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WESTERN OREGON UNIVERSITY

INVITATION TO BID

DATE: September 3, 2021

BID TYPE: Contract as a Result of Invitation to Bid

PROJECT: INSTRUCTIONAL TECHNOLOGY CENTER (ITC) WINDOW COVERINGS

PROJECT DESCRIPTION: This project is for the furnish and install of roller shade window coverings in the Instructional Technology Center (ITC) located on the campus in Monmouth, OR. Project specifications are outlined in the attached Scope of Work.

PROJECT MANAGER: Gabriela Eyster PHONE: 503 838-9388 or EMAIL: eysterg@wou.edu

CONTRACT ADMINSTRATION: Donna Litchfield PHONE: 503-838-8903, EMAIL: litchfieldd@wou.edu

SITE INSPECTION: Mandatory pre-bid walkthrough is scheduled for Wednesday, September 8, 2021 starting at 2:00 PM meeting at project site.

PROJECT COMPLETION DATE: ASAP

No work shall commence under this contract until insurance requirements have been met and a Notice to Proceed has been issued.

ATTACHMENTS:

• WOU General Conditions for Public Improvement Contracts (B-8) November 2018

• Scope of Work

INSTRUCTIONS TO BIDDERS

Each bidder must read and comply with the following instructions. Failure to do so may result in bid rejection.

BID CLOSING DATE: Bids must be received by 3:00 PM, Wednesday, September, 15, 2021. Bids received after the time fixed will not be considered. Bids will be opened at the time stated above.

BID SUBMISSION AND FORMAT: The following must be submitted for bid acceptance:

• BID FORM (EXCEL SPREADSHEET)

• BIDDER DISCLOSURE FORM

• WESTERN OREGON CERTIFICATIONS

• CONTRACT AS A RESULT OF INVITATION TO BID

Bids may either be emailed to bids@wou.edu, hand delivered to the Physical Plant Facilities Services Office, or mailed to:

Western Oregon University Facilities Services-Planning Office

345 N. Monmouth Ave.

Monmouth, OR 97361

No oral or faxed bids will be accepted.

BID BOND/PERFORMANCE/ PAYMENT BOND: None required if bids are less than $100,000.

PREVAILING WAGE RATE NOTE: Prevailing Wages Rates requirements apply to this Project. Please refer to the July 1, 2021 rates found at https://www.oregon.gov/boli/employers/Pages/prevailing-wage-rates.aspx for appropriate rates of wages.

BID MODIFICATION: Modifications or erasures made before bid submission should be initialed in ink by the person signing the bid. Bids, once submitted, may only be modified in writing before the time and date set for bid closing. Any modifications should be prepared on company letterhead, signed by an authorized representative, and state that the new document supersedes or modifies the prior bid. Bidders may not modify bid after bid closing time.

BID ADDENDA: Only documents issued as addenda serve to change the plans and specifications in any way. No other direction received by the Contractor, written or verbal, serves to change these documents.

Bidders must acknowledge all addenda on their bid form where indicated.

mailto:eysterg@wou.edu mailto:litchfieldd@wou.edu mailto:bids@wou.edu https://www.oregon.gov/boli/employers/Pages/prevailing-wage-rates.aspx https://www.oregon.gov/boli/employers/Pages/prevailing-wage-rates.aspx

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BID WITHDRAWAL: Bids may be withdrawn in writing on company letterhead signed by an authorized representative and received by the WOU Planning Office prior to bid closing time. Bids may also be withdrawn in person before bid closing time upon presentation of appropriate identification.

METHOD OF AWARD: This bid shall be awarded on an “all or none” basis. Award will be given to the bidder who offers the best bid to WOU, as in the best interest of WOU. WOU reserves the right to withdraw any item from the award if it is in the best interest of WOU to do so. WOU reserves the right to reject any or all bids.

CONTRACTOR NOTIFICATION: WOU will not knowingly contract with or procure goods or services from any Entity that discriminates on the basis of age, disability, national origin, race, marital status, religion, sex, or sexual orientation.

Bidders and Proposers will certify, as part of the Bids or Bids that such Bidder or Proposer has not discriminated against Minority, Women, or Emerging Small Business Enterprises in obtaining any required subcontracts.

All Contractors are hereby notified that the Board has adopted policies applicable to Contractors that prohibit sexual harassment and the Contractor’s company and employees are required to adhere to the Institution’s policy prohibiting sexual harassment in their interactions with members of the Institution’s community.

Contractors will use recyclable products to the maximum extent economically feasible in the performance of the Contract.

STATEMENT OF INSURANCE: All Contractors will provide and maintain bonding and/or insurance required by the Institution. Statements must be received by Western Oregon University Physical Plant Planning Office within ten (10) business days of notification of award. Failure to present the required documents within ten

(10) business days may be grounds for bid rejection.

WORKERS COMPENSATION: The Contractor, its subcontractors, if any, and any other employers providing work, labor or materials under this Project Contract are subject employers under the Oregon Workers' Compensation Law and shall either comply with ORS 656.017, which requires such employers to provide Oregon Workers' Compensation coverage for all their subject workers working in Oregon, or shall comply with the exemption in ORS 656.126.

Western Oregon University encourages bids from Minority, Women and Emerging Small Businesses.

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BIDDER DISCLOSURE FORM

PROJECT NAME: INSTRUCTIONAL TECHNOLOGY CENTER (ITC) WINDOW COVERINGS

SIGNATURE ON BID: Each bidder must read and comply with the following sections. Failure to do so may result in bid rejection. Signature on a bid certifies that the:

1. Bidder agrees to furnish all material, equipment, and labor, necessary to finish this project complete, except as may be noted elsewhere in the contract documents. The work shall be completed within the time stipulated and specified in the Bid Document

2. Bid is made without connection with any person, firm, or corporation making a bid for the same goods and/or services and is in all respects fair and without collusion or fraud.

3. The Undersigned certifies that: (1) This Bid has been arrived at independently and is being submitted without collusion with and without any agreement, understanding, or planned common course of action with any other vendor of materials, supplies, equipment or services described in the Invitation to Bid designed to limit independent bidding or competition; and (2) The contents of the Bid have not been communicated by the Undersigned or its employees or agents to any person not an employee or agent of the Undersigned or its surety on any Bond furnished with the Bid and will not be communicated to such person prior to the official opening of the Bid.

4. The Undersigned agrees, if awarded a contract, to comply with the provisions of ORS 279C.800 through 279C.870 pertaining to the payment of the prevailing rates of wage dated July 1, 2021.

5. Contractor’s CCB registration no. As a condition to submitting a bid, a Contractor must be registered with the Oregon Construction Contractors Board in accordance with ORS 701.035 to 701.055, and disclose the registration number. Failure to register and disclose the number will make the bid unresponsive and it will be rejected, unless contrary to federal law.

6. The contractor and every subcontractor must have a public works bond filed with the Construction Contractors Board before starting work on the project, unless exempt. ORS 279C.830(2)(a); OAR 839- 025-0020(6)(e)

7. The successful Bidder hereby certifies that all subcontractors who will perform construction work as described in ORS 701.005 were registered with the Construction Contractors Board in accordance with ORS 701.035 to 701.055 at the time the subcontractor(s) made a bid to work under the contract.

8. The Undersigned HAS , HAS NOT paid unemployment or income taxes in Oregon within the past 12 months and HAS , HAS NOT a business address in Oregon.

9. Bidder has read and understands all bid documents including the terms and conditions associated with the WOU General Conditions for Public Improvement Contracts (WOU Contract Form B-8) and the WOU Supplemental General Conditions to the General Conditions for Public Improvement Contracts (WOU Contract Form B-7), if applicable.

10. No consideration will be given to any claim resulting from bidding without comprehending all requirements of the contract documents.

CONTRACTOR SIGNATURE: _______________________________________ DATE: ____________

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WESTERN OREGON UNIVERSITY CERTIFICATIONS

Each Bidder must read, complete, and submit a copy of this Western Oregon University Certification with their Bid. Failure to do so may result in rejection of Bid. By signature on this Certification the undersigned certifies that they are authorized to act on behalf of the Bidder and that under penalty of perjury the undersigned will comply with the following:

SECTION I. OREGON TAX LAWS

As required in ORS 305.385(6) the undersigned hereby certifies that to the best of the undersigned’s knowledge, the Entity is not in violation of any Oregon Tax Laws. For purposes of this certification, “Oregon Tax Laws” means a state tax imposed by ORS 401.792 to 401.816 and ORS chapters 118, 314, 316, 317, 318, 320, 321 and 323; 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. If a Contract is executed, this information will be reported to the Internal Revenue Service. Information not matching IRS records could subject Contractor to 31% backup withholding.

SECTION II. AFFIRMATIVE ACTION

The undersigned hereby certifies that they have not discriminated against Minority, Women, or Emerging Small Business Enterprises in obtaining any required subcontracts, pursuant to OAR 580-061-0030(3).

SECTION III. COMPLIANCE WITH SOLICITATION

The undersigned further agrees and certifies that they:

1. Have read, understand and agree to be bound by and comply with all requirements, instructions, specifications, terms and conditions of the ITB (including any attachments); and

2. Are an authorized representative of the Bidder, that the information provided is true and accurate, and that providing incorrect or incomplete information may be cause for rejection of the Bid or contract termination; and

3. Will furnish the designated item(s) and/or service(s) in accordance with the ITB and Bid.

Firm Name: __________________________________________ Date: ____________________________

Signature: ___________________________________________ Title: ____________________________

Name-print or type: ____________________________________ Phone: __________________________

Email: ______________________________________________ OR CCB (if applicable): _____________

Business Designation (check one):

Corporation Partnership Sole Proprietorship Non-Profit Limited Liability Company

Oregon Certified Minority, Women, or Emerging Small Business: (Mark if applicable and certification #)

Minority: Women: ESB:

Self-Reported Minority, Women, or Emerging Small Business: (Mark if applicable)

Minority: Women: ESB:

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CONTRACT AS A RESULT OF INVITATION TO BID

PROJECT: INSTRUCTIONAL TECHNOLOGY CENTER (ITC) WINDOW COVERINGS

NOTICE: Bidder must complete and sign Section A below and return this page with bid. If a contract is awarded to Bidder, a representative of Western Oregon University will complete and sign Section B below.

This is a legally binding document, READ IT CAREFULLY.

SECTION A - Signature of Bidder’s duly authorized representative

THIS BID MUST BE SIGNED IN INK BY AN AUTHORIZED REPRESENTATIVE OF THE BIDDER; ANY

ALTERATIONS OR ERASURES TO THE BID MUST BE INITIALED IN INK BY THE UNDERSIGNED

AUTHORIZED REPRESENTATIVE.

The undersigned agrees and certifies that he/she: (1) Has read and understands all bid instructions, specifications, and terms and conditions contained herein (including the attachments listed in this document);

(2) Is an authorized representative of the bidder, that the information provided in this bid is true and accurate, and that providing incorrect or incomplete information may be cause for bid rejection or contract termination;

(3) Is bound by and will comply with all requirements, specifications, and terms and conditions contained herein; and (4) Will furnish the designated item(s) and/or service(s) in accordance with the bid and the contract. (5) BIDDER WILL PROVIDE/FURNISH FEDERAL EMPLOYEE IDENTIFICATION NUMBER OR

SOCIAL SECURITY NUMBER WITH BID SUBMISSION.

NAME OF BIDDER

ADDRESS

TELEPHONE NO.

SIGNED 1)

Sole Individual

Or 2) Partner

Or 3) Authorized Officer of Corporation

(SEAL) Attested: Secretary of Corporation

FEIN ID # or SSN # (required)

Contact Person: Phone No:

SECTION B-BELOW TO BE COMPLETED BY WESTERN OREGON UNIVERSITY

Western Oregon University hereby awards a contract to the above bidder for INSTRUCTIONAL TECHNOLOGY CENTER (ITC) WINDOW COVERINGS, as specified in the scope of work and for the amount and term stated below:

Contract Amount: Vendor No.

Term of Contract Contract No

Budget Authority: Date:

Contract Authority: Date:

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PUBLIC IMPROVEMENT CONTRACT

INSTRUCTIONS TO BIDDERS

Table of Contents

Article Title

1. Definitions

2. Scope of Work

3. Examination of Site and Conditions

4. Substitute Materials Approval Process

5. Interpretation of Project Manual

6. Execution of the Bid Form

7. Prohibition of Alterations to Bid

8. Submission of Bid

9. Bid Closing and Opening of Bids

10. Acceptance or Rejection of Bids by Owner

11. Withdrawal of Bid

12. Execution of Contract, Agreement, Performance Bond and Payment Bond

13. Recyclable Products

14. Security to Be Furnished by Each Bidder

15. Execution of Bid Bond

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Oregon Administrative Rules (“OAR”) Chapter 580, Divisions 61 and 63 govern this WOU procurement process. (Formerly under direction of OUS, these OAR’s apply).

Article 1. Definitions

1.1. Capitalized words used herein but not defined

shall have the meaning set forth in the WOU Public Improvement General Conditions and OAR 580-061- 0010. The following terms used herein shall have the meaning set forth below:

“Bid Form”- refers to WOU Contract Form provided by Owner to be completed by Bidder.

“Project Manual”- If used, the Project Manual includes, but is not necessarily limited to the following: The Invitation to Bid, these Instructions to Bidders, Supplemental Instructions to Bidders (if any), Bid Form, Bid Bond, Public Improvement Contract General Conditions, Supplemental General Conditions (if any), Performance Bond, Payment Bond (if needed), and the Plans and Specifications.

Article 2. Scope of Work

2.1 The Work contemplated in this document shall

be for the Owner in connection with the Project described in the Project Manual.

Article 3. Examination of Site and Conditions

3.1 Before making a Bid, the Bidder shall examine

the Work site to ascertain its physical condition. The Bidder shall be responsible for being fully informed as to the quality, quantity and sources of supply of the materials listed on the Project Manual. Failure to comply with this Section will not release Contractor from entering into the Contract nor excuse Contractor from performing the Work in strict accordance with the terms of the Contract Documents.

3.2 The Owner will not be responsible for any loss or

unanticipated costs which may arise as a result of Contractor's failure to be fully informed in advance with regard to all conditions pertaining to the Work and the character of the Work required.

3.3. No statement made by any officer, agent, or

employee of the Owner in relation to the physical conditions pertaining to the Work site or quality, quantity, and supply of materials will be binding on the Owner, unless included in writing in the Project Manual or an Addendum.

Article 4. Substitute Materials Approval Process

4.1 Prior to submitting a Bid including a Substitution, the Bidder must first seek approval of the Substitution from the Owner, Architect (or Engineer, as appropriate hereafter) by submitting a written request for approval at least 5 calendar days prior to the Closing Date and Time. The Bidder submitting the request shall be responsible for its timely delivery.

4.2 Substitution approval requests shall be

accompanied by samples, records of performance, certified copies of tests by impartial and recognized laboratories and such other information as the Architect may request.

4.3 Within a reasonable time after receiving such a

request the Owner (or Architect if so designated) will consider whether the Substitution sought by Bidder is of equal value or utility as the designated product in the Project Manual. If the requested Substitution is approved an Addendum to the Project Manual shall be issued and shall become a part of the Project Manual.

4.4 When the Architect approves a Substitution by

Addendum, it is with the understanding that the Contractor guarantees the substituted article or material to be equal or better than the one specified.

Article 5. Interpretation of Project Manual

5.1 A Bidder in doubt as to the meaning of any part

of the Project Manual may submit a written request for an interpretation to the Architect at any time prior to 5 calendar days prior to the Closing Date and Time.

5.2 Any interpretation of the Project Manual will be

made only by a duly issued Addendum. The Owner will not be responsible for any other explanation or interpretation of the Project Manual nor for any other approval of a particular manufacturer's process or item.

5.3 To establish a basis of quality, certain processes, types of machinery and equipment or kinds of materials may be specified in the Project Manual either by description of process or by designating a manufacturer by name and referring to a brand or product designation or by specifying a kind of material. Whenever a process is designated or a manufacturer named, brand or item designation given, or whenever a process or material covered by patent is designated or described, it shall be understood that the words "or approved equal" follow such name, designation or description, whether they do so or not.

Article 6. Execution of the Bid Form

6.1 The Bid Form relates to Bids on a specific Project

Manual. Only the amounts and information asked for on the Bid Form furnished by the Owner will be considered as the Bid. Each Bidder shall Bid upon the Work exactly as set forth in the Bid Form. The Bidder shall include in the Bid a sum to cover the cost of all items contemplated by the Project Manual.

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Bids that fail to address alternates set forth on the Bid Form may be considered non-responsive.

6.2 Each Bid Form must: 1) Be completed in

accordance with these instructions; 2) Include the appropriate signatures as noted on the Bid Form; 3) Include numbers pertaining to base Bids stated both in writing and in figures; and 4) Include the Bidder's typed or clearly printed address.

6.3 When Bidding on an alternate for which there is

no charge, the Bidder shall write the words "No Charge" in the space provided on the Bid Form. If one or more alternates is shown on the Bid Form, the Bidder shall indicate whether each is "add" or "deduct."

Article 7. Prohibition of Alterations to Bid

7.1 Bids which are incomplete, or contain ambiguities

or conditions not provided for in the Bid Form, may be rejected.

Article 8. Submission of Bid

8.1 Each Bid may be submitted via email to

bids@wou.edu with originals received by mail or in person, properly addressed to the appropriate project representative of the Owner, showing on the outside of the envelope the name of the Bidder and the name of the project. Bids will be received at the time and place stated in the Advertisement for Bids.

Article 9. Bid Closing and Opening of Bids

9.1 All Bids must be received by the Owner before

the Closing Date and Time. Any Bids received after the Closing Date and Time will be rejected and returned to the Bidder unopened.

9.2 At the time of opening and reading of Bids, each

Bid received, irrespective of any irregularities or informalities, will be publicly opened and read aloud.

Article 10. Acceptance or Rejection of Bids by Owner

10.1 Unless all Bids are rejected, the Owner will

award the Contract based on the lowest responsive Bid from a responsible Bidder. If that Bidder does not execute the Contract, the Contract will be awarded to the next lowest responsible Bidder or Bidders in succession.

10.2 The procedures for Contract awards shall be in

compliance with the provisions of OARs adopted by the Owner.

10.3 The Owner reserves the right to reject all Bids

and to waive minor informalities.

10.4 The Owner reserves the right to hold the Bid

and any required Bid security, of the three lowest Bidders for a period of 30 calendar days from the time of Bid opening pending award of the Contract.

Following award of the Contract, any Bid security furnished by the three lowest Bidders may be held 20 calendar days pending execution of the Contract.

All other Bids will be rejected and Bid security returned.

10.5 In determining the lowest Bidder, the Owner

reserves the right to take into consideration any or all authorized base Bids as well as alternates or combinations indicated in the Bid Form.

10.6 If Owner has not accepted a Bid within 30

calendar days after the opening of the Bids, each of the three lowest Bidders may withdraw the Bid submitted and request the return of any Bid security then held.

Article 11. Withdrawal of Bid

11.1 At any time prior to the Closing Date and Time a

Bidder may withdraw its Bid. This will not preclude the submission of another Bid by such Bidder prior to the Closing Date and Time.

11.2 After the Closing Date and Time, no Bidder will

be permitted to withdraw its Bid within the time period specified in Article 10 for award and execution, except as provided for in that Article.

Article 12. Execution of Contract, Agreement, Performance Bond and Payment Bond

12.1 The Owner will provide the successful Bidder

with Contract Documents within 10 calendar days after the award of the Contract. The Bidder shall be required to execute the Contract as provided, including a Performance Bond and a Payment Bond from a surety company licensed to do surety business in the State of Oregon, within 20 calendar days after the award of the Contract. The Contract Documents shall be delivered to the Owner in the manner stated in the Notice of Award.

Article 13. Recyclable Products

13.1 Contractors must use recyclable products to the

maximum extent economically feasible in the performance of the Contract.

Article 14. Security to Be Furnished by Each Bidder

14.1 Each Bid (over $100,000.00) must be

accompanied by either: 1) a cashier's check or a certified check drawn on a bank authorized to do business in the State of Oregon, or 2) a Bid Bond described hereinafter, executed in favor of Owner, for an amount equal to 10 percent of the total Bid amount as a guarantee that if awarded the contract the Bidder will execute the contract and give a Performance Bond and Payment Bond as required.

14.2 The Contractor's check or Bid Bond will be

retained until the Contractor has entered into a mailto:bids@wou.edu

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Contract and furnished a 100 percent Performance Bond and 100 percent Payment Bond.

14.3 The Owner reserves the right to hold the Bid

security as described in Article 10. Should the successful Bidder fail to execute and deliver the Contract as provided for in Article 12, including a satisfactory performance bond and payment bond within 20 calendar days after the Bid has been accepted by the Owner, then the Contract award may be canceled and the Bid security may be forfeited as liquidated damages, at the option of the Owner. The date of the acceptance of the Bid and the award of the contract as contemplated by the Project Manual shall mean the date of acceptance specified in the Notice of Award.

Article 15. Execution of Bid Bond

15.1 Should the Bidder elect to utilize a Bid Bond as

described in Article 14 in order to satisfy the Bid security requirements, such form must be completed in the following manner:

15.1.1 Bid Bonds must be executed on WOU forms, which will be provided to all prospective Bidders by the Owner.

15.1.2 The Bid Bond shall be executed on behalf of a

bonding company licensed to do business in the State of Oregon.

15.1.3 In the case of a sole individual, the Bid Bond

need only be executed as principal by the sole individual. In the case of a partnership, the Bid Bond must be executed by at least one of the partners. In the case of a corporation, the Bid Bond must be executed by stating the official name of the corporation under which is placed the signature of an officer authorized to sign on behalf of the corporation followed by such person's official capacity, such as president, etc. This signature shall be attested by the secretary or assistant secretary of the corporation. The corporation seal should then be affixed to the Bid Bond. In the case of a limited liability company/corporation (“LLC”), the Bid Bond must be executed by stating the official name of the LLC under which is placed the signature of a member authorized to sign on behalf of the LLC.

15.1.4 The name of the surety must be stated in the

execution over the signature of its duly authorized attorney-in-fact and accompanied by the seal of the surety corporation.

WOU Contract Form Public Improvement General Conditions (11/18) Page 1 of 24

GENERAL CONDITIONS

FOR PUBLIC IMPROVEMENT CONTRACTS

WOU CONTRACT FORM B-8

November 2018

INSTRUCTIONS: The attached Western Oregon University (WOU) General Conditions for Public Improvement Contracts apply to all designated public improvement contracts. Changes to the WOU Public Improvement General Conditions (including any additions, deletions or substitutions) should only be made by attaching Public Improvement Supplemental General Conditions. The text of these WOU General Conditions should not otherwise be altered.

TABLE OF SECTIONS

SECTION A

GENERAL PROVISIONS

A.1 DEFINITION OF TERMS

A.2 SCOPE OF WORK

A.3 INTERPRETATION OF CONTRACT DOCUMENTS

A.4 EXAMINATION OF PLANS, SPECIFICATIONS, AND SITE

A.5 INDEPENDENT CONTRACTOR STATUS

A.6 RETIREMENT SYSTEM STATUS AND TAXES

A.7 GOVERNMENT EMPLOYMENT STATUS

SECTION B

ADMINISTRATION OF THE CONTRACT

B.1 OWNER’S ADMINISTRATION OF THE CONTRACT

B.2 CONTRACTOR'S MEANS AND METHODS

B.3 MATERIALS AND WORKMANSHIP

B.4 PERMITS

B.5 COMPLIANCE WITH GOVERNMENT REGULATIONS

B.6 SUPERINTENDENCE

B.7 INSPECTION

B.8 SEVERABILITY

B.9 ACCESS TO RECORDS

B.10 WAIVER

B.11 SUBCONTRACTS AND ASSIGNMENT

B.12 SUCCESSORS IN INTEREST

B.13 OWNER'S RIGHT TO DO WORK

B.14 OTHER CONTRACTS

B.15 GOVERNING LAW

B.16 LITIGATION

B.17 ALLOWANCES

B.18 SUBMITTALS, SHOP DRAWINGS, PRODUCT DATA, AND SAMPLES

B.19 SUBSTITUTIONS

B.20 USE OF PLANS AND SPECIFICATIONS

B.21 FUNDS AVAILABLE AND AUTHORIZED

B.22 NO THIRD-PARTY BENEFICIARIES

SECTION C

WAGES AND LABOR

C.1 MINIMUM WAGES RATES ON PUBLIC WORKS

C.2 PAYROLL CERTIFICATION AND FEE REQUIREMENTS, ADDITIONAL RETAINAGE

C.3 PROMPT PAYMENT AND CONTRACT CONDITIONS

C.4 PAYMENT FOR MEDICAL CARE

C.5 HOURS OF LABOR

SECTION D

CHANGES IN THE WORK

D.1 CHANGES IN THE WORK

D.2 DELAYS

WOU Public Improvement General Conditions (11/18) Page 2 of 24

D.3 CLAIMS REVIEW PROCESS

SECTION E

PAYMENTS

E.1 SCHEDULE OF VALUES

E.2 APPLICATIONS FOR PAYMENT

E.3 PAYROLL CERTIFICATION REQUIREMENT

E.4 DUAL PAYMENT SOURCES

E.5 RETAINAGE

E.6 FINAL PAYMENT

SECTION F

JOB SITE CONDITIONS

F.1 USE OF PREMISES

F.2 PROTECTION OF WORKERS, PROPERTY, AND THE PUBLIC

F.3 CUTTING AND PATCHING

F.4 CLEANING UP

F.5 ENVIRONMENTAL CONTAMINATION

F.6 ENVIRONMENTAL CLEAN-UP

F.7 FORCE MAJEURE

SECTION G

INDEMNITY, BONDING AND INSURANCE

G.1 RESPONSIBILITY FOR DAMAGES/INDEMNITY

G.2 PERFORMANCE AND PAYMENT SECURITY, PUBLIC WORKS BOND

G.3 INSURANCE

SECTION H

SCHEDULE OF WORK

H.1 CONTRACT PERIOD

H.2 SCHEDULE

H.3 PARTIAL OCCUPANCY OR USE

SECTION I

CORRECTION OF WORK

I.1 CORRECTIONS OF WORK BEFORE FINAL PAYMENT

I.2 WARRANTY WORK

SECTION J

SUSPENSION AND/OR TERMINATION OF THE WORK

J.1 OWNER'S RIGHT TO SUSPEND THE WORK

J.2 CONTRACTOR'S RESPONSIBILITIES

J.3 COMPENSATION FOR SUSPENSION

J.4 OWNER'S RIGHT TO TERMINATE CONTRACT

J.5 TERMINATION FOR CONVENIENCE

J.6 ACTION UPON TERMINATION

SECTION K

CONTRACT CLOSE-OUT

K.1 RECORD DOCUMENTS

K.2 OPERATION AND MAINTENANCE MANUALS

K.3 COMPLETION NOTICES

K.4 TRAINING

K.5 EXTRA MATERIALS

K.6 ENVIRONMENTAL CLEAN-UP

K.7 CERTIFICATE OF OCCUPANCY

K.8 OTHER CONTRACTOR RESPONSIBILITIES

K.9 SURVIVAL

WOU Public Improvement General Conditions (11/18) Page 3 of 24

GENERAL CONDITIONS FOR PUBLIC IMPROVEMENT CONTRACTS

SECTION A

GENERAL PROVISIONS

A.1 DEFINITION OF TERMS

In the Contract Documents the following terms shall be as defined below:

APPLICABLE LAWS, means federal, state and local laws, codes, rules, regulations and ordinances applicable to the Work and to the Contract.

ARCHITECT/ENGINEER, means the Person appointed by the Owner to make drawings and specifications and, to provide contract administration of the Work contemplated by the Contract to the extent provided herein or by supplemental instruction of Owner (under which Owner may delegate responsibilities to the Architect/Engineer), in accordance with ORS Chapter 671 (Architects) or ORS Chapter 672 (Engineers) and administrative rules adopted thereunder.

BID, means an offer binding on the Bidder and submitted in response to an Instructions to Bidders or a proposal in connection with a Request for Proposals.

BIDDER, means an Entity that submits a Bid in response to Instructions to Bidders or a proposer in connection with a Request for Proposals.

CHANGE ORDER, means a written order which, when fully executed by the Parties to this Contract, constitutes a change to the Contract Documents. Change Orders shall be issued in accordance with the change’s provisions in Section D and, if applicable, establish a Contract Price or Contract Time adjustment. A Change Order shall not be effective until executed as a Change Order.

CLAIM, means a demand by Contractor pursuant to Section D.3 for review of the denial of Contractor’s initial request for an adjustment of Contract terms, payment of money, extension of Contract Time or other relief, submitted in accordance with the requirements and within the time limits established for review of Claims in these WOU Public Improvement General Conditions.

CONSTRUCTION CHANGE DIRECTIVE, means a written order by the Owner to the Contractor requiring a change in the Work within the general scope of the Contract Documents, issued under the change’s provisions of Section D.

CONTRACT, means the written agreement between the Owner and the Contractor comprised of the Contract Documents which describe the Work to be done and the obligations between the parties.

CONTRACT DOCUMENTS means the Solicitation Document and addenda thereto, Instructions to Bidders, Supplemental Instructions to Bidders, the WOU Public Improvement Contract, WOU Public Improvement General Conditions, Public Improvement Supplemental General Conditions, if any, the accepted Bid, Plans, Specifications, Change Orders, and Construction Change Directives.

CONTRACT PERIOD, as set forth in the Contract Documents, means the total period of time beginning with the full execution of this Contract and, if applicable, the issuance of a Notice to Proceed and concluding upon Final Completion.

CONTRACT PRICE, means the total of the awarded Bid amount, as increased or decreased by the price of approved alternates, as indicated in the Contract Documents.

CONTRACT TIME, means any incremental period of time allowed under the Contract to complete any portion of the Work as reflected in the project schedule.

CONTRACTOR, means the Person awarded the Contract for the Work contemplated.

DAYS, are calendar days, including weekdays, weekends and holidays, unless otherwise specified.

DIRECT COSTS, means, unless otherwise provided in the Contract Documents, the cost of materials, including sales tax, cost of delivery; cost of labor, including social security, Medicare and unemployment insurance, and fringe benefits required by agreement or custom; worker's compensation insurance; project specific insurance (including, without limitation, Builder’s Risk Insurance and Builder’s Risk Installation Floater); bond premiums, rental cost of equipment, and machinery required for execution of the Work; Owner’s costs to correct defective Work;

and the additional costs of field personnel directly attributable to the Work.

FINAL COMPLETION, means the final completion of all requirements under the Contract, including Contract Closeout as described in Section K but excluding Warranty Work as described in Section I.2, and the final payment and release of all retainage, if any, released.

FORCE MAJEURE, means an act, event or occurrence caused by fire, riot, war, acts of God, nature, sovereign, or public enemy, strikes, freight embargoes or any other act, event or occurrence that is beyond the control of the party to this Contract who is asserting Force Majeure.

MWESB REPORT means an accurate report by the Contractor to the Owner identifying all Minority, Women and Emerging Small Business (MWESB) enterprises, as those terms are defined in ORS 200.005, receiving contracts throughout the course of the Work. MWESB Reports are required annually (see Section E.2.9) and as a condition of final payment (see Section K.1). The initial report shall be in the form required by WOU and shall include the total number of contracts and subcontracts awarded to MWESB enterprises and the dollar value of their respective contracts and subcontracts. The annual reports shall include the total number of contracts and subcontracts awarded to MWESB enterprises, the dollar value of each, and the expenditure toward each contract and subcontract during the previous twelve (12) months. The final report shall include the total number of contracts and subcontracts awarded to MWESB enterprises and the dollar value of their respective contracts and subcontracts including all Amendments and Amendment Modifications incorporated during the course of the project. The reports shall only include enterprises certified with the State of Oregon as MWESB enterprises and shall include individual identification of each enterprise as a Minority business enterprise, a Women business enterprise, and/or an Emerging Small Business Enterprise, as applicable.

NOTICE TO PROCEED, means the official written notice from the Owner stating that the Contractor is to proceed with the Work defined in the Contract Documents. Notwithstanding the Notice to Proceed, Contractor shall not be authorized to proceed with

WOU Public Improvement General Conditions (11/18) Page 4 of 24 the Work until all initial Contract requirements, including the Contract, performance bond and payment bond, and certificates of insurance, have been fully executed and submitted to Owner in a suitable form.

OVERHEAD, means those items which may be included in the Contractor's markup (general and administrative expense and profit) and that shall not be charged as Direct Cost of the Work, including without limitation such Overhead expenses as wages or salary of personnel above the level of foreman (i.e., superintendents and project managers), expenses of Contractor's offices and supplies at the job site (e.g. job trailer) and at Contractor’s principal place of business and including expenses of personnel staffing the job site office and Contractor’s principal place of business, and Commercial General Liability Insurance and Automobile Liability Insurance.

OWNER, means Western Oregon University (WOU). Owner may elect, by written notice to Contractor, to delegate certain duties to more than one party, including without limitation, to an Architect/Engineer. However, nothing in these General Conditions is intended to abrogate the separate design professional responsibilities of Architects under ORS Chapter 671 or of Engineers under ORS Chapter 672

PERSON, means a natural person or entity doing business as a sole proprietorship, a partnership, a joint venture, a corporation, a limited liability company or partnership, or any other entity possessing the legal capacity to contract.

PLANS, means the drawings which show the location, type, dimensions, and details of the Work to be done under the Contract.

PUNCH LIST, means the list of Work yet to be completed or deficiencies which need to be corrected in order to achieve Final Completion of the Contract.

RECORD DOCUMENT, means the as-built Plans, Specifications, testing and inspection records, product data, samples, manufacturer and distributor/supplier warranties evidencing transfer of ownership to Owner, operational and maintenance manuals, shop drawings, Construction Change Directives, MWESB Reports, correspondence, certificate(s) of occupancy, and other documents listed in Subsection B.9.1 of these WOU Public Improvement General Conditions, recording all Services performed.

SOLICITATION DOCUMENT, means Instructions to Bidders or Bidders or a Request for Proposal or a Request for Quotes.

SPECIFICATION, means any description of the physical or functional characteristics of the Work, or of the nature of a supply, service or construction item. Specifications may include a description of any requirement for inspecting, testing or preparing a supply, service or construction item for delivery and the quantities or qualities of materials to be furnished under the Contract. Specifications generally will state the results or products to be obtained and may, on occasion, describe the method and manner of doing the Work to be performed.

Specifications may be incorporated by reference and/or may be attached to the Contract.

SUBCONTRACTOR, means a Person having a direct contract with the Contractor, or another Subcontractor, to perform one or more items of the Work.

SUBSTANTIAL COMPLETION, means the date when the Owner accepts in writing the construction, alteration or repair of the improvement to real property constituting the Work or any designated portion thereof as having reached that state of completion when it may be used or occupied for its intended purpose. Substantial Completion of facilities with operating systems occurs only after thirty (30) continuous Days of successful, trouble-free operation of the operating systems as provided in Section K.4.2.

SUBSTITUTIONS, means items that in function, performance, reliability, quality, and general configuration are the same or better than the product(s) specified. Approval of any substitute item shall be solely determined by the Owner. The decision of the Owner is final.

PUBLIC IMPROVEMENT SUPPLEMENTAL GENERAL

CONDITIONS, means those conditions that remove from, add to, or modify these WOU Public Improvement General Conditions.

Public Improvement Supplemental General Conditions may be included in the Solicitation Document or may be a separate attachment to the Contract.

WORK, means the furnishing of all materials, equipment, labor, transportation, services and incidentals necessary to successfully complete any individual item or the entire Contract and the carrying out of duties and obligations imposed by the Contract Documents.

A.2 SCOPE OF WORK

The Work contemplated under this Contract includes all labor, materials, transportation, equipment and services for, and incidental to, the completion of all construction work in connection with the project described in the Contract Documents. The Contractor shall perform all Work necessary so that the project can be legally occupied and fully used for the intended use as set forth in the Contract Documents.

A.3 INTERPRETATION OF CONTRACT DOCUMENTS

A.3.1 Unless otherwise specifically defined in the Contract

Documents, words which have well-known technical meanings or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. Contract Documents are intended to be complementary. Whatever is called for in one, is interpreted to be called for in all. However, in the event of conflicts or discrepancies among the Contract Documents, interpretations will be based on the following descending order of precedence:

(a) Contract Change Orders and Construction Change

Directives, with those of later date having precedence over those of an earlier date;

(b) The Public Improvement Supplemental General Conditions;

(c) The WOU Public Improvement Contract;

(d) The WOU Public Improvement General Conditions;

(e) Division One (General Requirements) of the Specifications;

(f) Detailed Schedules of finishes, equipment and other items included in the Specifications;

(g) Plans and Specifications (other than Division One and the Detailed Schedules to the Specifications.)

(h) Large-scale drawings on Plans;

(i) Small-scale drawings on Plans;

(j) Dimension numbers written on Plans which shall prevail and take precedence over dimensions scaled from Plans;

(k) The Solicitation Document, and any addenda thereto;

(l) The accepted Bid.

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A.3.2 In the case of an inconsistency between Plans and

Specifications or within either document not clarified by addendum, the better quality or greater quantity of Work shall be provided in accordance with the Owner's interpretation in writing.

A.3.3 If the Contractor finds discrepancies in, or omissions from the Contract Documents, or if the Contractor is in doubt as to their meaning, the Contractor shall at once notify the Owner. Matters concerning and interpretation of requirements of the Contract Documents will be decided by the Owner, who may delegate that duty in some instances to the Architect/Engineer. Responses to Contractor's requests for interpretation of Contract Documents will be made in writing by Owner (or the Architect/Engineer) within any time limits agreed upon or otherwise with reasonable promptness. Interpretations and decisions of the Owner (or Architect/Engineer) will be consistent with the intent of and reasonably inferable from the Contract Documents. Contractor shall not proceed without direction in writing from the Owner (or Architect/Engineer).

A.3.4 References to standard specifications, manuals, codes of any technical society, organization or association, to the laws or regulations of any governmental authority, whether such reference be specific or by implication, shall mean the latest standard specification, manual, code, laws or regulations in effect in the jurisdiction where the project is occurring on the first published date of the Solicitation Document, except as may be otherwise specifically stated.

A.4 EXAMINATION OF PLANS, SPECIFICATIONS,

AND SITE

A.4.1 It is understood that the Contractor, before submitting a

Bid, has made a careful examination of the Contract Documents; has become fully informed as to the quality and quantity of materials and the character of the Work required; and has made a careful examination of the location and conditions of the Work and the sources of supply for materials. The Owner will in no case be responsible for any loss or for any unanticipated costs that may be suffered by the Contractor as a result of the Contractor's failure to acquire full information in advance in regard to all conditions pertaining to the Work. No oral agreement or conversation with any officer, agent, or personnel of the Owner, or with the Architect/Engineer either before or after the execution of this Contract, shall affect or modify any of the terms or obligations herein contained.

A.4.2 Should the Plans or Specifications fail to particularly describe the materials, kind of goods, or details of construction of any aspect of the Work, Contractor shall have the duty to make inquiry of the Owner and Architect/Engineer as to what is required prior to performance of the Work. Absent Specifications to the contrary, the materials or processes that would normally be used to produce first quality finished Work shall be considered a part of the Contract requirements.

A.4.3 Any design errors or omissions noted by the Contractor shall be reported promptly to the Owner, including without limitation, any nonconformity with Applicable Laws.

A.4.4 If the Contractor believes that adjustments to cost or

Contract Time is involved because of clarifications or instructions issued by the Owner (or Architect/Engineer) in response to the Contractor’s notices or requests for information, the Contractor must submit a written request to the Owner, setting forth the nature and specific extent of the request, including all time and cost impacts against the Contract as soon as possible, but no later than thirty

(30) Days after receipt by Contractor of the clarifications or instructions issued. If the Owner denies Contractor’s request for additional compensation, additional Contract Time, or other relief that Contractor believes results from the clarifications or instructions, the Contractor may proceed to file a Claim under Section D.3, Claims Review Process. If the Contractor fails to perform the obligations of Sections A.4.1 to A.4.3, the Contractor shall pay such costs and damages to the Owner as would have been avoided if the Contractor had performed such obligations.

A.5 INDEPENDENT CONTRACTOR STATUS

The service or services to be performed under this Contract are those of an independent contractor as defined in ORS 670.600.

Contractor represents and warrants that it is not an officer, employee or agent of the Owner as those terms are used in ORS 30.265.

A.6 RETIREMENT SYSTEM STATUS AND TAXES

Contractor represents and warrants that it is not a contributing member of the Public Employees' Retirement System and will be responsible for any federal or state taxes applicable to payment received under this Contract. Contractor will not be eligible for any benefits from these Contract payments of federal Social Security, employment insurance, workers' compensation or the Public Employees' Retirement System, except as a self-employed individual. Unless the Contractor is subject to backup withholding, Owner will not withhold from such payments any amount(s) to cover Contractor’s federal or state tax obligations.

A.7 GOVERNMENT EMPLOYMENT STATUS

A.7.1 If this payment is to be charged against federal funds, Contractor represents and warrants that it is not currently employed by the Federal Government. This does not preclude the Contractor from holding another contract with the Federal Government.

A.7.2 Contractor represents and warrants that Contractor is not an employee of the State of Oregon for purposes of performing Work under this Contract.

SECTION B

ADMINISTRATION OF THE CONTRACT

B.1 OWNER’S ADMINISTRATION OF THE CONTRACT

B.1.1 The Owner shall administer the Contract as described in the Contract Documents (1) during construction (2) until final payment is due and (3) during the one-year period for correction of Work. The Owner will act as provided in the Contract Documents, unless modified in writing in accordance with other provisions of the Contract. In performing these tasks, the Owner may rely on the Architect/Engineer or other consultants to perform some or all of these tasks.

B.1.2 The Owner will visit the site at intervals appropriate to the stage of the Contractor’s operations (1) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine in general if Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. The Owner will not make exhaustive or continuous on-site

WOU Public Improvement General Conditions (11/18) Page 6 of 24 inspections to check the quality or quantity of the Work.

The Owner will neither have control over or charge of, nor be responsible for the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work.

B.1.3 Except as otherwise provided in the Contract Documents or when direct communications have been specifically authorized, the Owner and Contractor shall communicate with each other about matters arising out of or relating to the Contract. Communications by and with the Architect/Engineer’s consultants shall be through the Architect/Engineer. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate contractors shall be through the Owner.

B.1.4 Based upon the Architect/Engineer’s evaluations of the

Contractor’s Application for Payment, or unless otherwise stipulated by the Owner, the Architect/Engineer will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts.

B.2 CONTRACTOR'S MEANS AND METHODS;

MITIGATION OF IMPACTS

B.2.1 The Contractor shall supervise and direct the Work, using the Contractor’s best skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures.

B.2.2 The Contractor is responsible to protect and maintain the

Work during the course of construction and to mitigate any adverse impacts to the project, including…