Forest Glen Vault Restroom _RFQ_24LCP001.pdf

VS 04/2024

LANE COUNTY, OREGON

REQUEST FOR QUOTE

Forest Glen Landing: CXT Vault Restroom Installation

Emailed responses due:

Friday, August 16, 2024, 5PM Local Time

Lane County Lane County Public Works – Parks Division

3050 N Delta Hwy Eugene, Oregon 97408

24LCP001/ Forest Glen Landing: CXT Vault Restroom Installation

1. ADVERTISEMENT FOR OFFERS

Notice to Offerors Pursuant Lane County Contracting Policy 20.300.200, Lane County will receive offers for:

Forest Glen Landing: CXT Vault Restroom Installation Until:

Friday, August 16, 2024, 5PM PST

Submitted to:

Rebecca Shepard Parks Planner + Designer Rebecca.SHEPARD@lanecountyor.gov

Single Point of Contact during solicitation process:

“Same as above”

Project Description Lane County Parks is seeking a qualified contractor to install a prefabricated vault restroom at Forest Glen Landing, located at Mile 41 of Highway 126 along the McKenzie River. The vault restroom is an owner provided CXT Precast Concrete Building (model: Tioga Special) and will be delivered to the site and placed by CXT. The County seeks a contractor to perform site preparation, hole excavation, and backfill and compaction.

Interested contractors should provide a lump sum quote for the “Contractor Scope of Work” provided (See Attachment ‘A’).

Solicitation Documents Interested parties may download a complete set of solicitation documents from the Lane County Procurement & Purchasing webpage at: www.lanecounty.org/bids. Changes to the solicitation document will be made only by written addendum. County will publish notice of addenda on the same webpage stated above.

Offers properly submitted and received will be opened immediately following the time offers are due, and a list of the Offerors and prices bid (if applicable) will be promptly sent to all such offerors.

Pre-Offer Conference A VOLUNTARY Pre-Offer Conference will be held on Tuesday, August 13, 2024 (2PM) at Forest Glen Landing. Offerors are not required to attend to be eligible to submit an offer for this project but are advised to do so if a site visit is necessary to submit an offer. Statements made by County staff or representatives are not binding upon the County unless confirmed by written addendum.

Prequalification Not Required.

2. PREPARATION AND SUBMISSION OF OFFERS

2.1 Offer Preparation. Offerors are responsible to read and understand all portions of the solicitation documents, including attachments and addenda, if any, and to include all requirements in their submittals. To be responsive, offers must be made in writing, and address the background, information, questions, criteria, and requests for information contained in the solicitation. Offers must be submitted in the required form and containing all required documents and responses, be signed by the Offeror or its authorized representative, and submitted in the manner and number described in the solicitation.

http://www.lanecounty.org/bids

2.2 Addenda. Changes to the solicitation document will be made only by written addendum.

County will publish notice of addenda on the same County webpage stated above.

Offerors should frequently check the webpage until closing, i.e., at least once weekly until the week of Closing and at least once daily the week of Closing. Addenda shall not be issued without 72 hours of Closing unless the addendum also extends the Closing.

The requirements or clarifications contained in any addenda issued must be included in the offers received and will become part of any resulting contract.

2.3 Offers Subject to Oregon Public Records Law. Offers submitted in response to this solicitation become public records under Oregon law and, following contract award, will be subject to disclosure to any person or organization that submits a public records request. Offerors are required to acknowledge that any submitted materials may be disclosed in its entirety to any person or organization making a records request, except for such information as may be exempt from disclosure under the law. If an offer contains any information that is considered trade secret under ORS 192.345(2), that information must be marked with the following:

“This data constitutes a trade secret under ORS 192.345(2) and shall not be disclosed except in accordance with the Oregon Public Records Law, ORS 192.”

The Oregon Public Records Law exempts from disclosure only bona fide trade secrets, and the exemption from disclosure applies only “unless the public interest requires disclosure in the particular instance.” ORS 192.345(2). Note that cost or price information must be open to public inspection.

If the County receives a records request, including subpoena, covering information the Offeror believes is covered by an applicable public records exemption, it is the Offeror’s responsibility to defend and indemnify the County for any costs associated with establishing such an exemption.

2.4 Nondiscrimination. Submittal of an offer in response to this solicitation evidences offeror’s agreement that in performing the work called for by this solicitation and in securing and supplying materials offeror has not and will not discriminate against: 1) any person on the basis of race, color, religious creed, political ideas, sex, sexual orientation, source of income, age, marital status, physical or mental handicap, national origin or ancestry unless the reasonable demands of employment are such that they cannot be met by a person with a particular physical or mental handicap; and 2) a subcontractor in the awarding of a subcontract because the subcontractor is a minority, woman, or emerging small business certified under ORS 200.055, or a business enterprise that is owned or controlled by, or that employs a veteran as defined in ORS 408.225.

2.5 Offer Submission. Offers must be received by the time and date stated for receipt in the solicitation. To be considered, offers must be submitted in the form and manner stated in the solicitation, complete with an Offeror’s Statements & Certifications Form signed by the Offeror or its authorized representative, responses to all criteria and requirements included in the solicitation, other documents required to be submitted, if any, and contain the number of copies required.

By submitting an offer, Offeror acknowledges that the Offeror has read and understands the terms and conditions applicable to this solicitation and accepts and agrees to be bound by the terms and conditions of the contract, including the obligation to perform the scope of work and meet the performance standards.

2.6 Submittal Format. To be considered, offers must be submitted electronically in accordance with all the following instructions:

2.6.1 Offers must be submitted as an attachment to an email, submitted to the email address stated above,

2.6.2 The subject line of the email must clearly identify the submission as a response to this specific solicitation,

2.6.3 Unless otherwise stated in the Offer Requirements, documents may be submitted in PDF format only, and

2.6.4 Offers must not include .zip files and cannot be more than 30 megabytes in size.

2.7 Correction, Withdrawal, and Late Submissions. An Offeror may withdraw its offer at any time prior to the deadline set for receipt of offers, by email to the person identified for receipt of offers and may submit a new sealed offer in the manner stated in the solicitation. The County will not consider offers received after the time and date indicated for receipt of offers. An Offeror may not modify its offer after it has been submitted to the public officer, other than to address minor informalities as defined by the County, unless the offer is withdrawn and resubmitted as described above.

3. CLARIFICATION OF SOLICITATION DOCUMENTS

3.1 Clarifications. If an Offer finds discrepancies or omissions in the solicitation documents, or is in doubt as to their meaning, the Offeror must immediately notify the public officer designated for receipt of offers or other person identified for submission of questions.

If the public officer believes a clarification is necessary, an addendum will be issued in writing not less than 72 hours prior to the deadline for receipt of offers, and available on the County's Procurement & Purchasing webpage listed above. Addenda issued within 72 hours of Closing will also postpone the date for submission of offers. The requirements or clarifications contained in any addenda so issued must be included in the offers received and will become part of any resulting contract.

The apparent silence of the solicitation documents regarding any detail, or the apparent omission from the solicitation of a detailed description concerning any point, means that only the best commercial or professional practice, material, or workmanship is to be used.

4. OFFER EVALUATION AND AWARD

4.1 Responsiveness. Offers will be reviewed by the public officer for responsiveness to the minimum requirements established by the solicitation, which include, but are not limited to:

• Submission of a completed Offer Statements & Certifications Form in the form included in Attachment B.

• Compliance with solicitation procedures, public contracting laws, and the requirements of the Lane Manual.

• Application of any applicable preferences for goods and services that have been manufactured, produced, or performed in Oregon (ORS 279A.120), Resident Bidders (ORS 279A.120), recycled materials (ORS 279A.125), or printing performed within the State (ORS 282.210).

4.2 Offer Evaluation. If the County awards a contract or purchase order, the County will award the contract to the offeror whose quote will best serve the interests of the County, taking into account price as well as considerations including, but not limited to, experience, expertise, product functionality, suitability for a particular purpose, and contractor responsibility.

In evaluating offers and selecting a contractor, Lane County reserves the right to:

• Reject any and all offers not in compliance with all prescribed procedures, requirements, rules, or laws, and may reject for good cause any and all offers upon the County's finding that it is in the public interest to do so,

• Issue subsequent solicitations for the same or similar scope of work,

• Not award a contract,

• Waive any irregularities or informalities,

• Accept the offer which the County deems to be the most beneficial to the public and Lane County,

• Conduct discussions with apparent Responsive Offerors for the purpose of clarification to assure full understanding of the Offer,

• Negotiate and accept, without re-advertising, the offer of the next-highest scored proposer, in the event that a contract cannot be successfully negotiated with the selected proposer, which may occur prior to the time a final recommendation for award is made for executive approval, and

• Further question any Offeror to substantiate claims of experience, background knowledge, and ability.

4.3 Mistakes in Offers. County shall reject any Offer in which a mistake is evident on the face of the Offer and the intended correct Offer is not evident or cannot be substantiated from documents submitted with the Offer. County may waive, or permit an Offeror to correct, a minor informality.

ATTACHMENT A – SCOPE OF WORK & MINIMUM REQUIREMENTS

1. Introduction.

Lane County Parks is seeking a qualified contractor to install a prefabricated vault restroom at Forest Glen Landing, located at Mile 41 of Highway 126 along the McKenzie River. The vault restroom is an owner provided CXT Precast Concrete Building (model: Tioga Special) and will be delivered to the site and placed by CXT. The County seeks a contractor to perform site preparation, hole excavation, and backfill and compaction.

Interested contractors should provide a lump sum quote for the “Contractor Scope of Work” provided below.

2. Scope of Work.

Lane County Parks is seeking a contractor to perform site preparation, hole excavation, backfill and compaction for the installation of a CXT Vault Restroom.

Contractor Scope of Work:

• Confirm route for delivery truck access and crane operation for CXT vault restroom

• Coordinate delivery of CXT vault restroom to site for final installation (coordination to be done directly through L.B. Foster Innovations – CXT Distributor)

• Provide temporary fencing to secure the construction site

• Provide any necessary traffic control

• Provide erosion control as required by authorities having jurisdiction.

• Site Prep and Installation of CXT vault restroom o Survey and Locates o Tree removal, if needed o Excavation, backfill and compaction (per CXT Tioga Specifications and CXT

Tioga Installation Suggestions) o Furnish, place and compact required aggregate and sand base (per CXT

Tioga Specifications and CXT Tioga Installation Suggestions) o Inspect the seal of containment portion of the vault (per CXT Tioga

Installation Suggestions) o Finish grading of disturbed areas (per CXT Tioga Specifications) o Site Clean-up o Execute steps for Start-Up Procedures (CXT Vault Maintenance Manual)

• Final Inspection

Lane County Parks will provide:

• Project Management and Construction Administration

• Permitting and Approvals - Lane County LMD

L.B. Foster CXT will provide:

• Delivery of prefabricated CXT restroom and vault to site

• Crane to place restroom and vault

• Placement of vault

• Application of adhesive/caulking to connect vault to restroom toilet floor

• Placement of restroom

Project Documents: Plans and Specifications: (attached)

1. Project Location Maps

2. Site Plan

3. CXT – Image (Example)

4. CXT – Double Vault Placement

5. CXT – Double Vault Stubs

6. CXT – Tioga Installation Suggestions

7. CXT – Tioga Specifications

8. CXT – Vault Maintenance Manual

9. CXT – Transport Configuration

10. CXT – Crane Configuration

11. ODOT – 2024 Construction Flyer

Additional Project Information:

Construction Schedule:

Provide Lane County Parks with a construction schedule prior to the issuance of a notice to proceed (NTP)

Communication:

Establish and maintain regular communication with Lane County Parks to ensure that all parties are informed of project progress, changes, and any potential issues.

Regulatory Compliance:

Ensure that all local, state, and federal regulations and codes are adhered to throughout the project. Obtain necessary permits from owner. Obtain necessary permits for construction and ensure compliance with environmental regulations.

Site Assessment:

Confirm on-site conditions. Identify and address any potential challenges related to soil conditions, drainage, or accessibility.

Quality Assurance and Inspections:

Conduct quality assurance to ensure compliance with specifications and standards.

Schedule any required inspections, as well as a final inspection with punch list prior to project completion.

Documentation and Reporting:

Maintain accurate records of all construction activities, inspections, and approvals.

Provide regular progress reports to Lane County Parks Team.

3. Timeline.

Construction timeline: September 15th - November 15th 2024

Note: 3rd Party fabrication (CXT) and delivery of the Vault Restroom estimated at beginning of October, 2024

4. Minimum Requirements. To be considered for award, Offeror must meet the following minimum requirements at the time of offer submission.

4.1. Offer must be deemed a Responsive Offer as defined in OAR 137-046-0110.

4.2. Experience successfully performing similar work.

4.3. Be in possession of all required certifications, licenses, and required registrations to legally perform the work.

4.4. Commit to meeting the highest standards prevalent in the industry or business most closely involved in completing the Scope of Work.

ATTACHMENT B- REQUIRED SUBMITTALS & EVALUATION CRITERIA

1. Required Submittals. The following documents shall be submitted for an Offer to be considered Responsive:

1.1. A completed Offeror’s Statement and Certifications Form.

1.2. Quote Sheet - Lump Sum

1.3. Resource List

1.4. Reference Form

2. Evaluation Criteria

2.1. Offeror must be deemed a Responsible Offeror as defined in OAR 137-046-0110.

2.2. Offers will be evaluated based on price as well as considerations including, but not limited to, experience, expertise, product functionality, suitability for a particular purpose, and contractor responsibility.

PROJECT WAGE RATES

Minimum Wage Requirements - This Project is State prevailing wage rate requirements. Not less than the existing State prevailing wage rates shall be paid to workers according to

00170.65(b) and 00170.65(e).

Applicable Wages - Prevailing wage rates published in the following wage determinations and any applicable modifications or amendments apply to this Project and are incorporated by reference:

(1) Oregon Bureau of Labor and Industries (BOLI), "Prevailing Wage Rates For Public

Works Contracts in Oregon".

The existing State prevailing wage rates last published prior to the time of Bid Opening, which is stated on the Description of Work page, apply to this Project.

Wage Rates are Internet-Accessible - ODOT provides the applicable BOLI wage rates on the

Project Wages web page at:

https://www.oregon.gov/ODOT/Business/Pages/Project-Wages.aspx

Wage Rates are Subject to Change - Modifications or amendments to the BOLI wage rates applicable to this Project may occur any time before Bid Opening. Bidders are responsible to monitor the ODOT web page for modifications and amendments up until Bid Opening https://www.oregon.gov/ODOT/Business/Pages/Project-Wages.aspx

OFFEROR’S STATEMENTS AND CERTIFICATIONS FORM

Offeror's Name:

Solicitation Title:

OFFEROR STATEMENTS

Offer. Offeror offers to provide the required goods or services in accordance with the requirements of the solicitation stated above and the enclosed offer. The undersigned Offeror declares that the Offeror has carefully examined the above-named solicitation including all addenda, and that, if this Offer is accepted, Offeror will execute a contract with the County to furnish the goods or services of the Offer submitted with this form. Offeror attests that the information provided is true and accurate to the best of the personal knowledge of the person signing this Offer, and that the person signing has the authority to represent the individual or organization in whose name this Offer is submitted.

Offeror's Acceptance of Terms and Conditions. By execution of this Form, the undersigned Offeror accepts all terms and conditions of this solicitation, sample contract, and insurance requirements. Offeror agrees that the offer submitted for this solicitation will remain irrevocable for a period of 60 days from the date offers are due.

Offeror's Acknowledgement of Public Records Law. By execution of this Form, the undersigned Offeror acknowledges that its entire offer is subject to Oregon Public Records Law (ORS 192.410–192.505) and may be disclosed in its entirety to any person or organization making a records request, except for such information as may be exempt from disclosure under the law. Offeror agrees that all information included in this offer that is claimed to be exempt from disclosure has been clearly identified either in the Offeror Statement, or in an itemization attached hereto. Offeror further acknowledges its responsibility to defend and indemnify the County for any costs associated with establishing a claimed exemption.

ADDENDA

Offeror has received and considered, in the accompanying offer, the terms of the following addenda, if any:

CERTIFICATIONS

By signing this Offeror's Certification form, Offeror certifies that:

1. Certification of Resident Bidder Status. Offeror is _____is not _____ (check one) a Resident Bidder, as defined in ORS 279A.120.

2. Certification of Non-Discrimination. Offeror has not discriminated and will not discriminate against a subcontractor in awarding a subcontract because the subcontractor is a disadvantaged business enterprise, minority-owned business, woman-owned business, a business that a service-disabled veteran owns, or an emerging small business that is certified under ORS 200.055.

3. Certification of Non-Collusion. This offer is made without connection or agreement with any individual, firm, partnership, corporation, or other entity making an offer for the same services and is in all respects fair and free from collusion or collaboration with any other Offeror.

4. Certification of Compliance with Tax Laws. Offeror has, to the best of Offeror's knowledge, complied with Oregon tax laws in the period prior to the submission of this offer, including:

(a) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318,

(b) Any tax provisions imposed by a political subdivision of this state that applied to Offeror or its property, goods, services, operations, receipts, income, performance of or compensation for any work performed, and

(c) Any rules, regulations, charter provisions, or ordinances that implemented or enforced any of the foregoing tax laws or provisions.

The undersigned, by signature here, acknowledges, accepts, and certifies to the statements and certifications as stated above.

OFFEROR

Authorized signature Offeror’s legal name

Name of authorized signer Address

Title

Date Federal Tax ID number

OPTIONAL CONTACT INFORMATION REGARDING THIS OFFER

Contact name

Telephone number

Email address

QUOTE SHEET

Solicitation Title:

The proposed prices include all fees, taxes, handling, transportation, and all other charges incidental to the requested work. Estimated quantities are for the purpose of generating a total quote amount and are not a guarantee of amounts to be purchased.

Description Unit Price Estimated Qty

Total Amount (unit price X qty)

TOTAL QUOTE $

RESOURCE LIST

Equipment Type Model / Age Owned / Leased

REFERENCES FORM

Company: Contact Name:

Address: City, State, Zip:

Phone Number: Fax:

Project Name and Location:

Year and Project Description:

Phone Number: Fax:

Phone Number: Fax:

ATTACHMENT C – SAMPLE CONTRACT AND INSURANCE REQUIRED

1. CONTRACT FORM. The contract resulting from this solicitation will be prepared using the standard Lane County contract form checked here. The County’s standard contract forms may be downloaded from the Lane County Procurement & Purchasing webpage at:

www.lanecounty.org/bids.

Purchase Order with Standard County Conditions A-1 Goods and/or Services Contract form

X A-6 Construction Contract form (non-AIA) Other contract form included with this solicitation

2. INSURANCE REQUIREMENTS. The insurance requirements for the contract resulting from this solicitation will be as stated on the following page, "INSURANCE COVERAGES

REQUIRED".

http://www.lanecounty.org/bids

Page 1 of 9 – Contract Title

LANE COUNTY CONSTRUCTION CONTRACT (Contract Form A-6, rev. 06/04/2024)

CONSTRUCTION CONTRACT EXAMPLE

This Contract is entered into by and between Lane County, a political subdivision of the State of Oregon (“County”), and Contractor’s legal name, a state of origin and entity type (“Contractor”), each a “party,” and referred to collectively in this Contract as “the parties.”

County and Contractor agree as follows:

1. STATEMENT OF WORK (the “Work”)

1.1 Contractor will furnish or perform a brief description of the work, OR if not described elsewhere, a detailed description of the work in accordance with the requirements of this Contract.

1.2 The scope of Contractor's Work is further described in Exhibit A.

1.3 Contractor must perform the Work in a manner consistent with the offers and statements in Exhibit E.

2. CONTRACT DOCUMENTS

2.1 The Contract. The Contract consists of this Contract Form and the following listed exhibits, which are incorporated into the Contract as referenced here. There are no other Contract documents unless specifically referenced in this Contract.

2.2 Exhibits. With this document, the following Exhibits are incorporated into the Contract:

• Exhibit A Scope of Work

• Exhibit B Standard County Contract Conditions

• Exhibit C Standard County Contract Conditions for Public Improvement Contracts

• Exhibit D Insurance Coverages Required

• Exhibit E Contractor's Proposal

• Exhibit X Enter any additional exhibits here

2.3 Precedence. In the event of a conflict between the requirements of any documents listed in subsections 2.1 and 2.2 above, the conflict must be resolved in the following order of precedence: first, this Lane County Goods/Services Contract Form, then in order: Exhibit D, Exhibit C, Exhibit B, Exhibit A, Exhibit E, other Exhibits.

3. CONSIDERATION AND PAYMENT

3.1 Consideration. In consideration for Contractor's performance, County agrees to pay amount in words and figures. County is not obligated to pay any amount greater than that stated here.

3.2 Payment. Payment will be made periodically as the Work progresses, based on monthly progress invoices submitted by

Contractor based on an approved Schedule of Values and percentage of completion. All payments will be made in accordance with the requirements of ORS 279C.550 through 279C.570, based on 5% retainage. Prior to approval and payment, County may require, and if required Contractor must provide, any information which County deems necessary to verify work has been performed properly in accordance with the Contract and the requirements of ORS chapter 279C.

4. EFFECTIVE DATE AND DURATION

4.1 Effective Date. Upon the signature of all parties, this Contract is effective specific start date, OR delete this highlighted text to make it effective upon signature.

4.2 Duration. Unless extended or terminated earlier in accordance with its terms, this Contract will terminate upon completion and acceptance of the Work. However, such expiration shall not extinguish or prejudice either party's right to enforce this Contract with respect to any breach or default in performance which has not been cured.

5. AUTHORIZED REPRESENTATIVES AND NOTICE. Each of the parties designates the following individuals as its authorized representative for administration of this Contract. Either party may designate a new authorized representative by written notice to the other.

5.1 County's Authorized Representative. representative’s name, title, telephone number, email address, and any other desired contact information here. If none, state "None assigned”.

5.2 Contractor's Authorized Representative. representative’s name, title, telephone number, email address, and any other desired contact information here. If none, state "None assigned”.

Any notice, demand, consent, approval, or other communication to be given under this Contract must be in writing and provided by email addressed to the party’s authorized representative, except as provided below in this section. However, if, in either party’s discretion, email is not the most appropriate method for providing notice, then notice may be provided by personal delivery;

certified mail, postage prepaid, return receipt requested; or nationally recognized overnight courier. The effective date of notice shall be: for notice by email, the date and time sent if sent between the hours of 8 am and 5 pm, otherwise effective at 8am the following Business Day; for notice delivered in person, the date and time of delivery; for notice by U.S. mail, three days after the date of certification; and for notice by overnight courier, the next business day after deposit with the courier. If no representative is identified in this section, notice may be given to the person executing the Contract on behalf of that party below.

Page 2 of 9 – Contract Title

6. MULTIPLE COUNTERPARTS. The Contract and any subsequent amendments may be executed in several counterparts, facsimile or otherwise, all of which when taken together will constitute one agreement binding on all parties, notwithstanding that all parties are not signatories to the same counterpart. Each copy of the Contract and any amendments so executed will constitute an original.

7. SPECIAL CONTRACT PROVISIONS.

7.1 Performance and Payment Bonds. The Contractor is is not required to provide 100% performance and payment bonds in accordance with ORS 279C.380. No separate payment is due to Contractor for such bonds.

7.2 Enter here any agreed modifications to the terms contained in the contract conditions or exhibits, OR if none, delete this section or state “Not Used.”

SIGNATURES FOLLOW ON NEXT PAGE

Page 3 of 9 – Contract Title

SIGNATURES

CONTRACTOR’S CERTIFICATIONS:

BY EXECUTION OF THIS CONTRACT, THE UNDERSIGNED CERTIFIES TO COUNTY THAT:

▪ The undersigned person has the power and authority to execute this Contract on behalf of Contractor, and to bind Contractor to its terms,

▪ Contractor will, at all times during the term of this Contract, be qualified and professionally competent, and possess any licenses required to perform the Work,

▪ Contractor has not discriminated against minority, women or small business enterprises or a business that is owned or controlled by or that employs a disabled veteran as defined in ORS 408.225, and

▪ The Contractor has, to the best of its knowledge, complied with Oregon tax laws in the period prior to the execution of this Contract, and will continue to comply with such laws during the entire term of this Contract, including:

(a) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318,

(b) Any tax provisions imposed by a political subdivision of this state that applied to Proposer or its property, goods, services, operations, receipts, income, performance of or compensation for any work performed, and

(c) Any rules, regulations, charter provisions, or ordinances that implemented or enforced any of the foregoing tax laws or provisions.

▪ Pursuant to ORS 305.385(6) and OAR 150-305-0302, the undersigned as Contractor hereby swears and affirms under penalty of perjury that, to best of my knowledge, Contractor is not in violation of any tax laws described in ORS 305.380 (4)(a).

EACH PARTY, BY EXECUTION OF THIS CONTRACT, HEREBY ACKNOWLEDGES THAT IT HAS READ THIS CONTRACT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.

CONTRACTOR: COUNTY:

ENTER CONTRACTOR'S LEGAL NAME LANE COUNTY

By: By:

Title: Title:

Date: Date:

Address: Lane County, Public Service Building 125 E. 8th Avenue Eugene, Oregon 97401

Tax ID No.:

Page 4 of 9 – Exhibit B of Contract Title

EXHIBIT B – STANDARD COUNTY CONTRACT CONDITIONS

1. CONTRACTOR’S STATUS

1.1 Independent Contractor. The performance of this Contract is at Contractor’s sole risk. The service or services to be rendered under this Contract are those of an independent contractor that is not an officer, employee or agent of the County as those terms are used in ORS 30.265. Notwithstanding the Oregon Tort Claims Act or the provisions of any other contract, Contractor is acting as and assumes liability of an independent contractor as to any claims between County and Contractor. Contractor is solely liable for any workers' compensation coverage; social security, unemployment insurance or retirement payments; and federal or state taxes due as a result of payments under this Contract, whether due on account of Contractor or Contractor’s subcontractor, if any.

1.2 Contractor Not Employee. Contractor is not currently employed by County and will not be under County's direct control, and will not be eligible for any Federal Social Security, State Workers' Compensation, unemployment insurance or Public Employees Retirement System benefits from this Contract.

2. INSURANCE AND INDEMNIFICATION

2.1 Contractor's Required Insurance. Contractor must provide and maintain all insurance called for on the Exhibit entitled

"Insurance Coverages Required" and must notify Lane County Risk Management of any material reduction or exhaustion of aggregate limits. Contractor may not commence any work until Contractor furnishes evidence of all required insurance specified by the County, and has obtained the County's approval as to limits, form, and amount. Commercial General Liability and Auto Liability coverage must include an Additional Insured Endorsement naming the County and its officers, agents, and employees that includes completed operations, and which is primary and non-contributory with any other insurance and self-insurance.

2.2 Contractor to Maintain Insurance. Contractor may not cancel, materially change, or not renew insurance coverages. If any policy is canceled before final payment by County to Contractor, Contractor must immediately procure other insurance meeting the requirements. Any insurance bearing on adequacy of performance must be maintained after completion of the Contract for the full guarantee period. If Contractor fails to maintain any required insurance, County reserves the right to procure such insurance and to charge the cost to Contractor.

2.3 Workers' Compensation. Contractor, its subcontractors, and all employers working under this Contract are subject employers under Oregon Workers' Compensation Law, and must comply with ORS 656.017 and provide Workers' Compensation coverage for all their subject workers unless exempt under ORS 656.126.

2.4 No Limitation. Nothing contained in these insurance requirements limits the extent of Contractor’s responsibility for payment of damages resulting from Contractor’s operation under this Contract.

2.5 Contractor's Indemnification. To the fullest extent permitted by law, and to the extent otherwise provided for in private contracts of insurance, Contractor shall indemnify, defend, and hold harmless the County and its officers, agents, employees, and volunteers from all damages, losses and expenses, including but not limited to attorney fees and costs related to litigation, and to defend all claims, proceedings, lawsuits, and judgments arising out of or resulting from Contractor's performance of or failure to perform under this Contract. The provisions of the foregoing notwithstanding, Contractor will not be required to indemnify County for any liability arising solely out of wrongful acts of County's own officers, agents, or employees.

2.5.1 If the Work of this Contract includes work product or any tangible or intangible items delivered to County under the Contract that may be the subject of protection under any state or federal intellectual property law or doctrine, this indemnification shall extend to any claim that the County's use thereof infringes any patent, copyright, trade secret, trade mark, or other proprietary right of any third party.

3. CONTRACTOR'S OBLIGATIONS

3.1 Except as provided in the bidding or procurement documents, Contractor must meet the highest standards prevalent in the industry or business most closely involved in providing the goods or services required by this Contract.

3.2 Contractor must make all provisions of the Contract applicable to any subcontractor performing work under the contract.

3.3 Contractor agrees that County will not be responsible for any losses or unanticipated costs suffered by Contractor as a result of the contractor's failure to obtain full information in advance in regard to all conditions pertaining to the work.

3.4 Contractor agrees that any prepayment issued by Lane County will be returned if this agreement is terminated.

3.5 Contractor certifies that Contractor has all necessary licenses, permits, or certificates of registration necessary to perform the Contract and further certifies that all subcontractors will likewise have all necessary licenses, permits or certificates before performing any work. The failure of Contractor to have or maintain such licenses, permits, or certificates is grounds for rejection of a bid or immediate termination of the Contract.

Page 5 of 9 – Exhibit B of Contract Title

3.6 Contractor may not permit any lien or claim to be filed or prosecuted against the County on account of any labor or material furnished, shall assume responsibility for satisfaction of any lien so filed or prosecuted and shall defend against, indemnify and hold the County harmless from any such lien or claim.

3.7 Unless otherwise provided by the Contract or law, Contractor agrees that County and its duly authorized representatives may have access to the books, documents, papers, and records of Contractor which are directly pertinent to this Contract for the purpose of making audits, examinations, excerpts, copies and transcripts. Contractor shall retain and keep accessible such books, documents, papers, and records for a minimum of 10 years after County makes final payment on the Contract. Copies of applicable records must be made available upon request, and payment of copy costs is reimbursable by County.

4. CONTRACTOR’S OBLIGATIONS REQUIRED BY LAW

4.1 Contractor must promptly make payments for labor and material, and pay all contributions due to the Industrial Accident

Fund, in accordance with ORS 279B.220 or ORS 279C.505, as applicable.

4.2 Contractor must promptly make payments for any costs described in ORS 279B.230 and 279C.530, as applicable.

4.3 Contractor must comply with requirements related to employed persons’ hours of work and payment for overtime work, in accordance with ORS 279B.235, 279C.520, and 279C.540, as applicable.

4.4 If Contractor is a nonresident bidder and the Contract price exceeds $10,000, Contractor must promptly report to the

Department of Revenue on forms provided by that Department the total contract price, terms of payment, length of contract and such other information as the Department may require before the County will make final payment on the contract, in accordance with ORS 279A.120.

4.5 Contractor and any subcontractor must pay to the Department of Revenue all sums withheld from employees, in accordance with ORS 316.167.

4.6 Contractor acknowledges that, pursuant to ORS 210.190, no payment may be made by County on account of this Contract if Contractor is indebted to Lane County in any manner, except for taxes not delinquent. Contractor expressly grants County the right to deduct from any payments due on this Contract the amount necessary to satisfy such indebtedness until any such debt has been satisfied.

4.7 Equal Employment Opportunity. During the performance of this Contract, Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. Contractor will comply with all applicable requirements of 29 CFR Part 471, Appendix A to Subpart A (copy available at: www.dol.gov/olms/regs/compliance/EO13496.htm), and will include the terms of these requirements in all subcontracts entered into under this Contract.

4.8 Oregon False Claims Act. Contractor acknowledges that the Oregon False Claims Act (ORS 180.750 to 180.785) applies to any action or conduct by Contractor pertaining to this Contract that constitutes a “claim” as defined by the Act. By its execution of this Contract, Contractor certifies the truthfulness, completeness, and accuracy of any statement or claim it has made may make, or causes to be made that pertains to this Contract or to the Work of the Contract.

4.9 Compliance with Law. In connection with its activities under this Agreement, Contractor must comply with all applicable federal, state and local law, including all applicable provisions of the Americans with Disabilities Act of 1990, 42 USC Section 12101 et seq. and Section 504 of the Rehabilitation Act of 1973.

5. MODIFICATION AND TERMINATION

5.1 Modification. No modification or amendment to this Contract will bind either party unless in writing and signed by both parties. In lieu of termination pursuant to subsection 5.2.4 below, County may propose modifications to the Contract sufficient to allow County to perform its obligations.

5.2 Termination:

5.3 The parties may jointly agree to terminate this Contract at any time by written agreement.

5.4 County may terminate this Contract for its convenience at any time with no liability on its part, except to pay for services previously provided, by giving Contractor not less than 30 days' advance written notice.

5.5 If County reasonably believes that Contractor is in material breach of Contractor’s obligations or any representation or warranty contained in this Contract, County may suspend the Work of this Contract at any time without notice. Upon notice to Contractor of such breach, and failure of Contractor to cure such breach within 7 days of receipt of County’s notice, County may terminate this Contract.

5.6 County certifies that it has sufficient funds currently authorized for expenditure to finance the costs of this Contract for the period within the current budget. However, Contractor understands and agrees that: (1) if County fails to appropriate funds for any successive budget year, the Contract will terminate at the end of the last fiscal year for which payments have been appropriated, and (2) if County’s funding, appropriations, or expenditure authority are reduced to a level insufficient, in County’s reasonable administrative discretion, to perform its obligations under this Contract, County may terminate this Contract immediately upon notice to Contractor.

http://www.dol.gov/olms/regs/compliance/EO13496.htm

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5.7 Upon termination pursuant to this subsection, County will have no further obligation to Contractor except for payments for amounts earned prior to the termination date.

5.8 Remedies and Default. County may exercise any of the following remedies for Contractor's failure to perform the scope of work or failure to meet established performance standards: reduce or withhold payment; require Contractor to perform, at Contractor's expense, additional work necessary to perform the identified scope of work or meet the established performance standards; or declare a default, terminating the Contract and seeking damages and other relief available under the terms of the Contract or applicable law.

5.9 Force Majeure. Neither County nor Contractor will be held responsible for delay or default due to force majeure acts, events or occurrences, including but not limited to fires, riots, wars, and epidemics, unless such delay or default could have been avoided by the exercise of reasonable care, prudence, foresight, and diligence by that party. If delays or nonperformance are caused by a subcontractor of Contractor, Contractor will be liable for such supplies or services if the supplies or services were obtainable from other sources in sufficient time to permit Contractor to meet the required schedule. County may terminate this Contract upon written notice after determining that a delay or default caused by force majeure acts, events, or occurrences will reasonably prevent successful performance of the Contract.

6. DISPUTE RESOLUTION

6.1 Dispute Resolution. The parties are required to exert every effort to cooperatively resolve any disagreements that may arise under this Contract. This may be done at any management level, including at a level higher than the persons directly responsible for administration of the Contract. In the event that the parties alone are unable to resolve any conflict under this Contract, they are encouraged to resolve their differences through mediation or other cooperative dispute resolution process.

6.2 Choice of Law, Venue, and Jurisdiction. All matters in dispute between the parties to this Contract arising from or relating to the Contract, including without limitation alleged tort or violation, are governed by, construed, and enforced in accordance with the laws of the State of Oregon without regard to principles of conflict of laws. All disputes and litigation arising out of this Contract will be decided by the state or federal courts of Oregon, CONTRACTOR HEREBY CONSENTS TO THE IN PERSONAM JURISDICTION OF SAID COURTS AND WAIVES ANY OBJECTION TO VENUE IN SUCH COURTS, AND WAIVES ANY CLAIM THAT SUCH FORUM IS AN INCONVENIENT FORUM. Venue for all disputes and litigation will be in Lane County, Oregon. This section does not constitute a waiver by County of any form of defense or immunity, whether governmental immunity or otherwise, from any claim or from the jurisdiction of any court.

6.3 Attorney Fees. In the event an action, suit of proceeding, including appeals, is brought for failure to observe any of the terms of this Contract, each party shall be responsible for that party's own attorney fees, expenses, costs and disbursements for the action, suit, proceeding or appeal.

7. MISCELLANEOUS PROVISIONS

7.1 Taxes

7.2 County’s Tax-Exempt Status. County is a political subdivision of the State of Oregon, and has been granted tax-exempt status by the Internal Revenue Service, affirmed March 26, 2010, reference number 0248464840. County is not obliged to pay or reimburse any costs for taxes upon goods or services furnished under this Contract. Such taxes are included in Contractor’s administrative costs for the Contract and any changes thereto.

7.3 Contractor’s Taxes. Contractor is independently responsible for its obligations for federal, state, and local sales and income taxes, including the Oregon Corporate Activity Tax, and no amount will be chargeable to County for such taxes.

7.4 Public Records. The parties acknowledge that this Contract and all records held by County are public records and subject to public disclosure unless a statutory exemption applies, and agrees that County shall have no liability for the disclosure of any confidential information in response to a public records request where such disclosure is required by court or district attorney order, or by County’s good faith interpretation of its statutory requirements.

7.5 Merger and Construction. This Contract contains the entire agreement of County and Contractor with respect to the subject matter of this Contract, and supersedes all prior negotiations, agreements and understandings. This Contract is the result of an open procurement process and negotiations between the parties, and the provisions of this Contract are to be interpreted and their legal effects determined as a whole, with no part to be construed against the drafter of such part.

7.6 Waiver. Failure of County to enforce any provision of this Contract does not constitute a waiver or relinquishment by County of the right to such performance in the future nor of the right to enforce that or any other provision of this Contract.

7.7 Severability. If any provision of this Contract is declared by a court 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 provision held to be invalid.

7.8 Survival. The provisions of this Contract with respect to governing law, indemnity, insurance for completed products and operations, warranties, guarantees and, if included in the Contract, attorney fee provisions and limitations, will survive termination or completion of the Contract.

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7.9 Time is of the Essence. The parties agree that time is of the essence with respect to all provisions of this Contract.

7.10 Non-Assignment. Contractor may not assign or transfer its interest in this Contract without prior written approval of

County.

7.11 Binding on Successors and Assigns. The provisions of this Contract are binding upon and inure to the benefit of the parties to this Contract, their respective successors, and permitted assigns.

7.12 No Third-Party Beneficiaries. County 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 may be construed to give or provide any benefit or right to third persons, either directly or indirectly, that is greater than the rights and benefits enjoyed by the general public, unless that party is identified by name in this Contract.

7.13 Headings. The headings and captions in this Contract are for reference and identification purposes only and may not be used to construe the meaning or to interpret the Contract.

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EXHIBIT C – STANDARD COUNTY CONTRACT CONDITIONS FOR PUBLIC IMPROVEMENT CONTRACTS

1. EMPLOYEE DRUG TESTING PROGRAM. Pursuant to ORS 279C.515, Contractor must demonstrate that an employee drug testing program is in place. ORS 279C.505(2).

2. CONTRACTOR’S CONTROL OF THE WORK

2.1 Prosecution of the Work. Contractor must plan, schedule, supervise, and direct the Work using the Contractor’s best skill and attention. Contractor has sole control and responsibility for coordinating the Work and for construction means, methods, techniques, sequences, and processes.

2.2 Safety. Contractor must take all necessary precautions for the safety of Contractor’s employees, subcontractors, suppliers, inspectors, and all other invitees, licensees, or visitors on or adjacent to the premises where any part of the Work is being performed, and must comply with the requirements of the Contract Documents, best practices, and all applicable provisions of Federal, State, and local law relating to codes and safety. Contractor must erect and properly maintain at all times, as required by the conditions and progress of the Work, all safeguards necessary for protection of workers and the public against any hazards presented by the Work.

2.3 Compliance with County Policies. Contractor must, in the course of carrying out Contractor's Work, comply at all times with the then-current "Mandatory County Policies for Vendors" published on County's Procurement and Purchasing webpage at: www.lanecountyor.gov/bids.

2.4 Warranty. Contractor warrants to County that the materials and equipment furnished under this Contract will be of good quality and new unless the Contract permits otherwise, that the Work will conform to the requirements of the Contract and be free from defects, except for those inherent in the materials or methods required or allowed. Work or materials conforming to the requirements of the Contract may be considered defective. This warranty excludes damage caused by abuse, alterations, improper or insufficient maintenance or operation, or normal wear and tear.

3. CHANGES AND CLAIMS

3.1 Changes

3.1.1 Changed Conditions. If Contractor encounters conditions…