OCOP Study FINAL RFP 20211103.pdf

Oregon Council of Presidents

Higher Education Landscape Study

Request for Proposals

RFP Number: 2022-5383-COP-SF

NO LATE PROPOSALS WILL BE ACCEPTED

There may be attachments to this RFP that are not available via the webpage. Contact the RFP

Administrator listed below to confirm whether or not there are any attachments.

Contract Administrator RFP Administrator

Name Ryan J. Hagemann

Title Vice President & General Counsel

Phone (503) 838-9471

Email hagemannr@wou.edu

ISSUE DATE: Wednesday, November 3, 2021

PROPOSAL DUE DATE AND TIME: Friday, November 19, 2021, 5:00 PM PST

RFP SUBMITTAL LOCATION: Western Oregon University

ATTN: Ryan J. Hagemann (RFP 2022-5383-COP-SF)

Vice President & General Counsel

345 Monmouth Avenue North

Administration Building 302

Monmouth OR 97361 hagemannr@wou.edu

SCHEDULE OF EVENTS:

mailto:hagemannr@wou.edu

RFP Released:…………………………………………….. Wednesday, November 3, 2021

Deadline for Requests

For Changes/Clarifications or Protests of Specifications, including but not limited to the University’s required contract terms and conditions:………………………………………Wednesday, November 10, 2021, 5:00 PM

PST

Proposal Due Date:………………………………………...Friday, November 19, 2021, 5:00 PM PST

Electronic proposals may be accepted in lieu of written proposals.

All dates listed above are anticipated and not fixed. WOU may change any dates above, at its sole discretion, if necessary.

PART I—INTRODUCTION AND GENERAL INFORMATION

Background:

Western Oregon University (“WOU”) is the fiscal agent for the Oregon Council of Presidents (“OCOP”), a voluntary association of the presidents of Oregon’s seven public universities and the Oregon Health &

Science University (“OHSU”). The services described in this Request for Proposals (“RFP”) will be for

OCOP’s benefit. WOU is conducting this RFP on its behalf.

OCOP, in conjunction with the Oregon Community College Association (“OCCA”), is seeking qualified vendors to submit proposals to complete a comprehensive study by national recognized experts/consultants to gain necessary insights in order to facilitate transformation of Oregon’s post-secondary terrain.

Statements from Oregon’s Higher Education Coordinating Commission (“HECC”) and its Equity Lens situate this RFP. It states:

“To achieve our ambitious vision for postsecondary education will require no less than to ensure that every Oregonian who enters a college, university, or training program feels like they belong and receives the support they need to achieve their goals.”

- excerpt from PREAMBLE, Higher Education Coordinating Commission

STRATEGIC ROADMAP, August 2021

“We believe that the students who have previously been described as ‘at-risk,’ ‘underperforming,’

‘under-represented,’ or minority actually represent Oregon’s best opportunity to improve overall educational outcomes. We have many counties in rural and urban communities that already have populations of color that make up the majority. Our ability to meet the needs of this increasingly diverse population is a critical strategy for us to successfully reach our State education goals.

We believe that resource allocation demonstrates our priorities and our values and that we demonstrate our priorities and our commitment to rural communities, communities of color, English language learners, and out of school youth in the ways we allocate resources and make educational investments.

We believe that communities, parents, teachers, and community-based organizations have unique and important solutions to improving outcomes for our students and educational systems. Our work will only be successful if we are able to truly partner with the community, engage with respect, authentically listen, and have the courage to share decision-making, control, and resources.

We believe that our community colleges and university systems have a critical role in serving our diverse populations, rural communities, emerging bi-lingual students and students with disabilities. Our institutions of higher education, and the P-20 system, will truly offer the best educational experience when their campus faculty, staff and students reflect this state, its growing diversity and the ability for all of these populations to be educationally successful and ultimately employed.”

- excerpts from Oregon Equity Lens

The foregoing statements represent shared values for higher education in Oregon. In service of these values, Proposals should demonstrate how the Proposer’s comprehensive study recognizes and serves the following principles:

https://www.oregon.gov/highered/about/Documents/Commission/COMMISSION/2017/08-August-9-10/4.0d%20Equity%20Lens-reformat.pdf

1. All Oregonians must have access to and equal opportunity for success in quality, affordable higher education.

2. High quality learning experiences and student success are to be the paramount anchors of our work in higher education.

3. Higher education institutions in Oregon must be committed to combating racism and other discriminatory ideologies, actively promoting and pursuing diversity, equity and inclusion.

4. Higher education institutions in Oregon must be prepared to serve the needs and educational interests of all Oregonians including traditional and non-traditional students, learners from under-represented minority communities, and first-generation students—recognizing that the learning and student support needs of students will vary.

5. Oregon, and its public higher education institutions, should utilize public dollars in the most effective way possible to maximize outcomes, especially student access and success.

6. The education and success of students at all levels, coupled with research endeavors, promises to reduce income inequality, increase social mobility and create opportunities to grow inter-generational wealth.

7. The creation and dissemination of new knowledge that can inform practice is a core component of

Oregon higher education, especially at our public universities, that should be supported and strengthened by state funding. The knowledge generated through this research can expanded our collective understanding of ourselves and our world, spur economic expansion, and support the economic vitality of the state.

8. Fostering job creation and preparing the skilled workforce to fill those jobs is a core component of

Oregon higher education, especially at our community colleges, that should be supported and strengthened by state funding. Collectively, our higher education institutions must play a pivotal role in preparing the state’s workforce and empowering a vibrant and sustainable economic future for

Oregon.

Questions for Research and Exploration

The following questions should be considered for research and exploration within the commissioned study:

1. What are the expected patterns of demand for, and enrollment in, higher education in Oregon?

Including the estimation of demand and enrollment related to:

a. Regional location of prospective students,

b. Demographic composition of incoming students,

c. Educational programs in high demand,

d. Opportunities for program development in areas that are aligned with the economic development strategies of our communities, regions, and the state as a whole, and

e. Out-of-state and international students.

2. Can the state’s various funding models for higher education — the Student Success and Complete

Model (SSCM) used for public universities, the Community College Support Fund (CCSF), and State student financial aid — be structured and administered so as to maximize the return on investment for the state and contribute to advancement of higher education’s core principles and missions? How can these be made to align with the expected patterns of demand set forth in 1, above?

3. How does the pattern of state support for higher education compare to that of other states over the past two decades—in the aggregate per FTE, in its division between teaching, training and research, and in its distribution among public universities and community colleges? What does the pattern of tuition costs in Oregon’s universities and community colleges look like over the same time period and how do these patterns compare to other states?

4. How might Oregon’s higher education institutions best learn, collaborate, and advance a collective commitment to advance racial justice, equity, and inclusion on our campuses, in our communities, and across our state?

5. Where might strategic investments be made in the teaching and research infrastructure and general operations of Oregon’s higher education institutions to advance the higher education goals of the state, the missions of respective institutions, and contribute to economic development and social mobility in the state?

6. Where might strategic changes in the current organization, structure, and policy of higher education in Oregon be made to advance the higher education goals of the state, the missions of respective institutions, and contribute to economic development and social mobility in the state?

7. What are some promising innovations in curriculum design, delivery modalities, pedagogy, and degree design that Oregon’s higher education institutions should explore in order to meet changing expectations and learning needs and interests of students?

8. Based upon knowledge of the evolving higher education landscape, how and where might Oregon’s higher education institutions find promising strategies for collaboration that would advance student access to programs, student success, and potential cost efficiencies? Also, how might expanded cooperation with other educational systems such as K-12 school districts, apprenticeships, proprietary schools, and on-line institutions strengthen learning pathways into higher education and overall educational achievement in Oregon?

Timeline

An initial draft report with data analysis and preliminary findings must be available to share with policymakers by February 2022. A final report must be completed by August 11, 2022.

Work Product

Key Deliverables (required)

OCOP and OCCA will see a successful comprehensive study as useful and effective if it:

1. Draws deeply on knowledge of emerging trends, practices, and innovation from around the nation and beyond to guide its research, findings, and recommendations.

2. Compares, in detail, Oregon’s history and distribution of funding and organizing higher education in the state with other states in the nation and draws out both advantages and disadvantages of state decisions on higher education.

3. Identifies how the impact of public higher education has and can better align with the goals, mission, and aspirations of the State of Oregon.

4. Identifies the historical impact and contributions of Oregon’s public higher education institutions and identifies opportunities to expand and enhance those contributions in the future.

5. Offers recommendations that include options and are informed by the varied size, scope and mission of the Oregon’s public higher education institutions, and current state laws and rules.

Recommendations should be guided by the core principles above that collectively guide Oregon’s public higher education institutions even as each works to serve its own specific mission and priorities.

Workplan (required)

A combination of activities may be used to answer the research questions and provide key deliverables.

Successful Proposers will develop and provide a workplan within the scope of the project that may include data collection activities, plans for stakeholder outreach and engagement, anticipated research, benchmarking with other states or similar organizations with similar focus, focus groups, interviews, surveys and/or any other method that will be useful in receiving partner and community input, producing an environmental scan of providers and opportunities ahead.

Draft and Final Report(s) (required)

Selected Proposers will periodically provide drafts of findings and recommended strategies. A final report must draw deeply on knowledge of emerging trends, practices, and innovation from around the nation and beyond to guide its research, findings, and recommendations.

Target Audience

Policymakers in Oregon are the target audience for the study. The data, trends, findings and recommendations will be used to inform a statewide vision for higher education in Oregon and will be shared to inform and coordinate with other statewide activities (e.g., the Higher Education Coordinating

Commission’s Strategic Roadmap, Task Force on Student Success for Underrepresented Students in

Higher Education (House Bill 2590, 2021) to plan strategically for the future of postsecondary students and higher education in Oregon.

Sponsorship

While WOU is the fiscal agent for OCOP, the study will be jointly sponsored by OCOP members, OCCA members and philanthropic interests. We anticipate that there will be two primary internal points of contact, one person affiliated with OCOP and another with OCCA.

OCOP and OCCA will convene an advisory panel every 4-6 weeks during the contract to review details of the study, including the timeline, outreach, logistics, and key findings. The advisory panel will have the opportunity to provide suggestions and feedback with respect to the content and structure of stakeholder engagement, associated research and final deliverables.

Qualifications

To accomplish the project requirements, successful applicants will need to possess the following qualifications:

https://olis.oregonlegislature.gov/liz/2021R1/Downloads/MeasureDocument/HB2590/Enrolled

• Project management experience,

• Experience gathering and utilizing data to inform statewide policymaking and processes to plan for the future,

• Knowledge of emerging higher education trends, practices, and innovation from around the nation,

• Experience at creating a neutral environment for, and soliciting input from, individuals from various sectors,

• Knowledge of higher education governance and funding models,

• Ability to constructively challenge key stakeholders, and

• Experience inspiring others to think innovatively.

PART II—WESTERN OREGON UNIVERSITY INSTRUCTIONS TO PROPOSERS

This and other RFPs may be viewed at oregonbuys.gov.

All proposals are subject to the provisions and requirements of the applicable Oregon Revised Statutes and the policies and procedures of Western Oregon University, including but not limited to its procurement code.

As OCOP’s fiscal agent, WOU is conducting this RFP on its behalf. References to “WOU” throughout this Part mean “WOU, on behalf of OCOP, a voluntary association.”

Right to Reject: WOU reserves the right, for good and just cause, to reject any or all proposals received as a result of this RFP, or upon a finding that it is in the public interest to do so.

Questions and Request for Clarification/Change: All clarifications or requests for changes regarding technical information, procedural or contractual requirements or other issues related to this RFP must be submitted, in writing, no later than the date and time listed in the Schedule of Events to the name and physical or email address listed below in “Submittal Location.” All requests for change must be received in writing. No information obtained in any conversation with WOU personnel will serve to change the requirements and/or scope of the RFP.

Proposers must note that WOU may choose not to consider exceptions to the specifications or

Contract terms and conditions that are not raised during the pre-closing protest period. If you have an exception or concern with anything in this RFP, including any of the Contract terms and conditions, it is important to raise that issue, in writing, by the deadline for Requests for Change, listed in the RFP Schedule of Events listed in this RFP. By doing so, you afford yourself the maximum opportunity to discuss and potentially change the language.

The purpose of the pre-closing protest period is to permit WOU to correct, prior to the opening of proposals, technical or contractual requirements that may be unlawful, improvident, or which unjustifiably may restrict competition. This will allow WOU to make needed corrections through the issuance of an addendum, prior to the opening of proposals. This will help eliminate the waste of time which is inherent in protests and in the possible rejection of all proposals. In order to have their complaints considered, Proposers must submit them within the time established in the RFP.

WOU will consider all changes and, if appropriate, amend the RFP.

Envelopes containing requests for change, protest of the specifications or Contract provisions shall state and be marked with the following information in BOLDED AND UNDERLINED FONT:

“Request for Solicitation Specification” (or “Request for Contract Provisions”); “Request for Change”

(or “Protest”); and include the Solicitation Document RFP Number 2022-5383-COP-SF.

Submittal Location: Requests submitted to anyone other than the person listed below will not be considered. WOU will not be held responsible for any requests to change the content of a response to an

RFP that is not submitted by the due date and time. Requests for change may be submitted via email and regular postage. Submit requests for change or clarification to:

Ryan J. Hagemann, Vice President & General Counsel

Western Oregon University

345 Monmouth Avenue, North

Monmouth, OR 97361

503-838-9471 hagemannr@wou.edu

Change or Modification/Addenda: Any change or modification to the specifications or the procurement process will be in the form of an addendum to the RFP and will be made available to Proposers via email or posting to www.oregonbuys.gov. Only documents issued as addenda by Ryan J. Hagemann will serve to change the RFP in any way. No other directions received by the Proposer, written or oral, serve to change the RFP document. If you have received an RFP, you should consult with Ryan J. Hagemann or refer to www.oregonbuys.gov to assure that you have missed any addenda announcements. Proposers are not required to return addenda with their proposal, however, Proposers are responsible to make themselves aware of, obtain and incorporate any changes made in any addenda issued, and to incorporate any changes made by an addendum into their final proposal. Failure to do so may, in effect, make the

Proposer’s proposal non-responsive, which would cause the Proposer’s proposal to be rejected.

WOU wants to provide each Proposer with an opportunity to independently collect, review and verify data and information provided by or on behalf of WOU. WOU assumes no responsibility or liability of the adequacy, accuracy or completeness of any information provided in the RFP or otherwise, by WOU, its agents, employees, or representatives. The Proposer agrees to waive any claim or defense to any claim relating to the adequacy or sufficiency of any information provided prior to the execution of the [Project

Name] contract.

It is critical that WOU receives high-quality, creative and comprehensive responses in order to make the best-informed decision. Toward that end, through written questions, site visits, and this RFP process, all

Proposers are encouraged to ask questions and seek whatever information is necessary to accomplish this goal.

Proposal Preparation and Submission: Responses to the requirements for this RFP shall be of sufficient length and detail to demonstrate that the Proposers understands the scope of the project and OCOP’s needs as it relates to a Statewide Higher Education Study Contract.

In a joint effort to save costs, reduce waste, and produce energy savings, Proposers are encouraged to submit an electronic, PDF copy of the proposal response. However, hard-copy proposals may also be accepted. If submitted hard-copy, it is encouraged to use double-sided printing on standard 8-1/2” x 11” paper with 2-hole (top) fasteners or recyclable binders (when use of binders is indicated). Proposers should refrain from submitting proposal responses in 3-ring binders, spiral bindings, and other non-recyclable presentation folders.

http://orpin.oregon.gov/ http://orpin.oregon.gov/

If submitted in hard-copy, proposers shall submit ONE (1) ORIGINAL AND THREE (3) COPIES of their complete proposals to the located listed on page one of this RFP by the time listed on page one of this RFP. Original shall be marked “ORIGINAL.” Original copy shall contain original signatures on any pages where it is requested. Additionally, Proposers shall submit their complete proposal on a thumb drive, or via email in PDF format as one file. Proposals submitted via email shall be sent to Ryan J.

Hagemann at the email address above. If submitting a hard-copy, Proposers who fail to submit the requested number of copies may delay the evaluation process by being required to submit additional copies for the evaluation team. Furthermore, hard-copy proposals and pricing shall be prepared by word processor or ink and shall be signed in ink by an authorized representative of the entity. At least one proposal submitted by Proposers should bear an original signature.

No oral, telegraphic, telephonic, or facsimile proposals will be accepted.

Pages should be numbered consecutively and a set of tabs inserted to identify each section of the proposal, such as: "A.1 Cover Letter", "A.2 Contractual Acceptance", etc. Alternatively, proposals should include a Table of Contents identifying page numbers corresponding with the beginning of important segments. All binders, reference materials, and other documents should be clearly labeled or otherwise identified and referenced in a clear and consistent manner throughout the proposal.

Hard-copy proposals must be submitted in sealed package(s) or envelope(s). To ensure proper identification and handling, all package(s) or envelope(s) must be clearly marked with the RFP

Number seen on the cover of this document, and date and time of closing.

Proposals must be received and time-stamped or received in an electronic fashion capable of identifying the time of receipt by Ryan J. Hagemann at the location or email address listed within the Submittal Location section above prior to scheduled RFP closing date(s) listed in the Schedule of Events. It is the Proposer's responsibility to submit proposals in a timely manner, allowing plenty of time for delivery. Proposals will be considered submitted when they are received. WOU will not be held responsible for late RFP delivery due to courier's inability to deliver the proposal in a timely manner. Under no circumstances shall late proposals and/or modifications be considered regardless of failures in delivery, wrong address, or other obstacles to delivery.

Information Submitted: The Proposer is cautioned that it is the Proposer's sole responsibility to submit information related to the evaluation categories, and that WOU is under no obligation to solicit such information if it is not included within the Proposer's proposal. Failure by the Proposer to submit such information may cause an adverse impact on the evaluation of the Proposer's proposal.

Proposers must complete all applicable information and provide all information requested in the

RFP. Failure to comply may be grounds for proposal rejection.

Proposer should also name its Contract Administrator, the individual's name, title and phone number, who is assigned the responsibility of answering questions and resolving problems related to the proposal.

In addition, Proposers must be aware that with the exception of trade secrets, all information submitted by them in response to this RFP is subject to open review by the public under the Oregon

Public Records Law.

If a proposal contains any information that is considered a "trade secret" under ORS 192.501(2), the

Proposer must mark each sheet of such information with the following legend for those pages, and those pages alone:

This data constitutes a trade secret under ORS 192.501(2), and shall not be disclosed except in accordance with the Oregon Public Records Law, ORS Chapter 192.

The Oregon Public Records law exempts from disclosure only bona fide trade secrets, and the exemption from disclosure applies "unless the public interest requires disclosure in the particular instance." ORS 192.501(2). Therefore, non-disclosure of documents or any portion of a document submitted as part of a proposal may depend upon official or judicial determinations made pursuant to the Public Records Law.

The above restriction may not include cost or price information, which must be open to public inspection. An entire proposal marked as proprietary ("trade secret") is unacceptable. The Proposer will be requested to mark only specific pages or text and return the proposal prior to closing.

Delinquent Oregon Taxes: Proposers must certify, under penalty of perjury, that they are not in violation of any Oregon tax laws. No contract for the purchase of goods and/or services will be awarded to a Proposer who cannot so certify.

RFP Preparation Costs. WOU shall not be liable for any costs incurred in the preparation and presentation of proposals.

Alternate Proposals. Proposers may submit more than one proposal. All proposals must comply with the requirements of the RFP except that additional proposals may incorporate, by reference, repetitive information which is provided in the complete proposal.

Effort has been made to designate items according to standard sizes, weights and packaging. If

Proposer proposes any items(s) at variance with descriptions given herein, the Proposer must clearly point out such difference(s).

Proposal Opening Procedure. All proposals received in response to this RFP shall be opened at the scheduled time and date. Proposers who attend the opening will be informed only of the names of

Proposers submitting proposals. No other information will be available.

Evaluation of Proposals. Proposals will be evaluated by a committee consisting of up to six (6) representatives and possibly others as deemed necessary by WOU.

The evaluation will determine if the proposal meets the Higher Education Landscape Study specifications relative to the needs of WOU. The following process will be used:

Proposals will be evaluated for completeness and compliance with the requirements of this RFP.

Those proposals that are incomplete will be rejected. WOU reserves the right to waive what are, in

WOU's sole opinion, minor informalities.

Proposals considered complete will be evaluated to determine if they comply with the administrative, contractual and technical requirements of the RFP. If the proposal is unclear, Proposers may be asked to provide written clarification. Those proposals that do not meet all mandatory requirements will be rejected.

Proposals that meet all requirements will be evaluated by an Evaluation Committee on their value to

WOU in meeting its needs and assigned points within specific categories to a maximum of 100 total points awarded. Each category will be weighted to reflect their relative value to WOU. The weightings are given in this RFP. At the option of WOU, Proposers may be asked to provide written clarification and/or to provide a presentation to clarify their proposal to aid the Evaluation

Committee in awarding desirable points to the proposal.

The findings of the Evaluation Committee will be summarized and a summary created and provided to Ryan J. Hagemann.

If necessary due to receiving proposals from more than seven (7) Proposers, these findings may be used to establish a subset of "finalists" which will be established by removing from consideration all but two (2) of the proposals based on aggregate score. The remaining proposals may be invited to enter into negotiations with the WOU to discuss details and finalized requirements/offerings. This step in the evaluation process is not a requirement of the Evaluation Committee.

WOU reserves the right to conduct negotiations with multiple Proposers/finalists at the same time as well as to terminate negotiations with any of the finalists when WOU deems further negotiations to be not in the interest of WOU.

WOU reserves the right not to enter into negotiations with Proposers/finalists but to simply select the

Contract with the highest aggregate score as the best proposal for WOU.

If negotiations between WOU and multiple finalists takes place, the Contract Administrator will review the results of the negotiations and select for contract award the Proposer with the overall best final proposal for WOU.

If there is a tie in aggregate score between highest aggregate scoring proposals, the University reserves the right to and may request that the tied Proposers provide their best offer. Such requests will come from

Ryan Hagemann, who will provide a submission date for the best offer. Best offers must be submitted in a timely fashion to be considered. Once the best offers are received, they will be scored again.

Prior Acceptance of Defective Proposals. Due to limited resources, WOU generally will not completely review or analyze proposals which on their face fail to comply with the requirements of the RFP or which clearly are not the best proposals, nor will WOU generally investigate the references or qualifications of those who submit such proposals if they are not to be fully considered due to a deficiency. Therefore, neither the return of a proposal, nor acknowledgment that the selection is complete shall operate as a representation by WOU that an unsuccessful proposal was complete, sufficient, or lawful in any respect.

Investigation of References. WOU reserves the right to investigate the references and the past performance of any Proposer with respect to its successful performance of similar services, compliance with specifications and contractual obligations, and its lawful payment of contractors, subcontractors, and workers. WOU may postpone the award or execution of the Contract after the announcement of the apparent successful Proposer in order to complete its investigation. WOU reserves the right to reject any proposal or to reject all proposals at any time prior to WOU's execution of a Contract if it is determined to be in the best interest of WOU to do so.

WOU reserves the right to consider past performance, historical information and facts, whether gained from the Proposer's proposal, question and answer conference, references, WOU or any other source in the evaluation process.

Negotiations. WOU may enter into negotiations with one or more Proposers concurrently. The resulting [Project Name] Contract(s) shall be based on the submitted proposal and the negotiations concerning the proposal. Should negotiations between WOU and any Proposer reach an impasse, WOU reserves the right at its sole discretion to break off the negotiations.

Post-Selection Review. After completion of negotiations, WOU will name an apparent successful

Proposer. Identification of the "apparent successful Proposer" is procedural only and creates no right in the named Proposer to award of the Contract. Competing Proposers shall be notified in writing of the identity of the apparent successful Proposer and shall be given five (5) calendar days to review the RFP file and evaluation report. Any questions or concerns about, or protests of, the evaluation process must be in writing and must be delivered to the RFP Administrator within five (5) calendar days after the date of the letter identifying the apparent successful Proposer.

Within a reasonable time following the end of this five (5) day protest period, WOU will consider all protests received, if any, and:

(1) Reject all protests and proceed with final evaluation of the apparent successful Proposer and, pending the satisfactory outcome of this final evaluation, enter into a Contract with the named

Proposer; or

(2) Sustain a meritorious protest(s) and reject the apparent successful Proposer as non-responsive, if such Proposer is unable to demonstrate that its proposal complied with all material requirements of the solicitation; thereafter, WOU may name a new apparent successful Proposer; or

(3) Reject all proposals and cancel the procurement.

PART III—GENERAL TERMS AND CONDITIONS OF CONTRACT DEFINITIONS

(Definitions apply to the entire RFP, not just this part)

DEFINITIONS (apply to the entire RFP, not just this part):

"Contract" means the entire written agreement between the parties, including but not limited to the

Request for Proposal ("RFP") and its specifications, terms and conditions; solicitation addenda and contract amendments, if any; and the resulting Statewide Higher Education Study Contract.

"Contractor" means a person or organization with whom WOU has contracted for the provision of services and receipt of rights pursuant to this Contract.

"ORS" means the Oregon Revised Statutes.

"Proposer" means any respondent to this RFP. The successful Proposer becomes the Contractor.

Statements referring to using "Proposer" generally indicate requirements which must be included with the Proposal. Statements referring to "Contractor" generally indicate requirements that will become Contractual obligations.

"Proposal" means Proposer's response to the RFP.

"RFP" means Western Oregon University Request for Proposal numbered 2022-5383-COP-SF for

Statewide Higher Education Study Contract.

“WOU” means, for purposes of this RFP and this contract, WOU is serving as the fiscal agent for the Oregon Council of Presidents (“OCOP”), a voluntary association.

STANDARD CONTRACTUAL TERMS AND CONDITIONS:

1. ACCESS TO RECORDS. Contractor shall maintain books, records, documents, and other evidence and accounting procedures and practices sufficient to reflect properly all costs of whatever nature claimed to have been incurred and anticipated to be incurred in the performance of this contract. The Oregon

Department of Higher Education, Oregon Secretary of State, Federal Government, and their duly authorized representatives shall have access to the books, documents, papers, and records of Contractor which are directly pertinent to this contract for the purpose of making audit, examination, excerpts, and transcripts. Such books and records shall be maintained by Contractor for a minimum of three (3) years, or such longer period as may be required by applicable law, following final payment and termination of this Contract, or until the conclusion of any audit, controversy or litigation arising out of or related to this

Contract, whichever date is later.

2. AVAILABILITY OF FUNDS. University certifies that sufficient funds are available and authorized for expenditure to finance costs of this contract within its current biennial appropriation or expenditure limitation, provided, however, that continuation of the contract, or any extension, after the end of the fiscal period in which it is written, is contingent upon a new appropriation or limitation for each succeeding fiscal period sufficient in amount, in the exercise of the University's reasonable administrative discretion, to continue to make payments under this Contract.

3. CAPTIONS. The captions or headings in this contract are for convenience only and in no way define, limit, or describe the scope or intent of any provisions of this contract.

4. COMPLIANCE WITH APPLICABLE LAW. Contractor shall comply with all federal, state, county, and local laws, ordinances, and regulations applicable to the work to be done under this contract.

Contractor specifically agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules, and regulations. Contractor also shall comply with the Americans with

Disabilities Act of 1990 (Pub L No. 101-336), Title VI of the Civil Rights Act of 1964, Section V of the

Rehabilitation Act of 1973, ORS 659.425, and all regulations and administrative rules established pursuant to those laws. Contractor further agrees to make payments promptly when due, to all persons supplying to such Contractor, labor or materials for the prosecution of the work provided in this contract;

pay all contributions or amounts due the Industrial Accident Fund from such contractor incurred in the performance of this contract; not permit any lien or claim to be filed or prosecuted against the state on account of any labor or material furnished; pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. If Contractor fails or refuses to make any such payments required herein, the appropriate University official may pay such claim. Any payment of a claim in the manner authorized in this section shall not relieve the Contractor or Contractor's surety from obligation with respect to any unpaid claims. Contractor shall promptly pay any person or entity that furnishes medical care to Contractor's employees those sums which Contractor agreed to pay for such services and all money Contractor collected or deducted from employee's wages to provide such services.

5. DISCLOSURE OF SOCIAL SECURITY NUMBER. Contractor must provide Contractor's Social

Security number unless Contractor provides a federal tax ID number. This number is requested pursuant to ORS 305.385 and OAR 150-305.100. Social Security numbers provided pursuant to this authority will be used for the administration of state, federal and local tax laws.

6. EXECUTION AND COUNTERPARTS. This contract may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument.

7. GOVERNING LAW. This contract shall be governed and construed in accordance with the laws of the State of Oregon without regard to principles of conflicts of law. Any claim, action, or suit between

University and Contractor that arises out of or relates to performance of this contract shall be brought and conducted solely and exclusively within the Circuit Court for Polk County, for the State of Oregon.

Provided, however, that if any such claim, action, or suit may be brought only in a federal forum, it shall be brought and conducted solely and exclusively within the United States District Court for the District of

Oregon. CONTRACTOR, BY EXECUTION OF THIS CONTRACT, HEREBY CONSENTS TO THE

IN PERSONAM JURISDICTION OF SAID COURTS.

8. HAZARD COMMUNICATION. Contractor shall notify University prior to using products containing hazardous chemicals to which University employees may be exposed. Products containing hazardous chemicals are those products defined by Oregon Administrative Rules, Chapter 437. Upon

University's request, Contractor shall immediately provide Material Safety Data Sheets, as required by

OAR 437-155-025, for the products subject to this provision.

9. INDEMNITY, RESPONSIBILITY FOR DAMAGES. Contractor shall be responsible for all damage to property, injury to persons, and loss, expense, inconvenience, and delay which may be caused by, or result from, the conduct of work under this contract, or from any act, omission, or neglect of

Contractor, its subcontractors, or employees. Contractor shall save, defend, indemnify, and hold harmless the Western Oregon University and its officers, agents, employees, and members from all claims, suits, and actions of any nature resulting from or arising out of the activities or omissions of Contractor or its subcontractors, officers, agents, or employees acting under this contract.

10. INDEPENDENT CONTRACTOR STATUS. The service(s) to be rendered under this contract are those of an independent contractor. Although the University reserves the right (i) to determine (and modify) the delivery schedule for the Work to be performed and (ii) to evaluate the quality of the completed performance, University cannot and will not control the means or manner of Contractor's performance. Contractor is responsible for determining the appropriate means and manner of performing the Work. Contractor is not to be considered an agent or employee of University for any purpose, and neither Contractor nor any of Contractor's agents or employees are entitled to any of the benefits that

University provides for its employees. Contractor will be solely and entirely responsible for its acts and for the acts of its agents or employees during the performance of this contract. If Contractor is providing personal services as an individual, Contractor: (1) Is engaged as an independent contractor and will be responsible for any Federal or State taxes applicable to this payment; (2) Will not be eligible for any

Federal Social Security, State Workers' Compensation, unemployment insurance, or Public Employees

Retirement System benefits from this contract payment; (3) Is not an officer, employee, or agent of the

State as these terms are used in ORS 30.265 and will not be under the direction and control of University;

(4) Is not currently employed by the Federal Government and the amount charged does not exceed the normal charge for the type of service provided if payment is to be charged against Federal funds; and (5)

Must furnish Form 8233 in duplicate with this contract if Contractor is a non-resident alien and claims exemption from Federal Withholding tax. (b) The University, will report the total amount of all payments to Contractor, including any expenses, in accordance with Federal Internal Revenue Service and State of

Oregon Department of Revenue regulations.

11. INSURANCE. Contractor shall provide insurance as indicated on Exhibit B, attached hereto and by this reference made a part hereof. Insurance policies, which cannot be excess to a self-insurance program, are to be issued by an insurance company authorized to do business in the State of Oregon. The Western

Oregon University and its officers and employees shall be included as an additional insured in said insurance policy. If any of the liability insurance is arranged on a "claims made" basis, "tail" coverage will be required at the completion of this contract for a duration of 24 months.

12. LIMITATION OF LIABILITIES. EXCEPT FOR LIABILITY ARISING UNDER OR

RELATED TO SECTIONS 15(a) or 23(b), NEITHER PARTY SHALL BE LIABLE FOR (i) ANY

INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES UNDER THIS

CONTRACT OR (ii) ANY DAMAGES OF ANY SORT ARISING SOLELY FROM THE

TERMINATION OF THIS CONTRACT IN ACCORDANCE WITH ITS TERMS.

13. NOTICES. Except as otherwise expressly provided in this Contract, any communications between the parties hereto or notices to be given hereunder shall be given in writing by personal delivery, facsimile, or mailing the same, postage prepaid, to Contractor or University at the address or number set forth on the signature page of this Contract, or to such other addresses or numbers as either party may hereafter indicate. Any communication or notice so addressed and mailed shall be deemed to be given five (5) days after mailing. Any communication or notice delivered by facsimile shall be deemed to be given when receipt of the transmission is generated by the transmitting machine. To be effective against the University, such facsimile transmission must be confirmed by telephone notice to University's supervising representative. Any communication or notice by personal delivery shall be deemed to be given when actually delivered.

14. OWNERSHIP OF WORK PRODUCT. All work product of Contractor that results from this

Contract (the "Work Product") is the exclusive property of University. University and Contractor intend that such Work Product be deemed "work made for hire" of which University shall be deemed the author.

If for any reason the Work Product is not deemed "work made for hire," Contractor hereby irrevocably assigns to University all of its right, title, and interest in and to any and all of the Work Product, whether arising from copyright, patent, trademark, trade secret, or any other state or federal intellectual property law or doctrine. Contractor shall execute such further documents and instruments as University may reasonably request in order to fully vest such rights in University. Contractor forever waives any and all rights relating to the Work Product, including without limitation, any and all rights arising under 17 USC

'106A or any other rights of identification of authorship or rights of approval, restriction or limitation on use or subsequent modifications.

15. REPRESENTATIONS AND WARRANTIES. (a) Contractor's Representations and

Warranties. Contractor represents and warrants to University that (1) Contractor has the power and authority to enter into and perform this Contract, (2) this Contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable in accordance with its terms, (3) the Work under this Contract shall be performed in a good and workmanlike manner and in accordance with the highest professional standards, and (4) Contractor shall, at all times during the term of this Contract, be qualified, professionally competent, and duly licensed to perform the Work. (b) Warranties Cumulative. The warranties set forth in this section are in addition to, and not in lieu of, any other warranties provided.

16. SURVIVAL. All rights and obligations shall cease upon termination or expiration of this Contract, except for the rights and obligations set forth in the Section titled "Effective Date and Duration," and

Sections 1, 7, 9, 12, 14, 15, 16, 21, and 22.

17. SEVERABILITY. If any term or provision of this contract is declared by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the contract did not contain the particular term or provision held to be invalid.

18. SUBCONTRACTS AND ASSIGNMENTS. Contractor shall not enter into any subcontracts for any of the work required by this contract, or assign or transfer any of its interest in this contract, without obtaining prior written approval from the University. In addition to any provisions the University may require, Contractor shall include in any permitted subcontract under this Contract a requirement that the subcontractor be bound by this section and Sections 1, 9, 14 and 27 as if the subcontractor were the

Contractor. University's consent to any subcontract shall not relieve Contractor of any of its duties or obligations under this Contract.

19. SUCCESSORS IN INTEREST. The provisions of this contract shall be binding upon and shall inure to the benefit of the parties hereto, and their respective successors and assigns.

20. TAX COMPLIANCE CERTIFICATION. Contractor hereby affirms, under penalty of perjury, as provided in ORS 305.385(6), that to the best of Contractor's knowledge Contractor is not in violation of any of the tax laws described in ORS 305.380(4).

21. TERMINATIONS. (a) This contract may be terminated at any time by mutual consent of the parties, or by either party upon thirty (30) days' notice to the other party. (b) In addition, the University may terminate this contract effective upon delivery of notice to Contractor, or at such later date as may be established by the University, if (i) Federal or state laws, regulations or guidelines are modified, changed, or interpreted in such a way that either the Work under this Contract is prohibited or University is prohibited from paying for such Work from the planned funding source; or (ii) Any license or certificate required by law or regulation to be held by the Contractor to provide the services required by this contract is for any reason denied, revoked, or not renewed. (c) This contract may also be terminated by University for default (including breach of contract) if (i) Contractor fails to provide services or materials called for by this contract within the time specified herein or any extension thereof; or (ii) Contractor fails to perform any of the other provisions of this contract, or so fails to pursue the work as to endanger performance of this contract in accordance with its terms, and after receipt of notice from University, fails to correct such failures within ten business days.

22. TERMINATION DUE TO NONAPPROPRIATION OF FUNDS. If sufficient funds are not provided in future legislatively approved budgets of University (or from applicable Federal, state, or other sources) to permit University in the exercise of its reasonable administrative discretion to continue this contract, or if University or program for which this contract was executed is abolished, the University may terminate this contract without further liability by giving Contractor not less than thirty (30) days’ notice. In determining the availability of funds from the Oregon Legislature for this contract, University may use the budget adopted for it by the Joint Ways and Means Committee of the Oregon Legislative

Assembly.

23. REMEDIES. (a) In the event of termination pursuant to Sections 21(a) and (b)(i) and 22, Contractor's sole remedy shall be a claim for the sum designated for accomplishing the Work multiplied by the percentage of Work completed and accepted by the University, less previous amounts paid and any claim(s) which the University has against Contractor. If previous amounts paid to Contractor exceed the amount due to Contractor under this subsection, Contractor shall pay any excess to University upon demand. (b) In the event of termination pursuant to Sections 21(b)(ii) or (c), University shall have any remedy available to it in law or equity. If it is determined for any reason that Contractor was not in default under these subsections, the rights and obligations of the parties shall be the same as if the Contract was terminated pursuant to Section 21(a). (c) Upon receiving a notice of termination of this Contract, Contractor shall immediately cease all activities under this Contract, unless University expressly directs otherwise in such notice of termination. Upon termination of this Contract, Contractor shall deliver to

University all documents, information, works-in-progress and other property that are or would be deliverables had the Contract been completed. Upon University's request, Contractor shall surrender to anyone University designates, all documents, research or objects or other tangible things needed to complete…