

CONSULTANT'S RESPONSIBILITIES; REPRESENTATIONS AND WARRANTIES

Consultant agrees that:

The phrase “Standard of Care” that is used in this Contract is defined as follows: the same professional skill, care, diligence and standards as other professionals performing similar services under similar conditions (the “Standard of Care”);

Consultant shall perform all Services in accordance with the Standard of Care;

Consultant shall prepare, in accordance with the Standard of Care, all drawings, specifications, deliverables and other documents so that they accurately reflect, fully comply with and incorporate all applicable laws, rules, and regulations, and so that they are complete and functional for the purposes intended, except as to any deficiencies which are due to causes beyond the control of Consultant;

Consultant shall be responsible for correcting any inconsistencies, errors or omissions in the drawings, specifications, deliverables and other documents prepared by Consultant at no additional cost to Owner;

Owner’s review or acceptance of documents shall not be deemed as approval of the adequacy of the drawings, specifications, deliverables, and other documents. Any review or acceptance by Owner will not relieve Consultant of any responsibility for complying with the Standard of Care;

Except as provided in Supplemental Services addressed within Exhibits A and B, Consultant shall, at no additional cost to Owner, render assistance to Owner in resolving problems or other issues relating to the Project design or to specified materials;

During the term of the Contract, Consultant shall obtain, hold, maintain and fully pay for all licenses and permits required by law for Consultant to conduct its business and perform the Services. During the term of the Contract, Owner shall pay for, and Consultant shall obtain, hold and maintain all licenses and permits required for the Project, unless otherwise specified in the Contract. Consultant shall review the Project site and the nature of the Services and advise Owner throughout the course of the Project as to the necessity of obtaining all Project permits and licenses, the status of the issuance of any such permits and licenses, and any issues or impediments related to the issuance or continuation of any such permits and licenses; and Consultant shall pay all Sub-consultants and other subcontractors as required by Consultant’s contracts with those Sub-consultants and subcontractors. Consultant agrees that Owner has no direct or indirect contractual obligation or other legal duty whatsoever to pay the Sub-consultants and other subcontractors of Consultant or otherwise ensure that Consultant makes full and timely payment to those Sub-consultants and subcontractors for services performed on the Project.

Consultant represents and warrants to Owner that:

Consultant has the power and authority to enter into and perform this Contract; the persons executing this Contract on behalf of Consultant have the actual authority to bind Consultant to the terms of this Contract;

When executed and delivered, this Contract shall be a valid and binding obligation of Consultant enforceable in accordance with its terms; the provisions of this Contract do not conflict with or result in a default under any agreement or other instrument binding upon Consultant and do not result in a violation of any law, regulation, court decree or court order or other legal process applicable to Consultant;

Consultant shall, at all times during the term of this Contract, be duly licensed to perform the Services, and if there is no licensing requirement for the profession or Services, be duly qualified and competent;

Consultant is an experienced firm having the…