C2022734_AccountingServices_RFP_Addendum1.docx
DOCX document 36 KB Posted
- Attached to
- Accounting Services and Financial Statements
- Solicitation number
- S-12300-00004686
- Issued by
- Marion County, Oregon
About this file
This document is an Addendum to a Request for Proposals (RFP) issued by the Oregon Business Development Department (OBDD) for Accounting Services and Financial Statements. The RFP seeks an accounting firm to create financial statements and disclosures for OBDD's grant and loan programs, including completing FY22 financial statements, calculating the current portion of bonds payable/reverse, and processing disbursements. The work is expected to be completed in late winter/early spring in order to be audited after the State's Comprehensive Annual Financial Report is issued in January 2022. OBDD has a seven-member accounting team with varying levels of experience, and they are seeking a formal, internal process for processing disbursements that complies with applicable laws.
The RFP does not require a maximum, not-to-exceed fee, but rather requests billing rates for the project. OBDD has funds in accounts with the Oregon Treasury as well as its own bank accounts, and they currently have no agency-developed policies for subrecipient monitoring, although they follow expectations and policies set by the Oregon Accounting Manual. The successful contractor will be required to enter into the State's standard Personal/Professional Services Contract, a sample of which is provided with the Addendum.
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| C2022734_AccountingServices_RFP.pdf | ||
| SOLE SOURCE CentralSquare Technologies.pdf |
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Addendum #1 to RFP No. C2022734 OregonBuys Open Market Bid S-12300-00004686 Financial Statements and Accounting Services The Oregon Business Development Department (OBDD or Business Oregon) has received several questions regarding the requested services, and this addendum serves to answer the questions received to date. None of the answers in this Addendum #1 modify or add to the directions in the RFP document, but may provide useful information for drafting a proposal.
Thank you for your continued interest in this project.
| Q1. | Can OBDD provide some high level background (experience levels) of the seven-member accounting team? |
| A1. | We have one accountant that has been with the team for just over a year and the other accountants have all been hired within the last year. All have some accounting background with one team member being a senior accountant level. |
| Q2. | For Task 1, can OBDD clarify the due dates and timeline for the financial statements and disclosures? Last year, the State’s ACFR was issued in January 2022 and the proposal mentions an interim date of April 2023. |
| A2. | The sooner the better with the financial statements and the disclosures. They will need to be completed in late winter/early spring in order to be audited after the ACFR. |
| Q3. | Has Business Oregon produced standalone financial statements for SPWF and WWF in the past or were they only included in the State’s ACFR? |
| A3. | Yes, standalone financial statements have been compiled in the past in addition to being included in the State’s ACFR. |
| Q4. | For Task 3, part of the scope of work is to establish a process for disbursements; however, does Business Oregon already follow a process dictated by the State Controller’s Division? |
| A4. | We need a formal, internal process developed for processing disbursements that complies with applicable laws. |
| Q5. | Is Business Oregon’s cash included in pooled funds with the State Treasurer or does Business Oregon maintain their own bank accounts? |
| A5. | OBDD has funds in accounts with Oregon Treasury as well as our own bank accounts. |
| Q6. | Do you have any current subrecipient monitoring policies? |
| A6. | No agency-developed policies, but there are clear expectations and policy set by the Oregon Accounting Manual. |
| Q7. | How many subrecipients do you typically have? |
| A7. | In FY21, we were assigned as the audit agency for about 100 subrecipients. |
| Q8. | The solicitation mentions that the proposer agrees to be bound by the terms and conditions of the standard State of Oregon Personal/Professional Services Contract. Can OBDD provide a sample version of the contract? |
| A8. | Yes. One is attached to this addendum for your reference. |
| Q9. | The scored criteria asks for a list of billing rates and team members listed. Just to clarify, submission of billing rates is acceptable and you are not requiring a maximum, not-to-exceed fee? |
| A9. | We don’t know how many hours this will project require, so we are using billing rates to gather data that will help us figure out what the cost will be. We are not requiring a maximum not-to-exceed fee in your proposal. |
RFP ATTACHMENT C – SAMPLE CONTRACT
STATE OF OREGON PERSONAL/PROFESSIONAL SERVICES CONTRACT
Number _____ Title: _____ This Contract is between the State of Oregon, acting by and through its Oregon Business Development Department (“Department”), and ________________________ (“Contractor”).
| 1. | Effective Date and Duration. This Contract is effective once fully executed, and approved as required by applicable law. Unless terminated or extended, this Contract expires when Department accepts Contractor’s performance or on ___________________, _______ whichever date occurs first. Expiration or termination does not extinguish or prejudice Department’s right to enforce this Contract with respect to any breach of a Contractor warranty or any default or defect in Contractor performance that has not been cured. |
| 2. | Statement of Work. The Statement of Work (the “Services”), including the delivery schedule for such Services, is contained in Exhibit A, attached. |
| 3. | Compensation |
| a. | The [maximum, not-to-exceed compensation] payable to Contractor under this Contract, which includes any allowable expenses, is $____________ and is more particularly described in Exhibit A – Compensation. |
| b. | Any progress payments to Contractor will be made only in accordance with the schedule and requirements in Exhibit A – Compensation. |
| 4. | Contract Documents. This Contract consists of the following documents, incorporated by reference, which are listed in descending order of precedence: this Contract less all exhibits, attached Exhibits A and B. |
| 5. | Independent Contractor; Responsibility for Taxes and Withholding |
| a. | Contractor will perform all required Services as an independent contractor. Although Department reserves the right (i) to determine the delivery schedule for the Services to be performed and (ii) to evaluate the quality of the completed performance, Department will not control, and Contractor is responsible for determining, the means and manner of Contractor’s performance. |
| b. | If Contractor is currently performing services for the State of Oregon or the federal government, Contractor by signature to this Contract declares and certifies that: Contractor’s Services to be performed under this Contract create no potential or actual conflict of interest as defined by ORS 244, and no rules or regulations of Contractor’s employing agency (state or federal) prohibit Contractor’s Services under this Contract. Contractor is not an “officer,” “employee,” or “agent” of Department, as those terms are used in ORS 30.265. |
| c. | Contractor is responsible for all federal or state taxes applicable to compensation or payments paid to Contractor under this Contract, and unless Department is aware that Contractor is subject to backup withholding, Department will not withhold from such compensation or payments any amount(s) to cover Contractor’s federal or state tax obligations. Contractor is not eligible for any social security, unemployment insurance or workers’ compensation benefits from compensation or payments paid to Contractor under this Contract, except as a self-employed individual. |
| 6. | Subcontracts and Assignment; Successors and Assigns |
| a. | Except as described in Exhibit A, Contractor cannot enter into any subcontracts for any of the Services required by this Contract, or assign or transfer any of its interest in this Contract, without Department’s prior written consent. In addition to any other provisions Department may require, Contractor will include in any permitted subcontract under this Contract a requirement that the subcontractor be bound by Sections 5, 6, 10, 11, 14, 15, and 18 of this Contract as if the subcontractor were the Contractor. Department’s consent to any subcontract does not relieve Contractor of any of its duties or obligations under this Contract. |
| b. | The provisions of this Contract are binding upon and will inure to the benefit of the parties hereto, and their respective successors and permitted assigns, if any. |
| 7. | No Third Party Beneficiaries. Department and Contractor are the only parties to this Contract and are the only parties entitled to enforce its terms. Nothing in this Contract gives, or is to be construed to give any benefit or right, whether directly, indirectly or otherwise, to third persons unless such third persons are individually identified by name and expressly described as intended beneficiaries of the terms of this Contract. |
| 8. | Funds Available and Authorized; Payments |
| a. | No other agency or department of the State of Oregon will compensate Contractor for Services performed under this Contract. Department has sufficient funds currently available and authorized for expenditure to finance the costs of this Contract within Department’s biennial appropriation or limitation. Contractor understands and agrees that Department’s payment of amounts under this Contract attributable to Services performed after the last day of the current biennium is contingent on Department receiving from the Oregon Legislative Assembly appropriations, limitations, or other expenditure authority sufficient to allow Department, in the exercise of its reasonable administrative discretion, to continue to make payments under this Contract. |
| b. | Department will only pay for completed Services that are accepted by Department. |
| 9. | Representations and Warranties |
| a. | Contractor’s Representations and Warranties. Contractor represents and warrants to Department that (1) Contractor has the power and authority to enter into and perform this Contract, (2) this Contract is a valid and binding obligation of Contractor enforceable in accordance with its terms, (3) the Services under this Contract will be performed in accordance with the highest standards prevalent in the industry, and (4) Contractor will, at all times during the term of this Contract, be qualified, professionally competent, and duly licensed to perform the Services. |
| b. | Warranties cumulative. The warranties set forth in this section are in addition to, and not in lieu of, any other warranties provided. |
| 10. | Ownership of Work Product |
| a. | Definitions. As used in this Section 10, and elsewhere in this Contract, the following terms have the meanings set forth below: |
| (i) | “Contractor Intellectual Property” means any intellectual property owned by Contractor and developed independently from the Services. |
| (ii) | “Third Party Intellectual Property” means any intellectual property owned by parties other than Department or Contractor. |
| (iii) | “Work Product” means every invention, discovery, work of authorship, trade secret or other tangible or intangible item and all Services that Contractor delivers or is required to deliver to Department pursuant to this Contract. |
| b. | Ownership and License. All intellectual property rights in the Work Product created by Contractor pursuant to this Contract, including derivative works and compilations, are the exclusive property of Department. All Work Product authored by Contractor under this Contract is deemed “work made for hire” to the extent permitted by the United States Copyright Act. To the extent the Department is not the owner of the intellectual property rights in such Work Product, Contractor hereby irrevocably assigns to Department any and all of its rights, title, and interest in such Work Product. Upon Department’s reasonable request, Contractor will execute such further documents and instruments reasonably necessary to fully vest such rights in Department. Contractor forever waives any and all rights relating to original Work Product created pursuant to this Contract, including without limitation, any and all rights arising under 17 USC §106A or any other rights of identification of authorship or rights of approval, restriction or limitation on use or subsequent modifications. |
| In the event that intellectual property rights in the Work Product are Contractor Intellectual Property, Contractor hereby grants to Department an irrevocable, non-exclusive, perpetual, royalty-free license to use, make, reproduce, prepare derivative works based upon, distribute copies of, perform and display the Contractor Intellectual Property, and to authorize others to do the same on Department’s behalf. | |
| To the extent Contractor has the authority, Contractor will sublicense or pass through to the Department all Third Party Intellectual Property. Contractor represents and warrants that it has provided written disclosure to the Department of all Third Party Intellectual Property that must be independently licensed by the Department to fully enjoy the benefits of the Work Product. If Contractor failed to provide such written disclosure, Contractor will secure on Department’s behalf and in the name of Department an irrevocable, non-exclusive, perpetual, royalty-free license to use, make, reproduce, prepare derivative works based upon, distribute copies of, perform and display the Third Party Intellectual Property employed in the Work Product, and to authorize others to do the same on Department’s behalf. | |
| 11. | Indemnity |
| a. | Claims for Other than Professional Liability. Contractor will defend (subject to ORS chapter 180), save and hold harmless the State of Oregon, the Oregon Business Development Commission and its members, the Oregon Business Development Department, their officers, agents and employees from all claims, suits or actions of whatsoever nature, including intentional acts resulting from or arising out of the activities of Contractor or its subcontractors, agents or employees under this agreement. |
| b. | Claims for Professional Liability. Contractor will defend (subject to ORS chapter 180), save and hold harmless the State of Oregon, the Oregon Business Development Commission and its members, the Oregon Business Development Department, their officers, agents and employees, from all claims, suits or actions arising out of the professional negligent acts, errors or omissions of Contractor or its subcontractors and subcontractors, agents or employees in performance of professional services under this agreement. |
| c. | Control of Defense and Settlement. Contractor will have control of the defense and settlement of any claim that is subject to sections 11.a or 11.b; however, neither Contractor nor any attorney engaged by Contractor will defend the claim in the name of the State of Oregon or any agency of the State of Oregon, nor purport to act as legal representative of the State of Oregon or any of its agencies, without first receiving authority to act as legal counsel for the State of Oregon from the Oregon Attorney General, in a form and manner determined appropriate by the Attorney General, nor will Contractor settle any claim on behalf of the State of Oregon without the approval of the Attorney General. The State of Oregon may, at its election and expense, assume its own defense and settlement. |
| 12. | Insurance. Contractor will provide insurance as indicated on Exhibit B. |
| 13. | Termination |
| a. | Parties’ Right to Terminate For Convenience. This Contract may be terminated at any time by mutual written consent of the parties. |
| b. | Department’s Right To Terminate For Convenience. Department may, at its sole discretion, terminate this Contract, in whole or in part, upon 30 days notice to Contractor. |
| c. | Department’s Right to Terminate For Cause. Department may terminate this Contract, in whole or in part, immediately upon notice to Contractor, or at such later date as Department may establish in such notice, upon the occurrence of any of the following events: |
| (i) | Department fails to receive funding, or appropriations, limitations or other expenditure authority at levels sufficient to pay for Contractor’s Services; |
| (ii) | Federal or state laws, regulations or guidelines are modified or interpreted in such a way that either the Services under this Contract is prohibited or Department is prohibited from paying for such Services from the planned funding source; |
| (iii) | Contractor no longer holds any license or certificate that is required to perform the Services; or |
| (iv) | Contractor commits any material breach or default of any covenant, warranty, obligation or agreement under this Contract, fails to perform the Services under this Contract within the time specified herein or any extension thereof, or so fails to pursue the Services as to endanger Contractor’s performance under this Contract in accordance with its terms. |
| d. | Contractor’s Right to Terminate for Cause. Contractor may terminate this Contract upon 30 days’ notice to Department if Department fails to pay Contractor pursuant to the terms of this Contract and Department fails to cure within 30 business days after receipt of Contractor’s notice, or such longer period of cure as Contractor may specify in such notice. |
| e. | Remedies |
| (i) | In the event of termination pursuant to Sections 13a, 13b, 13c(i), 13c(ii) or 13d, Contractor’s sole remedy is a claim for the sum designated for accomplishing the Services multiplied by the percentage of Services completed and accepted by Department, less previous amounts paid and any claim(s) which State has against Contractor. If previous amounts paid to Contractor exceed the amount due to Contractor under this subsection, Contractor will promptly pay any excess to Department. |
| (ii) | In the event of termination pursuant to Section 13c(iii) or 13c(iv), Department has any remedy available to it in law or equity. If it is determined for any reason that Contractor was not in default under Section 13c(iii) or 13c(iv), the rights and obligations of the parties will be the same as if the Contract was terminated pursuant to Section 13b. |
| f. | Contractor’s Tender Upon Termination. Upon receiving a notice of termination of this Contract, Contractor will immediately cease all activities under this Contract, unless Department expressly directs otherwise in such notice. Upon termination of this Contract, Contractor will deliver to Department all documents, information, works-in-progress and other property that are or would be deliverables had the Contract been completed. Upon Department’s request, Contractor will surrender to anyone Department designates, all documents, research or objects or other tangible things needed to complete the Services. |
| 14. | Records Maintenance; Access. Contractor will maintain all fiscal records relating to this Contract in accordance with generally accepted accounting principles. In addition, Contractor will maintain any other records pertinent to this Contract in such a manner as to clearly document Contractor’s performance. Contractor acknowledges and agrees that Department and the Oregon Secretary of State’s Office and the federal government and their duly authorized representatives have access to such fiscal records and other books, documents, papers, plans and writings of Contractor that are pertinent to this Contract to perform examinations and audits and make excerpts and transcripts. Contractor will retain and keep accessible all such fiscal records, books, documents, papers, plans, and writings for a minimum of six (6) years, or such longer period as may be required by applicable law, following final payment and termination of this Contract, or until the conclusion of any audit, controversy or litigation arising out of or related to this Contract, whichever date is later. |
| 15. | Compliance with Applicable Law. Contractor shall comply with all federal, state and local laws, regulations, executive orders and ordinances applicable to the Services under this Contract. Without limiting the generality of the foregoing, Contractor expressly agrees to comply with: (i) Title VI of Civil Rights Act of 1964; (ii) Section V of the Rehabilitation Act of 1973; (iii) the Americans with Disabilities Act of 1990 and ORS 659A.142; (iv) all regulations and administrative rules established pursuant to the foregoing laws; and (v) all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Department’s performance under this Contract is conditioned upon Contractor’s compliance with the provisions of ORS 279B.220, 279B.230, 279B.235, and 279B.270, which are incorporated by this reference. Contractor shall continue to comply with the tax laws of this state or a political sub-division of this state during the term of the public contract. |
| 16. | Business Registration. Contractor has provided to the Oregon Department of Revenue and the Secretary of State Corporation Division all information required by those agencies to do business in the State of Oregon relative to this Contract. |
| 17. | Force Majeure. Neither Department nor Contractor will be held responsible for delay or default caused by fire, riot, acts of God, terrorist acts, or other acts of political sabotage, or war where such cause was beyond the reasonable control of Department or Contractor, respectively. Contractor will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of the cause, diligently pursue performance of its obligations under this Contract. |
| 18. | Survival. All rights and obligations cease upon termination or expiration of this Contract, except for the rights and obligations set forth in Sections 1, 8, 9, 10, 11, 13, 14, 15, 21, 25, and 26. |
| 19. | Time is of the Essence. Contractor agrees that time is of the essence under this Contract. |
| 20. | Notices and Communication. Except as otherwise expressly provided in this Contract, any communication between the parties or notices required or permitted must be given in writing by personal delivery, email, or by mailing the same, postage prepaid, to Contractor or OBDD at the addresses set forth below, or to such other persons or addresses that either party may subsequently indicate pursuant to this Section. |
Any communication or notice by personal delivery will be deemed effective when actually delivered to the addressee. Any communication or notice so addressed and mailed will be deemed to be received and effective five (5) days after mailing. Any communication or notice given by email becomes effective 1) upon the sender’s receipt of confirmation generated by the recipient’s email system that the notice has been received by the recipient’s email system or 2) the recipient’s confirmation of receipt, whichever is earlier. Notwithstanding this provision, the following notices may not be given by email: notice of default or notice of termination.
| OBDD: | Assistant Director for Economic Development | ||
| Oregon Business Development Department | |||
| 775 Summer Street Suite 200 | |||
| Salem OR 97301-1280 | |||
| Contractor: | According to the Contractor Data and Certification below | ||
| or to such other addresses or numbers as either party may later designate pursuant to this Section 20. Any notice so addressed and mailed is deemed to be given five (5) days after mailing. Any notice by personal delivery is deemed to be given when actually delivered. | |||
| 21. | Severability. The parties agree that if any term or provision of this Contract is declared by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and provisions are not affected, and the rights and obligations of the parties are to be construed and enforced as if the Contract did not contain the particular term or provision held to be invalid. | ||
| 22. | Counterparts. This Contract may be executed in several counterparts, all of which when taken together constitute one agreement binding on all parties, notwithstanding that all parties are not signatories to the same counterpart. Each copy of the Contract so executed constitutes an original. | ||
| 23. | Oregon False Claims Act. Contractor acknowledges that the Oregon False Claims Act, ORS 180.750 to 180.785, applies to this Contract. Contractor certifies the truthfulness, completeness, and accuracy of any statement or claim it has made, it makes, it may make, or causes to be made that pertains to this Contract. | ||
| 24. | Disclosure of Social Security Number. Contractor must provide Contractor’s Social Security number unless Contractor provides a federal tax ID number. This number is requested pursuant to ORS 305.385. Social Security numbers provided pursuant to this authority will be used for the administration of state, federal and local tax laws. | ||
| 25. | Choice of Law; Designation of Forum; Federal Forum | ||
| a. | The laws of the State of Oregon (without giving effect to its conflicts of law principles) govern all matters arising out of or relating to this Contract, including, without limitation, its validity, interpretation, construction, performance, and enforcement. | ||
| b. | Any party bringing a legal action or proceeding against any other party arising out of or relating to this Contract shall bring the legal action or proceeding in the Circuit Court of the State of Oregon for Marion County (unless Oregon law requires that it be brought and conducted in another county). Each party hereby consents to the exclusive jurisdiction of such court, waives any objection to venue, and waives any claim that such forum is an inconvenient forum. | ||
| c. | Notwithstanding the preceding paragraph, if a claim must be brought in a federal forum, then it must be brought and adjudicated solely and exclusively within the United States District Court for the District of Oregon. This Section applies to a claim brought against the State of Oregon only to the extent Congress has appropriately abrogated the State of Oregon’s sovereign immunity and is not consent by the State of Oregon to be sued in federal court. This Section is also not a waiver by the State of Oregon of any form of defense or immunity, including but not limited to sovereign immunity and immunity based on the Eleventh Amendment to the Constitution of the United States. | ||
| 26. | Merger Clause; Waiver. This Contract and attached exhibits constitute the entire agreement between the parties on the subject matter hereof. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Contract. No waiver, consent, modification or change of terms of this Contract binds either party unless in writing and signed by both parties, and all necessary State approvals have been obtained. Such waiver, consent, modification or change, if made, is effective only in the specific instance and for the specific purpose given. The failure of Department to enforce any provision of this Contract does not constitute a waiver by Department of that or any other provision. | ||
| 27. | Amendments. Department may amend this Contract to the extent provided in the solicitation document, if any, from which this Contract arose, and to the extent permitted by applicable statutes and administrative rules. No amendment to this Contract is effective unless it is in writing signed by the parties, and all approvals required by applicable law have been obtained. | ||
| 28. | Attorney Fees and Other Expenses. To the extent permitted by the Oregon Constitution and the Oregon Tort Claims Act, the prevailing party in any dispute arising from this Contract is entitled to recover from the other its reasonable attorney fees, costs and expenses at trial and on appeal. Reasonable attorney fees cannot exceed the rate charged to the State by its attorneys. The Contractor will, on demand, pay to the State reasonable expenses incurred by the State in the collection of such payments. | ||
| 29. | Confidential Information. | ||
| a. | In the course of performing Services under this Contract, Contractor acknowledges that it and its employees or agents may be exposed to or acquire information that is confidential to Department or Department’s clients. Any and all information of any form obtained by Contractor or its employees or agents in the performance of this Contract shall be deemed to be confidential information of Department (“Confidential Information”). Any reports or other documents or items which result from the use of the Confidential Information by Contractor shall be treated with respect to confidentiality in the same manner as the Confidential Information. Confidential Information shall be deemed not to include information that (i) is or becomes (other than by disclosure by Contractor) publicly known or is contained in a publicly available document; (ii) is furnished by Department to others without restrictions similar to those imposed by this Contract; (iii) is rightfully in Contractor’s possession without the obligation of nondisclosure prior to the time of its disclosure under this Contract; or (iv) is independently developed by employees or agents of Contractor who can be shown to have had no access to the Confidential Information. | ||
| b. | Standard of Care. Contractor agrees to hold Confidential Information in strict confidence, using at least the same degree of care that Contractor uses in maintaining the confidentiality of its own confidential information, and not to copy, reproduce, sell, assign, license, market, transfer or otherwise dispose of, give, or disclose Confidential Information to third parties or use Confidential Information for any purposes whatsoever other than the provision of Services to Department hereunder, and to advise each of its employees and agents of their obligations to keep Confidential Information confidential. | ||
| c. | Cooperation. Contractor agrees to comply with all reasonable requests by Department to ensure the confidentiality and nondisclosure of the Confidential Information, including without limitation (i) obtaining nondisclosure agreements, in a form approved by Department, from each of Contractor’s employees and agents who are performing Services, and providing copies of such agreements to Department, and (ii) performing criminal background checks on each of Contractor’s employees and agents who are performing Services, and providing a copy of the results to Department. |
CONTRACTOR DATA AND CERTIFICATION
Name (tax filing):
Address:
Email:
Telephone:
Facsimile:
| Citizenship, if applicable: |
| Non-resident alien |
Yes
No
Business Designation (check one):
Private for-profit, or non-profit Corporation
Professional Corporation
Partnership
Limited Partnership
Limited Liability Company
Limited Liability Partnership
Sole Proprietorship
Other:
Above payment information must be provided prior to Contract approval. This information may be reported to the Internal Revenue Service (IRS) under the name and taxpayer identification submitted. (See IRS 1099 for additional instructions regarding taxpayer ID numbers.) Information not matching IRS records could subject Contractor to 31 percent backup withholding.
ORS 200.090 requires all public agencies to “aggressively pursue a policy of providing opportunities for available contracts to emerging small businesses...” The Oregon Business Development Department encourages recipients and subrecipients to follow good faith efforts in ORS 200.045, available at https://www.oregonlegislature.gov/bills_laws/ors/ors200.html. Additional resources are provided by the Governor’s Office. The Office of Minority, Women, and Emerging Small Business at the Oregon Business Development Department maintains a list of certified firms and can answer questions. Search for certified MWESB firms on the web at: https://oregon4biz.diversitysoftware.com/.
CONTRACTOR DATA AND TAX LAW CERTIFICATION
The undersigned certifies and swears under penalty of perjury that: I am authorized to act on behalf of Contractor, I have authority and knowledge regarding Contractor’s payment of taxes, the taxpayer identification number and other information provided on Contractor’s IRS W-9 form [or for an international vendor: W-8 series form] is correct, Contractor is not subject to tax withholding, and Contractor is not in violation of any Oregon tax laws, including but not limited to a state tax imposed by ORS 320.005 to 320.150 and 403.200 to 403.250 and ORS chapters 118, 314, 316, 317, 318, 321 and 323 and the elderly rental assistance program under ORS 310.630 to 310.706 and local taxes administered by the Department of Revenue under ORS 305.620. Contractor shall continue to comply with the tax laws of this state or a political subdivision of this state during the term of the public contract.
Contractor, by the signature below of its authorized representative, acknowledges that it has read this Agreement, understands it, and agrees to be bound by its terms and conditions.
CONTRACTOR: NO SERVICES MAY OCCUR PRIOR TO NECESSARY STATE APPROVALS
CONTRACTOR
Approval Signature
Title
Date
STATE
Approved as to Legal Sufficiency (All Contracts over $150,000, unless exempted)
Date
DEPARTMENT
Approval Signature
Title
Date
SAMPLE CONTRACT EXHIBIT A – STATEMENT OF WORK AND COMPENSATION
[This is a placeholder and will be completed upon successful negotiation with Contractor.]
If Department determines that any deliverables are not acceptable and that any deficiencies are the responsibility of the Contractor, Department will prepare a detailed written description of any deficiencies and an associated time frame for correction, and deliver such notice to Contractor in a timely manner. Contractor will correct any deficiencies within the time specified in the notice and at no cost to Department. If the corrective work will cause any further delays in Contractor’s Services, the Contractor will submit a plan for regaining the delivery schedule for remaining Services under this Contract, unless otherwise allowed by Department.
The parties may mutually agree in writing to any adjustments to any delivery schedule for Contractor’s obligations under this Contract. Department approval must be given by a person with authority to contractually bind Department. In no event can the adjusted delivery schedule exceed the expiration date of the Contract.
EXHIBIT B – INSURANCE
During the term of this Contract, Contractor will maintain in force at its own expense, each insurance noted below:
| 1. | |X| Required by Department of contractors with one or more workers, as defined by ORS 656.027. | |
| All employers, including Contractor, that employ subject workers, as defined in ORS 656.027, will comply with ORS 656.017 and will provide workers’ compensation insurance coverage for those workers, unless they meet the requirement for an exemption under ORS 656.126(2). Contractor will require and ensure that each of its subcontractors complies with these requirements. | ||
| 2. | |_| Required by Department | |X| Not required by Department |
| Professional Liability insurance with a combined single limit, or the equivalent, of not less than |
|_| $200,000, |_| $500,000, |_| $1,000,000, or |_| $2,000,000 each claim, incident or occurrence This is to cover damages caused by error, omission or negligent acts related to the professional services to be provided under this Contract.
| 3. | |X| Required by Department | |_| Not required by Department |
| General Liability insurance with a combined single limit, or the equivalent, of not less than |_| $200,000, |
|_| $500,000, |X| $1,000,000, or |_| $2,000,000 each occurrence for Bodily Injury and Property Damage. It will include contractual liability coverage for the indemnity provided under this Contract. The policy will be endorsed to name State of Oregon, the Oregon Business Development Commission and its members, and the Oregon Business Development Department, its officers and employees as Additional Insureds but only with respect to the Contractor’s commercial services to be provided under this Contract.
| 4. | |X| Required by Department | |_| Not required by Department | |
| Automobile Liability Contractor will obtain, at Contractor’s expense, and keep in effect during the term of this Contract, Commercial Business Automobile Liability Insurance covering all owned, non-owned, or hired vehicles. This coverage may be written in combination with the Commercial General Liability Insurance (with separate limits). Combined single limit per occurrence cannot be less than |_| Oregon Financial Responsibility Law (ORS 806.060), |_| $200,000, |_| $500,000, or |X| $1,000,000, each accident for Bodily Injury and Property Damage, including coverage for owned, hired or non‑owned vehicles, as applicable. The policy will be endorsed to name the State of Oregon, the Oregon Business Development Commission and its members, and the Oregon Business Development Department, its officers and employees as Additional Insureds but only with respect to the Contractor’s commercial services to be provided under this Contract. | |||
| 5. | Notice of cancellation or change. There will be no cancellation, material change, reduction of limits or intent not to renew the insurance coverage(s) without 30 days prior written notice from the Contractor or its insurer(s) to Department. | ||
| 6. | Certificates of insurance. As evidence of the insurance coverages required by this Contract, the Contractor will furnish acceptable insurance certificates to Department prior to commencing the Services. The certificate will specify “The State of Oregon, the Oregon Business Development Commission and its members, and the Oregon Business Development Department, its officers and employees” as Additional Insureds for Automobile and General Liability. It need not reference a specific Contract name or number. Insuring companies or entities are subject to State acceptance. If requested, complete copies of insurance policies, trust agreements, etc. will be provided to the State. The Contractor is financially responsible for all pertinent deductibles, self‑insured retentions or self‑insurance. |
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