Bid Notice-Energy Efficiency Design Project.pdf

RFP 26-765 Energy Efficiency Design Project Joseph Lane Middle School & Eastwood Elementary School

Douglas County School District No. 4

Roseburg Public Schools Douglas County, Oregon

Energy Efficiency Design Project Joseph Lane Middle School & Eastwood Elementary School

RFP No. 26-765

Proposals Due: Not Later than 2:00 PM PT, August 18, 2026 Late proposals will not be accepted or considered.

Submit Proposals to:

U.S. Mail and Physical Address:

Douglas County School District No. 4 1419 NW Valley View Dr.

Roseburg, OR 97471, Attn: Dennis J. Austin

Direct Questions to:

Procurement Contact: Dennis J. “Denny” Austin

Email: daustin@roseburg.k12.or.us Phone: 541-440-4020

Deadline for Questions: August 4, 2026, 4:30 PM

Electronic responses shall not be accepted or considered.

RFP Availability:

Interested firms may obtain a copy of the Request for Proposals (RFP) by downloading it from OregonBuys.gov or by emailing Denny Austin, daustin@roseburg.k12.or.us expressing interest along with contact information and address. The District Office is open between the hours of 8:00 am and 4:00 PM, Monday-Friday, 1419 NW Valley View Dr., Roseburg, OR 97471.

REQUEST FOR PROPOSALS (RFP) FOR ENGINEERING SERVICES FOR ENERGY

EFFICIENCY DESIGN PROJECT JOSEPH LANE MIDDLE AND EASTWOOD ELEMENTARY

1. PURPOSE OF RFP

The Roseburg School District (the “District”), located at 1419 NW Valley View Dr., Roseburg, OR is requesting proposals from qualified firms for mechanical, electrical, and limited structural engineering support as required to develop energy conservation measures at Joseph

Lane Middle School, located at 2153 NE Vine St, Roseburg, OR 97470 and Eastwood Elementary, located at 2550 SE Waldon Ave, Roseburg, OR 97470 (the “Project”).

The District has been awarded funding through the Renew America’s Schools Program administered by the U.S. Department of Energy to support energy audit and design activities.

The selected firm will support the development and refinement of Energy Conservation Measures (ECMs) identified through ASHRAE Level 2 Energy Audits.

Services under this RFP are limited to design and pre-construction activities. Construction and implementation of ECMs are anticipated in a future phase, pending approval. Selection is subject to applicable funding and approval requirements.

The District reserves the right, at its sole discretion, to amend the resulting contract or procure additional services related to future project phases, including implementation, subject to applicable procurement requirements and funding approval.

2. DEFINITIONS

In general, words, terms and phrases used in this RFP shall have their ordinary meaning, unless a different meaning is ascribed to them in the construction industry, or the context clearly indicates otherwise. As used in this RFP:

2.1. “Contract” shall mean the written professional services contract between the District and the Consultant in the form attached to this RFP as Exhibit 1.

2.2. “Consultant” means the successful proposer as determined by the District.

2.3. “District” means Douglas County School District No. 4, aka Roseburg Public Schools, aka Roseburg School District.

2.4. “Director(s)” means the Director of Finance & Operations of the District.

2.5. “Proposer” means any person or entity that submits a proposal in response to this

RFP.

2.6. “Project” means work related to the evaluation, design, and development of energy efficiency improvements identified at the school sites.

2.7. “Services” shall mean all labor, materials, plans, specifications, contract documents, analyses, opinions, reports, field notes and other professional services required for the Project, including completion of the Basic Services identified in Section 3.

3. BASIC SERVICES

3.1. The Basic Services are set out in Attachment A to the Sample Contract, attached. The District reserves the right to negotiate the scope of Basic Services.

4. INFORMATION CONCERNING RFP

4.1. The Purchasing Office is the sole point of contact in the District for this selection process. All correspondence pertaining to this RFP should be directed to:

Denny Austin, Purchasing Supervisor 1419 NW Valley View Dr. Roseburg, OR 97471

Phone: 541-440-4020, Extension 4050 Fax: 541-440-4000

4.2. Proposers are cautioned not to make any assumptions as to the implied meaning or intent of any part of the RFP. Proposers should request clarification or additional information concerning the RFP in writing as soon as possible, but in no event will such requests be received by the District later than 4:30 PM, August 4, 2026 ANY CORRECTIONS OR

CLARIFICATIONS MADE IN ANY MANNER OTHER THAN BY A WRITTEN

ADDENDUM ADDRESSED TO ALL PROPOSERS WILL NOT BE BINDING ON

THE DISTRICT AND PROPOSERS SHALL NOT RELY THEREON.

4.3. Any prospective Proposer who contends that the terms and conditions of this RFP or any aspect of the selection process (1) will encourage favoritism in the award of the Contract for Services; (2) will substantially diminish competition; (3) will violate any other statute, regulation (including but not limited to OAR Chapter 137), policy, or law of any kind; or (4) is ambiguous, insufficient, or unfair for any reason, must file a written protest to the RFP received by the District by 4:30 pm on July 30, 2026 Failure to file a protest by this time will be deemed a waiver of any claim by a Proposer that the selection process violates any of the items (1) - (4) of the foregoing sentence.

4.4. The District reserves the right to (1) reject any or all proposals, (2) cancel the RFP, or

(3) extend the closing date if doing so would be in the public interest as determined by the District, in accordance with ORS 279B.100.

5. SCHEDULE OF EVENTS

5.1. The following schedule of events shall be followed for this RFP.

5.1.1. The District does not currently anticipate holding a pre-proposal conference;

however, the District reserves the right to schedule a conference if deemed necessary. Any such information will be communicated to all prospective proposers.

5.1.2. Inquiries for clarification or additional information as described in Section 4.2, if any, must be received by the District by 4:30 pm on August 4, 2026.

5.1.3. Solicitation protests must be received by 4:30 pm on July 30, 2026, at the District Office, Attn: Dennis J. Austin, 1419 NW Valley View Dr., Roseburg

OR 97471.

5.1.4. Proposals must be received at the District Office, Attn: Dennis J. Austin, 1419 NW Valley View Dr., Roseburg, OR 97471 by 2:00 pm on August 18, 2026.

Proposals submitted after this time will be rejected.

5.1.5. The number of proposals and names of proposers will be publicly disclosed at the District Office immediately following the closing on August 18, 2026, at 2:00 PM. No other information will be provided at that time.

5.1.6. If any interviews are conducted, they will take place with qualified Proposers August 20-21, 2026.

5.1.7. An Engineer (or engineering firm) will be selected, if at all, by August 25, 2026, and sent a notice of intent to award on August 27, 2024. The unsuccessful Proposers will be sent a copy of the notice of intent to award August 27, 2024

5.1.8. Protests of the contract award must be received by September 2, 2026, 12:00 PM. Any issue that could have been raised by a request for clarification or solicitation protest under Sections 5.1.2 or 5.1.3 of this Section shall not be a ground for protest of award.

5.1.9. The District intends to enter a Contract with the selected Consultant(s) by September 3, 2026, unless there is an extension pursuant to Section 14.4.

5.2. The schedule of events in Section 5.1 is intended to allow prospective Proposers sufficient time for requests for information, objections to the requirements of this RFP, and preparation of proposals.

6. ADDENDA TO THE REQUEST FOR PROPOSALS

The provisions of this RFP cannot be modified by oral interpretations or statements by the District’s representatives or any other person or party. If inquiries or comments by Proposers raise issues that in the District’s opinion require clarification by the District, or if the District decides in its sole discretion to revise any part of this RFP, written addenda will be provided to all persons who receive the RFP. A Proposers receipt of an addendum shall be acknowledged by signing it and returning it with their Proposal.

7. NO REIMBURSEMENT FOR PROPOSAL

Proposers responding to this RFP do so solely at their own expense. Under no circumstances whatsoever will the District be responsible or reimburse Proposers for any costs incurred in the preparation and presentation of their proposals or for any related expenses or consequential damages of any kind.

8. FORMAT OF PROPOSAL

8.1. Proposals must be submitted in the format described in this Section 8.

8.2. A Proposer must submit a complete, succinct response to this RFP (not exceeding twenty single sided pages in length, single spaced, in font not smaller than 10 point).

Proposals must be prepared simply and economically, providing a concise description of the Proposer’s capabilities to satisfy the requirements of the RFP.

8.3. All proposals must be typed. Erasures or other changes must be initialed by the person signing the proposal. All proposals must be signed in ink by a person who is authorized to represent the Proposer.

8.4. A proposal from a partnership must be signed by at least one partner.

8.5. A proposal from a corporation must be signed by the president, the chief executive officer or other person authorized to act on behalf of the corporation, shall include evidence of the corporate officer’s authority to sign, and shall identify the state of incorporation.

8.6. By submitting a proposal for the Project, a Proposer expressly represents that the Proposer has read and understands the terms and conditions contained in this RFP and that the Proposer agrees to be bound by such terms and conditions. A Proposer further represents that it takes no exception to any terms, conditions, obligations, or requirements of the form of Contract.

9. CONTENT OF PROPOSALS

9.1. The contents of the Proposer’s proposal must include the information described in Section 9.

9.2. The proposal must identify any confidential information that the Proposer contends is exempt from disclosure under ORS 192.345(2). The District will endeavor in good faith to honor appropriate requests for exemption from disclosure, but the District reserves exclusive discretion to determine whether information qualifies for a statutory exemption. The District’s obligation under this Section 9.2 shall survive selection of the Consultant.

9.3. Proposals must contain sufficient information for the District to determine which Proposer will be most qualified to furnish the Services that are contemplated by this RFP. The proposal must include the following information:

9.3.1. The Proposer’s name, address, telephone number, fax number and, e-mail address.

9.3.2. The number of years the Proposer has been in business.

9.3.3. The names of the Proposer’s key personnel who will be assigned for the duration of the Project (the project team).

9.3.4. The experience of the personnel on the project team, including, but not limited to, experience in school construction, experience with project and reporting, experience with green construction and LEEDS certification, experience with the CM/GC, design/bid/build and with design/build delivery methods, and experience with both federal and state permit application processes and related agency negotiations and consultations as well as experience within the City of Roseburg.

9.3.5. The Proposer’s experience in the successful completion of similar projects both in scope, size, and focus.

9.3.6. A list of clients for which the Proposer has performed similar services, and the name, address, and telephone number of a representative of each client whom the District may contact.

9.3.7. A statement that Proposer, if selected, shall provide the insurance coverage required in Section 10 of the Contract attached as Exhibit 1 to this RFP.

9.3.8. A signed copy of Attachment E, Certification of Non-Discrimination.

9.4. The proposal must describe the Proposer’s proposed work plan for providing the Services, including a description of tasks that will be performed by each member of the project team. The proposal must address how the Proposer would implement the Services. Proposer should describe their prioritization and process for responding to Requests for Information and the average response time of such requests.

9.5. The proposal must include an example of a project schedule and budget control, as well as a proposed schedule for performing the Services and identify any constraints that could affect the Proposer’s ability to perform the Services promptly and efficiently.

9.6. The proposal must include the names and addresses of any clients of the Proposer, or any other persons or entities, who have made claims against the Proposer within the last five years alleging that the Proposer breached a contract for services, was negligent in performance of services, or otherwise caused harm or damage to the Claimant, in all cases whether the claim proceeded to formal dispute resolution proceedings. Describe the nature and status of the claims. Claims must be fully disclosed regardless of whether they involved litigation, arbitration or other formal or informal dispute resolution process. The disclosures required under this provision also apply to any claims arising out of services of any principal or officer of the Proposer or any member of the project team regardless of whether the person was associated with the Proposer at the time of the claim.

9.7. The proposal must include information on any claim asserted by a contractor within the last five years against a client of the Proposer in which the contractor alleged that the Proposer was responsible for the problem that was the basis of the claim. This information shall include claims for breach of implied warranty of plans and specifications. Include all information that is required for claims addressed in Section 9.6, above.

9.8. The proposal must state whether the Proposer can perform all Services described in Section 3 of this RFP and other Services recommended in the proposal. If the Proposer intends to subcontract any of the Services to other consultants, the proposal shall identify those consultants and describe the consultants’ experience in providing the type of Services covered by this RFP.

9.9. If the Proposer believes there are additional services not identified in this RFP that are necessary for the successful completion of the Project, Proposer’s proposal must include a description of the additional services recommended by the Proposer, describe how the additional services would benefit the District, describe the Proposer’s ability to provide the additional services, and propose a cost for providing the additional services.

9.10 The proposal must specify any exception the Proposer makes to any provision of the attached sample Contract, and any alternative provisions requested by the Proposer.

9.11. The proposal must provide a good faith estimate of the amount for Services and total breakdown by Service on the form attached as Attachment B-1. The proposal must include the Proposers standard fee schedule for the Services. State the multiples of direct personnel expenses, direct salaries, Consultants’ charges, and reimbursable expenses.

9.12. The Proposer shall submit three (3) printed and bound copies, and one digital copy provided on USB drive in a protected portable file format of their proposal to the District Purchasing Office, attention: Denny Austin.

10. CONTRACT

10.1. The Proposer selected by the District will be required to enter a written contract in the form attached as Exhibit 1 to this RFP.

11. SUBMISSION OF PROPOSALS

11.1. The District will accept written proposals until 2:00 PM on August 18, 2026, delivered to the following address: 1419 NW Valley View Dr., Roseburg, OR 97471. Proposers who mail proposals should allow extra mail delivery time to ensure timely receipt of their proposals. Proposers may not submit only an electronic proposal; both the electronic version and three (3) printed copies must be received by the specified time and date. Proposals received after the specified time and date will be rejected.

11.2. Proposals must be submitted in sealed packages or envelopes and clearly identified on the exterior of the envelope or package as follows:

PROPOSAL FOR ENGINEERING SERVICES FOR ENERGY EFFICIENCY DESIGN PROJECT

JOSEPH LANE MIDDLE AND EASTWOOD ELEMENTARY

Name of Proposer Address of Proposer

11.3. Proposals received in response to this RFP by the Roseburg School District at the District Purchasing Office, will be opened at 2:00 PM on August 18, 2026. Proposers who wish to be present at that time will be informed of the number and names of Proposers. No other information will be made available at that time.

11.4. If any interviews take place, they will be conducted on August 20-21, 2026. The District retains sole discretion to determine which Proposers, if any, will be interviewed and the number of interviews, if any, to be conducted.

12. WITHDRAWAL OF PROPOSALS

Any proposal may be withdrawn by delivering a written request to the District at any time prior to August 18, 2026, at 2:00 PM. The request shall be executed by a duly authorized representative of the Proposer, as described in Sections 8.3 through 8.5, above.

13. EVALUATION OF PROPOSALS

13.1. The District’s evaluation committee will evaluate the proposals. The process for evaluation will be as set forth in this Section 13.

13.2. Proposals that do not adhere to all terms and conditions of this RFP or that are otherwise non-responsive will be rejected or given a lower rating in the evaluation process.

13.3. The District may request supplemental information from a Proposer concerning the Proposer’s ability to perform the Services. If a Proposer fails to provide supplemental information promptly after receiving a written request from the District, the District will refuse to consider the Proposer’s proposal.

13.4. The District reserves the right to reject any or all proposals or to waive irregularities or deficiencies in a proposal if the District determines that such a waiver is in the best interests of the District.

13.5. If the District in its sole discretion determines that collusion exists among Proposers, none of the proposals of the participants in such collusion will be considered.

13.6. In accordance with this RFP, all or part of the evaluation committee, or Director(s) designated by the District, may interview selected Proposers based on initial scoring.

Interviews, if any, will include an evaluation criterion eligible for points. There is no guarantee of an interview for any individual Proposer or all Proposers.

13.7. The evaluation criteria and the maximum number of points available for each criterion (in parentheses) are as follows:

13.7.1. Describe your firm’s recent (past 10 years) experience designing renovations of education facilities, working within a campus, and implementing the campus’ design criteria. Use specific examples. Include information about the size, building uses, project budget, delivery method, and project timeline/completion date. (40 points maximum).

13.7.2. Identify the sub-consultants and the key personnel of the sub-consultants that you propose to use on this project. Describe their recent (past 10 years) experience, and their specific role in designing similar facilities. Identify your firm’s role in each of these projects (if applicable). Include information about the size, building uses, project budget, and project timeline/completion date. (10 points maximum).

13.7.3. Past record of performance on contracts with governmental agencies and private owners with respect to such factors as cost control, quality of work, ability to meet schedules, and contract administration. Three (3) references must be provided, preferably for project of similar size and type. (20 points maximum).

13.7.4. Availability to and familiarity with the area in which the Project is located, including a knowledge of design considerations and project conditions relevant to the area (15 points maximum).

13.7.5. Proposed cost of services (10 points maximum); and

13.7.6. Proposed cost management techniques to be employed (5 points maximum).

The maximum total score for all evaluation criteria is 100 points. The evaluation criteria are summarized below.

Evaluation Criteria Maximum Points Experience designing similar education facility renovations 40 Sub-consultants and key personnel qualifications 10 Past performance and references 20 Availability and familiarity with project conditions 15 Proposed cost of services 10 Cost management approach 5 Total 100

13.8. Additional factors to be considered, but not weighted as basic criteria, are motivation, professionalism, philosophy of service and written proposal.

13.9. The District retains exclusive discretion and reserves the right to determine:

13.9.1. Whether a proposal is complete and complies with the provisions of this RFP

13.9.2. Whether a Proposer should be allowed to submit supplemental information

13.9.3. Whether a Proposer will be interviewed by the selection committee

13.9.4. Whether to seek clarifications of each proposal or request additional information necessary to permit the District to evaluate, rank and select the most qualified Proposer;

13.9.5. Whether a short list of qualified Proposers should be created; and

13.9.6. Whether the evaluation committee should reconvene and collectively review the scoring.

13.9.7. Reject all proposals when deemed in the best interest of the District by the evaluation committee.

14. SELECTION

14.1. The Contract will be awarded to the Proposer who in the District’s judgment has submitted a proposal that best meets the District’s requirements. After the evaluation is completed, the selection committee will make a recommendation to the District on award of the Contract. The District’s Board of Directors will make the final decision on award of the Contract.

14.2. All Proposers not selected will be notified of the District’s decision by receiving a copy of the notice of intent to award sent to the selected Proposer. After the District selects the Consultant to perform the Services, any Proposer may review the evaluation documentation at the office of the District, except for information that the District determines to be exempt from disclosure under ORS 192.345(2). Protest procedures are set forth in OAR 137-048-0240 and Section 5 of this RFP. At the request of the protester, a hearing will be conducted before the District within seven (7) calendar days after submission of the written protest. The District will either uphold or deny the protest, and a written response will be issued for all properly submitted protests. If the protest is denied, the District will proceed to award the Contract.

14.3 Final award will be subject to execution of the Contract. The District reserves the right to negotiate any terms of the Contract as the District determines to be in the best interest of the District. If permitted by the District, in its sole discretion, negotiation of the Contract may include one or more of the proposed alternate terms and conditions, if any, in the selected Consultant’s proposal. Award of the Contract to the successful Proposer may be withdrawn if the District determines in its sole discretion that Contract negotiations are or will not be concluded in time to execute a Contract by September 3, 2026.

14.4. If the District determines in its sole discretion that it and the Proposer initially selected by the District are or will be unable to negotiate a Contract, the District reserves the right to select the next-ranked Proposer that remains willing to negotiate the Contract and negotiate a Contract with that Proposer in accordance with this Section 14. In that event, the date for executing a Contract will be extended to September 8, 2026.

15. EXHIBITS

Exhibits to this RFP include:

Exhibit 1— Sample Contract Form

Exhibit 2 — ASHRAE Level II Energy Audit Reports for Joseph Lane Middle and Eastwood Elementary

*PLEASE NOTE* The final ASHRAE Level II Energy Audit is currently being completed. The anticipated improvements described in this RFP are based on the information available at the time of issuance and are intended to define the general nature and extent of the requested services. The selected consultant will be expected to review and incorporate the final audit findings into the project design. The final scope of work may be refined, reduced, expanded, or reprioritized based on the audit findings, available funding, design development, District direction, and review and approval by the U.S. Department of Energy.

● Attachment A - Basic Services

● Attachment B – Compensation

● Attachment C - Insurance

● Attachment D - Dispute Resolution

● Attachment E - Certificate of Non-Discrimination

● Attachment F - Federal Provisions

Sample Contract Page 1 of 9

EXHIBIT 1

SAMPLE

CONTRACT FORM:

Agreement for Engineering Services

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AGREEMENT FOR ENGINEERING SERVICES

Energy Efficiency Design Project

This Agreement is entered into by and between Douglas County School District #4 (hereinafter referred to as “District”) and ______________________________(hereinafter referred to as “Consultant”), effective on

, 2026. The District reserves the right, at its sole discretion, to amend the contract or procure additional services related to future project phases, including implementation, subject to applicable procurement requirements and funding approval.

1. BASIC SERVICES. The Engineering firm shall perform for the benefit of the District the services

(“Services”) described herein for the construction projects (“Project”) financed by the Business Oregon Infrastructure Finance Authority, including those certain Basic Services described in Attachment A attached hereto and incorporated herein by this reference and any Additional Services in accordance with Article 2.

Basic Services shall be performed pursuant to the terms and conditions set out in Attachment A and this Agreement. In addition, the provisions for Services required under the Request for Proposals for this Project are incorporated by reference (except to the extent expressly modified hereby). Within the general scope of this Agreement, the District shall have the right to add to, delete from or modify the Basic Services set out in this Agreement or Attachment A; provided that any services required to be performed by the Consultant beyond those set out in or reasonably inferable from the RFP, this Agreement or Attachment A shall be considered Additional Services in accordance with Article 2. The District reserves the right, in its sole discretion, to have certain of the Services performed by others upon written notice to the Consultant, in which case the Consultant’s compensation shall be proportionately adjusted.

2. ADDITIONAL SERVICES. The Consultant shall perform services beyond those set out in or reasonably inferable from the RFP, this Agreement or Attachment A (“Additional Services”) within the general scope of this Agreement upon written direction or authorization from the District. No such Additional Services shall be performed, nor shall Consultant be entitled to any compensation therefor, without such prior written direction or authorization from the District. Compensation for such Additional Services shall be based on the Additional Services performed and the Reimbursable Expenses incurred in conjunction with such Additional Services, pursuant to Attachment B, unless otherwise mutually agreed.

3. PERIOD OF PERFORMANCE.

3.1. The Consultant shall begin performance of Services upon award of the Contract. The period during which the Consultant is obligated to perform Basic Services and Additional Services under this Agreement is hereinafter referred to as the “Period of Performance”. Consultant’s performance shall continue until completion of the Project unless the District determines otherwise.

3.2. The District and Consultant acknowledge and agree that while the schedule for the design, permitting and construction of the Project has yet to be finalized. The Consultant shall assist and advise the District regarding adjustments to the schedule during the Project. The schedule for design services shall be established in coordination with the District following execution of the Agreement. The Consultant

Sample Contract Page 3 of 9 shall prioritize timely completion of design services to support the District’s project schedule and funding requirements.

4. PERSONNEL. ______________________shall lead in performing all Basic Services and Additional Services under this Agreement on behalf of the Consultant (other than secretarial and bookkeeping Services) throughout the Period of Performance unless the District expressly approves otherwise and then only to the extent the District expressly approves otherwise. The District shall have the right to approve any individuals proposed to perform any of the Consultant’s services hereunder, and upon request of the District any such individuals shall be replaced either by ___________ personally or by another individual acceptable to the District.

5. CONSULTANTS

5.1. The Consultant shall not employ consultants to perform services or incur Reimbursable Expenses under this Agreement without the prior written approval of the District. The Consultant shall terminate or replace any such Consultant as to which the District has given notice of a reasonable objection.

5.2. The Consultant shall be responsible for all acts and omissions of its consultants at all tiers, if any, and those of their respective employees and agents.

5.3. All consultants of the Consultant, if any, shall perform their services or incur their Reimbursable

Expenses pursuant to a written contract. Each such written contract shall (i) require the consultant, to the extent of its performance on the Project, to be bound to the Consultant by the terms of this Agreement and to assume toward the Consultant all of the obligations and responsibilities which the Consultant under this Agreement assumes toward the District, (ii) provide that the District is a third party beneficiary of the contract, (iii) provide for the contract’s termination for the District’s convenience consistent with Section 13.1 and (iv) bind the Consultant to the dispute resolution provisions referenced in Article 18.

6. COMPENSATION. The Compensation to be paid by the District to the Consultant shall consist of (a) compensation for Basic Services performed and Reimbursable Expenses incurred on the Project as set out in Attachment B attached hereto and incorporated herein by this reference and (b) compensation for Additional Services performed and Reimbursable Expenses in conjunction with such Additional Services pursuant to Article 2 as set out in Attachment B. The Consultant compensation for the Services shall not exceed $________________ in total; for any Service shall not exceed any cap subsequently agreed between the parties.

6.1. Payments of the Compensation shall be made based upon the Consultant’s monthly invoices for Basic

Services and Additional Services performed and Reimbursable Expenses incurred, together with such documentation as the District may reasonably require, demonstrating the Consultant’s right to payment.

6.2. Payments under this Article shall be due and payable within thirty (30) days after the District’s receipt of the Consultant’s monthly invoice. Payments due to the Consultant which are unpaid thirty (30) days after the Owner’s receipt of the Consultant’s invoice shall bear interest at the legal rate.

6.3. In the event the undisputed amount of an invoice submitted by the Consultant is not paid within sixty

(60) days after the District’s receipt of the invoice, the Consultant after giving the District ten (10) days’ written notice may, without breaching this Agreement, suspend further performance under this Agreement until the undisputed portion of the invoice is paid in full.

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7. DISTRICT’S RESPONSIBILITIES. The District shall provide information to the Consultant in the District’s possession regarding the District’s requirements for the Project.

7.1. The District shall furnish directly or contract for all design professional services, surveys, soil borings, materials tests and other such reports and all legal, accounting and insurance counseling services as may be necessary for the Project, unless the District requests that the Consultant engage such professionals as subconsultants as is reasonably related to performance of the Services.

7.2. The District shall furnish directly or contract for all construction necessary for the Project, including labor, supervision, materials, and equipment.

8. INDEMNITY. To the fullest extent allowed by law, the Consultant shall indemnify, hold harmless, reimburse and defend the District, and its respective members, partners, officers, directors, agents and employees, and the successors in interest of the foregoing, from, for and against any and all injury, loss, expense, damage, claim, suit, action, penalty or liability of any kind, whether actual or merely alleged and whether directly incurred or from third parties, including but not limited to attorneys’ and expert witnesses’ fees and related costs, disbursements and expenses, that arise out of or relate to the Project, to the extent arising out of or caused by the negligent or other wrongful acts or omission of the Consultant, its employees or consultants, or any person or entity for which any of them are responsible, or by the failure of such parties to perform as required by this Agreement.

9. DELAYS. The Consultant and the District shall not be liable to each other for any delays in the performance of their obligations and responsibilities under this Agreement occurring beyond their reasonable control or without their fault or negligence, including but not limited to any of the following events or occurrences: fire, strike or lockout, insurrection, terrorist attack, war, flood, unusual weather, earthquake, or other Act of God.

In the event of any such delay, the Period of Performance shall be extended by a period corresponding with the period for which the Work was so delayed, and the Consultant shall be entitled to an equitable adjustment in its Compensation.

10. INSURANCE. The Consultant shall procure and maintain the insurance described in Attachment C attached hereto and incorporated herein.

11. STANDARD OF CARE. The Consultant shall perform Basic Services and Additional Services under this

Agreement in accordance with the highest standards prevalent for professional engineering and design practices in the state of Oregon for similar projects in similar circumstances, and in accordance with the laws and regulations which are applicable to the performance of the Consultant’s services under this Agreement.

12. ASSIGNMENT AND DELEGATION.

12.1. The District may assign any rights or obligations under this Agreement. The District shall provide timely written notice to the Consultant of any such assignment.

12.2. The Consultant may not assign any rights or obligations under this Agreement without the express prior written consent of the District.

13. TERMINATION

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13.1. The District, without prior notice and without cause, may terminate this Agreement in whole or in part at any time by giving the Consultant written notice of the termination. In the event of such termination for the convenience of the District, the District shall pay the Consultant for all amounts due for terminated services performed and related Reimbursable Expenses incurred as of the effective date of the termination plus the Consultant’s expenses reasonably incurred to wind down its terminated services, as set out in the Consultant’s invoices and supporting documentation as reasonably required by the District, less damages. Under no circumstances shall Consultant be entitled to compensation, including but not limited to overhead and profit, for services not performed.

13.2. Nothing in Section 13.1 shall negate, abridge, or reduce the rights of either the Consultant or the

District to terminate this Agreement in whole or in part for cause as otherwise expressly provided for in this Agreement or pursuant to applicable law. Notwithstanding the foregoing, the Consultant shall not suspend, delay, or withhold Services or terminate this Agreement in the event of dispute over Consultant’s invoices so long as the undisputed portion of its invoices is paid.

14. INDEPENDENT CONTRACTOR. The District and Consultant acknowledge and agree that the Consultant is an independent contractor and employing unit and shall be responsible for payment of all employment-related taxes and contributions and filing all reports and documents required by applicable employment-related law. In no event shall any employee of the Consultant or its subconsultants be deemed to be an employee of the District, nor shall the District in any event be deemed to be responsible for the act or omission of any such employee.

15. EXTENT OF AGREEMENT. This Agreement represents the entire and integrated agreement between the

District and Consultant with respect to the Project and supersedes all prior and contemporaneous communications, representations, promises, understandings, and agreements, both oral and written. This Agreement shall be amended only in writing signed by both parties.

16. THIRD PARTIES. This Agreement is not intended to create, nor shall it be construed as creating any contractual relationship or obligation between Consultant and any third party, including but not limited to any design professional or contractor under direct or indirect contract with the District; and nothing contained in this Agreement and no performance of the parties hereunder shall inure to the benefit of any third party.

17. NOTICE. Notices hereunder shall be in writing and shall be deemed properly given when delivered in person, or by commercial messenger or courier, or by facsimile, as follows:

17.1. To the Consultant:

Attn:

Telephone No.:

Fax No.:

17.2. To the District:

Roseburg School District Attention: Danielle Littlefield, Director of Finance & Operations 1419 NW Valley View Dr.

Roseburg, OR 97471 Telephone No.: 541-440-4027

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Fax No.: 541-440-4024 or to such other addressee, address, or facsimile number as either party shall designate to the other in the manner provided herein for the giving of notice.

18. DISPUTE RESOLUTION. The District and Consultant agree to be bound by the dispute resolution provisions set out in Attachment D attached hereto and incorporated herein, including but not limited to those relating to consolidated mediation and consolidated arbitration.

19. SEVERABILITY. Should any provision of this Agreement conflict with any law, rule, regulation, ruling or order, or be unenforceable or inoperative for any reason, then the remaining provisions nevertheless shall remain in full force and effect and the arbitrator(s) or court shall give the offending provision the fullest meaning and effect allowed by law.

20. WAIVER. Waiver of any default or breach under this Agreement by District will be effective only in the specific instance and for the specific purpose given. Any such waiver does not constitute a waiver of any subsequent default or a modification of any other provisions of this Agreement.

21. DISTRICT RIGHTS; CONTROLLING LAW; VENUE.

21.1. In addition to the District’s pursuit of other available remedies, consequences for the Consultant’s failure to perform the Services or failure to meet the established performance standards may include, but are not limited to:

(A) Reducing or withholding payment;

(B) Requiring the Consultant to perform, at the Consultant’s expense, additional work necessary to perform the identified Services or meet the established performance standards; or

(C) Declaring a default, terminating the Agreement in whole or in part and seeking damages and other relief available under the terms of the Agreement or other applicable law.

21.2. Any dispute under this Agreement or related to this Agreement will be governed by Oregon law, and any litigation arising out of the Agreement will be conducted in courts located in Douglas County, Oregon.

22. PUBLIC CONTRACT PROVISIONS. The Public Contracting Code and the Attorney General’s Model

Public Contracting Rules contain certain requirements for public contracts, including but not limited to certain required contract provisions. The required contract provisions are contained in this Section 20, and Owner and Consultant agree to comply with all applicable requirements of ORS Chapters 279A, 279B and 279C; the Attorney General’s Model Public Contracting Rules; and other Oregon laws whether such provisions are included in this Section 22 or excised from this Section 22.

22.1. As required by ORS 279A.110, Consultant shall not discriminate against minority-owned, women owned, or emerging small businesses certified under ORS 200.055 or a business enterprise that is owned or controlled by or employs a disabled veteran as defined in ORS 408.225.

22.2. Consultant shall comply with all applicable federal, state, and local laws, statutes, codes, regulations, rules, orders and rulings as well as all applicable construction industry standards, including without limitation those governing labor, materials, equipment, construction procedures, safety, health, Sample Contract Page 7 of 9 sanitation and the environment. Consultant agrees to indemnify, hold harmless, reimburse, and defend the District from and against any penalties or liabilities arising out of violations of such obligations by Consultant or its sub consultants at any tier.

22.3. Contractor represents and warrants that Contractor has complied with the applicable tax laws of this state or a political subdivision of this state, including but not limited to ORS 305.620 and ORS chapters 316, 317 and 318. Contractor covenants that the contractor will continue to comply with the tax laws of this state or a political subdivision of this state during the term of this contract. Failure by the Contractor to comply with the applicable tax laws of this state or a political subdivision of this state before the execution of this Contract or during the term of this Contract is a default for which the District may terminate this Contract and seek damages and other relief available under the terms of thus Contract or under applicable law.

22.4. To the extent applicable to the Services, no person shall be required or permitted to labor more than forty (40) hours in any one week, except in cases of necessity or emergency, or when the public policy absolutely requires it, in which event, the person so employed for excessive hours shall receive at least time and a half pay for (1) all overtime in excess of 40 hours in any one week; and (2) all work performed on any legal holiday specified in ORS 279C.540. This section does not apply to persons employed under this contract who are excluded under ORS 653.010 to 653.261 or under 29 USC 201 to 209 from receiving overtime.

22.5. Consultant shall comply with ORS 652.220 (Prohibition of discriminatory wage rates based on sex;

employer not to discriminate against employee who is a complainant). Compliance is a material element of the Contract. Failure to comply is a breach that entitles the District to terminate the contact for cause.

22.6. Consultant may not prohibit any of the Consultant's employees from discussing the employee's rate of wage, salary, benefits or other compensation with another employee or another person and may not retaliate against an employee who does so.

22.7. The Consultant, each sub-Consultant and each lower-tier sub-Consultant must give notice to its employees in writing, either at the time of hire or before commencement of work, or by posting a notice in a location frequented by its employees, of the number of hours per day and days per week that the employees may be required to work.

22.8. Consultant shall promptly, as due, make payment to any person, co partnership, association, or corporation furnishing medical, surgical, and hospital care services or other needed care and attention, incident to sickness or injury, to the employees of Consultant, of all sums that the Consultant agrees to pay for the services and all moneys and sums that the Consultant collected or deducted from the wages of employees under any law, contract, or agreement for the purpose of providing or paying for the services.

22.9. All employers, including Consultant, that employ subject workers who work under this Contract in the State of Oregon shall comply with ORS 656.017 and provide the required Workers’ Compensation coverage, unless such employers are exempt under ORS 656.126. Consultant shall ensure that each of its sub consultants complies with these requirements.

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22.10. The Consultant, in performance of the Work, shall use recycled paper as defined in ORS 279A.010(1)(ee), recycled PETE products as defined in ORS 279A.010(1)(ff), and other recycled plastic resin products to the maximum extent economically feasible.

22.11. Consultant shall ensure its employees have identifying uniforms or other designation of identity such as badge, shirt, etc. with Consultant logo/name while on District property.

22.12. Consultant agrees that each employee, sub consultants’ employees and principals/owners under this contract may, at the option of the District, be subject to a security check at any time through means determined by the District, and that any person who may have direct, unsupervised contact with students as determined by the District will be subject to fingerprinting and a criminal records check.

The Consultant also agrees to comply and cause all subconsultants to comply with any school access rules and regulations of the District. The District retains the right to require immediate removal of any consultant, sub consultant, employee or agent. Notwithstanding the foregoing, Consultant remains solely responsible for performing background checks on and screening for public safety of all sub consultants and employees and, to the extent allowed by law, shall provide such screening methodologies and information to the District upon request.

[Signatures on following page]

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OWNER:

CONSULTANT:

ROSEBURG SCHOOL DISTRICT

By: By:

Name: Name:

Title: Title:

Date: Date:

ATTACHMENT A Page 1 of 2

ATTACHMENT A

Basic Services

Energy Efficiency Design Project

Introduction:

Roseburg School District (the “District”) is seeking engineering and design services for energy efficiency improvements at Joseph Lane Middle School and Eastwood Elementary School (the “Project”).

The Project is funded through the Renew America’s Schools Program and is limited to Budget Period 1 activities, including evaluation, design, and development of Energy Conservation Measures (ECMs) identified through ASHRAE Level II Energy Audits.

Construction and implementation of ECMs are not included in this scope and may be procured separately in a future phase.

Scope of Work:

The Consultant shall provide all labor, materials, and professional services necessary to support the design and development of ECMs for the Project, including but not limited to the following:

1. Energy Audit Review and Site Verification

● Review ASHRAE Level II Energy Audit reports for both school sites

● Verify existing conditions as needed through site visits

● Coordinate with District staff to confirm operational and facility conditions

2. Engineering and Design Development

● Develop schematic design and design development documents

● Prepare construction-ready drawings and technical specifications

● Perform engineering calculations and system sizing

● Refine ECMs based on feasibility, cost-effectiveness, and site conditions

3. Systems to be Evaluated and Designed

Design services may include, but are not limited to:

● HVAC systems and associated controls

● Lighting systems and controls

● Building automation systems

● Building envelope improvements

ATTACHMENT A Page 2 of 2

Structural engineering services shall be provided as required to support proposed energy improvements, including equipment support, rooftop loading considerations, and anchoring requirements.

4. Cost Estimating

● Develop preliminary and refined cost estimates for proposed ECMs

● Support alignment of project scope with available funding

● Provide cost comparisons for alternative design approaches, as needed

5. Coordination and Project Support

● Coordinate with District staff and project stakeholders

● Participate in project meetings and provide progress updates

● Support preparation of documentation required for environmental and regulatory review, as applicable

6. Deliverables The Consultant shall provide the following deliverables:

● Design drawings (schematic through construction-ready)

● Technical specifications

● Cost estimates

● Design narratives and supporting documentation

Limitations of Scope The scope of services under this Agreement is limited to design and pre-construction activities only. The following services are not included:

● Construction or installation activities

● Procurement of equipment or materials

● Construction management services

These services may be procured separately in a future phase.

Schedule The Consultant shall begin performance upon execution of the Agreement.

Design services are expected to be completed within a timeline established in coordination with the District and consistent with project funding requirements.

*PLEASE NOTE* The final ASHRAE Level II Energy Audit is currently being completed. The anticipated improvements described in this RFP are based on the information available at the time of issuance and are intended to define the general nature and extent of the requested services.