PERS RFQ 45900_00016700 Headquarters Building Arc Flash Assessment Re Issue Final.pdf

PERS S 45900-00016700 Headquarters Building Arc Flash Assessment

The State of Oregon

Public Employees Retirement System (PERS) Issues the Following

Informal Request for Quote (RFQ)

#PERS S 45900-00016700

Headquarters Building Arc Flash Assessment

Date of Issuance: April 21, 2026

Quotes Due: May 19, 2026 1:00 PM (Pacific Time)

Sole Point of Contact: Jennifer Champie, Senior Procurement and Contracts Specialist

Oregon Public Employees Retirement System

Contracts and Procurement Section 11410 SW 68th Pkwy Tigard, OR 97223 E-mail: jennifer.champie@pers.oregon.gov

1.0 INTRODUCTION

The State of Oregon, acting by and through its Public Employees Retirement System (PERS or Agency), issues this Request for Quote (RFQ) for an Arc Flash Assessment Provider for the PERS Headquarters building, located at 11410 SW 68th Parkway, Tigard, OR 97281.

2.0 SOLICITATION PROCESS:

2.1 Procurement Method: PERS is conducting this solicitation as an Intermediate Procurement in accordance with ORS 279B.070 and OAR 125-247-0270. This is an informal solicitation and no protests of the solicitation, or the award will be considered.

2.2 Sole Point Of Contact: All questions about the technical and contractual requirements or the procurement process must be directed to the Sole Point of Contact (SPC) listed on the cover page of this RFQ.

2.3 Addenda and Clarifications: PERS will issue addenda to this RFQ, clarifications, questions and their answers and other RFQ-related notices through email. PERS encourages all prospective Offerors to monitor email regularly through the Quote due date and time to avoid missing any RFQ Addenda, Q & A responses or Announcements.

3.0 CONTRACTUAL OVERVIEW

3.1 Term of Contract: The initial term of the Contract is anticipated to be 1 year beginning on the date the Contract is executed. The contract may be extended for up to 3 additional years after the initial term.

3.2 Contract Payment & Method of Compensation: Invoicing for basic services shall be submitted to PERS monthly for services completed the prior month. Invoicing for additional services will be itemized and detailed as a separate line item on the invoice and submitted after completion of work unless progress payments have been previously agreed to by both parties. Payment will be made 30 days after receipt of invoice per

ORS293.462.

Contractor’s payment shall be for completion of tasks and deliverables in conformance with all Contract requirements, applicable standards and applicable acceptance criteria.

3.3 Contractual Obligation: All proposers who submit a quote in response to this solicitation understand, acknowledge and agree that PERS is not obligated to enter into an agreement with any Offeror and further, has absolutely no financial obligation to any Offeror.

3.3 Anticipated Amendments: Contingent upon Agency’s need, availability of approved funding, concurrence by both parties and Contractor’s performance, potential Contract amendments may include, but are not limited to the following:

3.3.1 add up to 3 additional years of the recurring services via one year Contract renewals;

3.3.2 add tasks (within the scope of the basic or additional services described in this RFQ) or delete tasks;

3.3.3 unit price adjustments (no more than once per 12 month term), if requested by Contractor and supported with proper documentation;

3.4 Contract Terms and Conditions: The contract for services will include:

Exhibit 1 - PERS Headquarters Building Arc Flash Assessment Services Statement of Work Exhibit 2 - Insurance Requirements Exhibit 3 - Independent Contractor Certification Exhibit 4 - State of Oregon Sample Contract Exhibit 5 – Supplemental Terms and Conditions

4.0 INSTRUCTIONS TO Offerors:

4.1 Questions

If you have any questions prior to submitting your quote, submit them in writing to jennifer.champie@pers.oregon.gov no later than 1:00 PM (Pacific Time) on May 5. Submittal must reference PERS S 45900-00016700 in the email.

4.2 Quote Submission

Submit quote responses by email attachment (PDF or MS Word no later than 1:00 PM (Pacific Time) on May 19 and reference PERS S 45900-00016700. Submit to:

Jennifer Champie, Senior Procurement and Contracts Specialist jennifer.champie@pers.oregon.gov

Quotes must be received by PERS prior to the scheduled Closing date and time. Please do not wait until the last minute to send electronic quotes in case there are transmittal problems or delays. Late quotes or modifications will not be considered.

Offerors must be able to comply with all requirements of this RFQ and accept the terms and conditions of this RFQ, including those terms and conditions contained in Exhibits 1-5.

4.5 Quote Format

Offerors are required to submit the following documents:

Cover Sheet (Attachment A): The cover sheet must be signed by an authorized representative of the Offeror. Offeror’s signature and submission of a signed quote in response to the RFQ constitutes Offeror’s affirmation that:

the Offeror, acting through its authorized representative, has read and understands all RFQ instructions, specifications, and terms and conditions contained within this RFQ and addenda, if any;

the Offeror certifies that its quote has been arrived at independently and has been submitted without any collusion designed to limit independent quotes or competition;

mailto:jennifer.champie@pers.oregon.gov the Offeror is bound by, and will comply with, all requirements, specifications and terms and conditions contained within this RFQ, including addenda, if any;

all information provided within its Quote is true, accurate and complete, and Offeror has not and will not discriminate against a subcontractor in the awarding of a subcontract because the subcontractor is a minority, women or emerging small business enterprise certified under ORS 200.055.

Specify if an Oregon Minority Business Enterprise, a Women Business Enterprise, Disadvantaged Business Enterprise, or an Emerging Small Business.

Price Quote (Attachment B): Complete the pricing matrix for PERS Headquarters Building Arc Flash

Assessment.

All prices and any other significant statements contained in the Quote must be valid for sixty (60) days from the RFQ closing date. PERS may request that Offerors extend this sixty (60) day period in writing.

All pricing will be inclusive of any travel and expenses for PERS Headquarters Building Arc Flash Assessment. Any quotes for additional services will itemize all costs and the final accepted quote or services will be inclusive of all travel and expenses.

PERS requests that pricing remain fixed for the first-year contract period. Thereafter, Contractor may seek a price increase reflecting increased operating, labor or material costs for an extension term by submitting a written request to PERS, including all appropriate price documentation. A written request must be received by PERS 60 days prior to contract expiration. No more than one price increase shall be allowed during any twelve-month period regardless of the number of contract extension terms.

Certificate of Insurance per the requirements of Exhibit 2.

Certification of Independent Contractor Status per Exhibit 3.

4.6 Cost of Quotes

All costs incurred in preparing, submitting, and delivering a quote in response to this solicitation are the responsibility of the Offeror and will not be reimbursed by PERS.

5.0 EVALUATION AND AWARD

5.1 Evaluation

Each Quote will be reviewed for completeness and compliance with the requirements of this RFQ. Offeror may be asked to provide additional clarification and PERS reserves the right to request amended Quote. The evaluation criteria for selecting the Contractor shall include but are not limited to the following:

Offeror’s relevant experience:

Minimum of five (5) years of verifiable experience performing electrical Arc Flash Hazard Analysis

/ Arc Flash Studies in accordance with NFPA 70E and IEEE 1584;

Demonstrated experience conducting Arc Flash assessments for commercial, institutional, or government facilities with complex electrical distribution systems.

Price Quote for PERS Headquarters Building Arc Flash Assessment fees, miscellaneous fees, and/or hourly rates for any additional work for this service.

Acceptance of all contractual terms and conditions including ability to meet the requirements of the statement of work.

Registered in OregonBuys (State of Oregon eProcurement system) https://oregonbuys.gov/bso/

5.2 Award

PERS reserves the right to award a contract based solely upon information submitted. PERS may negotiate with an Offeror to clarify its quote or to effect modifications that will make the Quote acceptable or more advantageous to PERS.

PERS reserves the right to not award a contract resulting from this Solicitation if PERS finds such a decision to be in the best interest of the state or the Agency.

5.3 INSURANCE REQUIREMENTS

Insurance requirements for the Contract are specified in “Exhibit C - Insurance Provisions” of Exhibit B.

5.4 LEGAL COMPLIANCE

Offeror must comply with all applicable requirements of federal and state civil rights law and rehabilitation statutes including the Americans with Disabilities Act.

5.5 CERTIFICATION OF COMPLIANCE WITH DISCRIMINATION LAWS

Each Proposer, by submitting a Quote in response to this RFQ, thereby certifies that it has not discriminated against minority, women or emerging small business enterprises, or a business enterprise that is owned or controlled by or that employs a disabled veteran, as that term is defined in ORS 408.225, in obtaining any subcontracts, and that the Proposer is not in violation of any discrimination laws.

5.6 CERTIFIED BUSINESS FIRM PARTICIPATION (ORS 200.005 to 200.075; ORS 200.160 to 200.200;

ORS 279A.105)

Participation By Disadvantaged Business Enterprises, Minority-Owned Businesses, Woman-Owned Businesses, and Emerging Small Businesses.

As noted in Executive Order 12-03: “Minority-owned and Woman-owned businesses continue to be a dynamic and fast-growing sector of the Oregon economy. Oregon is committed to creating an environment that supports the ingenuity and industriousness of Oregon’s Minority Business Enterprise [MBE] and Woman Business Enterprise [WBE]. Emerging Small Business [ESB] firms are also an important sector of the state’s economy.”

Any Oregon firm that is certified as a disadvantaged business enterprise, minority-owned business, woman-owned business, business owned by a service-disabled veteran or emerging small business, as defined in ORS 200.005 and pursuant to ORS 200.055 (a “Certified Business Firm”), has an equal opportunity to participate in the performance of contracts financed with State funds. By submitting its Proposal, Proposer certifies that it will make good faith efforts to ensure that Certified Business Firms are provided an equal opportunity to compete for and participate in the performance of any subcontracts resulting from this procurement. Proposer further certifies and agrees that it has not discriminated and will not discriminate in its employment practices with regard to race, creed, age, religious affiliation, sex, disability, sexual orientation or national origin, and it has not discriminated and will not https://oregonbuys.gov/bso/ discriminate against a subcontractor in the awarding of a subcontract because the subcontractor is a Certified Business Firm pursuant to ORS 200.055.

If there may be opportunities for subcontractors to work on the Project, it is the expectation of the Agency that the Proposer will take reasonable steps to ensure that Certified Business Firms are provided an equal opportunity to compete for and participate in the performance of any contract resulting from this procurement or any subcontracts associated with Services to be performed under any contract resulting from this procurement.

The information submitted in response to this clause will not be considered in any scored evaluation and no evaluative points will be assigned to the information.

To meet the requirements of this clause, please complete the Certified Business Firm Outreach Plan, Attachment

1. The Certified Business Firm Outreach Plan will become a contractual obligation in the event the Proposer receives a contract award and signs the resulting contract.

Furthermore, as and when applicable, the successful Consultant executing any resulting contract shall maintain any Certified Business Firm certifications applicable to the Consultant and require in its subcontracts that subcontractors maintain any applicable Certified Business Firm certifications required by Section 2, Chapter 325, Oregon Laws 2015, as amended by Section 26, Chapter 565, Oregon Laws 2015 as a material condition of the contract. If the Consultant or subcontractor was awarded the contract or any underlying subcontract, as applicable, in the course of the State’s carrying out an affirmative action goal, policy or program under ORS 279A.100 – 279A.107, and fails to maintain the required certification, Agency may terminate the contract, require the Consultant to terminate the subcontractor, or exercise any of the remedies reserved for a breach of the contract.

5.7 CERTIFICATE OF PAY EQUITY TRAINING

This is a legislatively-mandated requirement effective January 1, 2016. Prior to execution of the Contract, the apparent successful Offeror must submit to DAS within 7 calendar days of notification of intent to award, a true and correct copy of an unexpired certificate, issued to the Offeror by the Oregon Department of Administrative Services under 2015 Oregon Laws, chapter 454, section 2. This requirement applies only to Offerors that employ 50 or more full-time workers and only if the Contract has an estimated contract price that exceeds $500,000.

PERS HQ Maintenance Services RFQ #S 45900-00016700

Attachments and Exhibits ATTACHMENT A – Cover Page and COBID Certification

ATTACHMENT B – Price Quote

CONTRACT TERMS AND CONDITIONS

Exhibit 1 - PERS Headquarters Building Arc Flash Assessment Services Statement of Work Exhibit 2 - Insurance Requirements Exhibit 3 - Independent Contractor Certification Exhibit 4 - State of Oregon Sample Contract Exhibit 5 – Supplemental Terms and Conditions

ATTACHMENT A

Cover page

PERS Headquarters Building Arc Flash Assessment Request for Quote RFQ #S 45900-00016700 SUBMIT THIS FORM WITH YOUR Quote

Proposer Information

Company Legal Name:

Federal Tax ID#:

Address:

Contact Person: Email:

Phone: Fax:

By signing this Cover Page, Proposer agrees to comply with all requirements, specifications and terms and conditions included with this Request for Proposal (including all Attachments and Addenda, if any) and all specifications, warranties, etc. included in its submitted response. Proposer certifies, under penalty of perjury, that they are not in violation of any tax laws described in ORS 305.385(6) and (7).

Authorized Signature:

Printed Name:

Title:

Date:

Complete if Applicable:

CERTIFIED BUSINESS FIRM PARTICIPATION (ORS 200.005 to 200.075; ORS 200.160 to 200.200; ORS

279A.105) NOTE: This section is for information purposes only and shall not be considered in the evaluation of the bid or award of a contract.

Type of Certification Certification Number Certified in Oregon?

Disadvantaged Business Enterprise

(DBE)

Minority Business Enterprise (MBE) Women Business Enterprise (WBE) Emerging Small Business (ESB)

ATTACHMENT B

PERS Headquarters Building Arc Flash Assessment

REQUEST FOR QUOTE - PRICING FOR SERVICES

Pricing:

1. PERS Headquarters Building Arc Flash Assessment:

PERS Headquarters Building, 11410 SW 68th Parkway, Tigard, OR as outlined in Exhibits 1-5. Pricing must include all travel, labor and materials to perform the necessary work and sufficient Project Management resources to effectively oversee the delivery of quality service.

a. Headquarters Building Arc Flash Assessment - Total Cost $ _____________________

i. Arc Flash Assessment – Time by Hours ______________________

ii. Arc Flash Assessment – Hourly Rate $ ______________________

iii. Arc Flash Assessment -Misc Fees $ ______________________

All prices contained in the Quote must be valid for sixty (60) days from the RFQ closing date. PERS may request that Offerors extend this sixty (60) day period in writing. Include any assumptions to clarify your pricing in an attached Cover Letter.

Pricing shall remain firm for the first year contract period. Thereafter, Contractor may seek a price increase for the following twelve month period reflecting increased operating, labor or material costs for an extension term by submitting a written request to PERS, including all appropriate price documentation. Such written request must be received by PERS 60 days prior to contract expiration. No more than one price increase shall be allowed during any twelve month period regardless of the number of contract extension terms.

All pricing will be inclusive of any travel and expenses for Arc Flash Assessment services. Any quotes for additional services will itemize all costs and the final accepted quote for services will be inclusive of all travel and expenses.

EXHIBIT 1

STATEMENT OF WORK

1. Project Background:

The Oregon Public Employees Retirement System (PERS) is seeking qualified services to perform a building-wide Arc Flash Risk Assessment for the PERS Headquarters building located at 11410 SW 68th Parkway. This work is required to ensure compliance with applicable electrical safety standards, including NFPA 70E, and to support the safe operation and maintenance of the facility’s electrical systems.

The assessment shall evaluate applicable electrical distribution equipment throughout the building, including main service equipment, switchgear, panelboards, and electrical panels serving mechanical and HVAC systems.

HVAC-related equipment is included as part of the overall electrical distribution system. Services shall be performed in accordance with industry best practices and applicable codes and standards, and shall include analysis, documentation, and Arc Flash labeling as required.

2. Scope of Services:

a. Contractor shall conduct a site visit to inspect and gather electrical system data for:

• Switchboards

• Panelboards

• Disconnects

• Transformers

• Motor Control Centers (MCC’s), if present

b. Contractor shall develop or verify existing one-line diagrams.

c. Contractor shall perform a short circuit analysis, protective device coordination and Arc flash hazard analysis per IEEE 1584 and NFPA 70E.

d. Contractor shall calculate incident energy levels and Arc flash boundaries for all relevant electrical equipment.

e. Contractor shall provide printed arc flash warning labels per NFPA 70E for all equipment requiring labeling.

f. Contractor shall deliver a complete report to include:

i. Study methodology

ii. Results summary (incident energy, boundary tables)

iii. Equipment list

iv. PPE recommendations

v. Updated one-line diagrams

g. Contractor shall conduct an infrared thermographic scan of electrical panels.

h. Contractor shall provide digital copies of all documentation to PERS Facilities Supervisor when services are complete.

CONTRACTOR'S WORK SCHEDULE: Services as specified shall be performed between 8:00 am and 5:00 pm Monday through Friday excluding Agency holidays. Deviation from Service schedules must be approved in advance by the Agency Facilities Contact. Services shall not interfere with the conduct of business or activities of Agency.

Contractor shall use recyclable products to the maximum extent economically feasible in the performance of the Contract Services set forth in this document.

The safety of the public, Contractor, and Agency employees and property is critical. Contractor shall take all required and necessary measures to protect from harm anyone involved in or exposed to the Contractor’s activities performed under this contract.

Contractor’s employees shall wear uniforms or badges while on Agency premises that clearly identify them as Contractor’s employees.

EXHIBIT 2

INSURANCE REQUIREMENTS

Contractor shall obtain at Contractor’s expense the insurance specified prior to performing under this Contract and shall maintain it in full force and at its own expense throughout the duration of this Contract, as required by any extended reporting period or tail coverage requirements, and all warranty periods that apply. Contractor shall obtain the following insurance from insurance companies or entities that are authorized to transact the business of insurance and issue coverage in State and that are acceptable to Agency. Coverage shall be primary and non-contributory with any other insurance and self-insurance, with the exception of Professional Liability and Workers’ Compensation.

Contractor shall pay for all deductibles, self-insured retention and self-insurance, if any.

WORKERS’ COMPENSATION & EMPLOYERS’ LIABILITY

All employers, including Contractor, that employ subject workers, as defined in ORS 656.027, shall comply with ORS

656.017 and provide workers' compensation insurance coverage for those workers, unless they meet the requirement for an exemption under ORS 656.126(2). Contractor shall require and ensure that each of its subcontractors complies with these requirements. If Contractor is a subject employer, as defined in ORS 656.023, Contractor shall also obtain employers' liability insurance coverage with limits not less than $500,000 each accident. If contractor is an employer subject to any other state’s workers’ compensation law, Contactor shall provide workers’ compensation insurance coverage for its employees as required by applicable workers’ compensation laws including employers’ liability insurance coverage with limits not less than $500,000 and shall require and ensure that each of its out-of-state subcontractors complies with these requirements.

COMMERCIAL GENERAL LIABILITY:

X Required Not required

Commercial General Liability Insurance covering bodily injury and property damage in a form and with coverage that are satisfactory to the State. This insurance shall include personal and advertising injury liability, products and completed operations, contractual liability coverage for the indemnity provided under this contract, and have no limitation of coverage to designated premises, project or operation. Coverage shall be written on an occurrence basis in an amount of not less than $___1,000,000.00___ per occurrence. Annual aggregate limit shall not be less than $___2,000,000.00___.

AUTOMOBILE LIABILITY INSURANCE:

X Required Not required

Automobile Liability Insurance covering Contractor’s business use including coverage for all owned, non-owned, or hired vehicles with a combined single limit of not less than $______1,000,000.00______ for bodily injury and property damage. This coverage may be written in combination with the Commercial General Liability Insurance (with separate limits for Commercial General Liability and Automobile Liability). Use of personal automobile liability insurance coverage may be acceptable if evidence that the policy includes a business use endorsement is provided.

POLLUTION LIABILITY:

Required Not required

Pollution Liability Insurance covering Contractor’s or appropriate subcontractor’s liability for bodily injury, property damage and environmental damage resulting from sudden accidental and gradual pollution and related cleanup costs incurred by Contractor, all arising out of the Goods delivered or Services (including transportation risk) performed under this Contract is required. Combined single limit per occurrence shall not be less than $___N/A____. Annual aggregate limit shall not be less than $___N/A____.

An endorsement to the Commercial General Liability or Automobile Liability policy, covering Contractor’s or subcontractor’ liability for bodily injury, property damage and environmental damage resulting from sudden accidental and gradual pollution and related clean-up cost incurred by the Contractor that arise from the Goods delivered or Services (including transportation risk) performed by Contractor under this Contract is also acceptable.

EXCESS/UMBRELLA INSURANCE:

A combination of primary and excess/umbrella insurance may be used to meet the required limits of insurance.

ADDITIONAL INSURED:

The Commercial General Liability insurance and Automobile liability insurance required under this Contract must include an additional insured endorsement specifying the State of Oregon, its officers, employees and agents as Additional Insureds, including additional insured status with respect to liability arising out of ongoing operations and completed operations, but only with respect to Contractor's activities to be performed under this Contract. Coverage shall be primary and non-contributory with any other insurance and self-insurance. The Additional Insured endorsement with respect to liability arising out of your ongoing operations must be on ISO Form CG 20 10 07 04 or equivalent and the Additional Insured endorsement with respect to completed operations must be on ISO form CG 20 37 04 13 or equivalent.

TAIL COVERAGE:

If any of the required insurance is on a claims made basis and does not include an extended reporting period of at least 24 months, Contractor shall maintain either tail coverage or continuous claims made liability coverage, provided the effective date of the continuous claims made coverage is on or before the effective date of this Contract, for a minimum of 24 months following the later of (i) Contractor’s completion and Agency’s acceptance of all Services required under this Contract, or, (ii) Agency or Contractor termination of contract, or, iii) The expiration of all warranty periods provided under this Contract.

CERTIFICATE(S) AND PROOF OF INSURANCE:

Contractor shall provide to Agency Certificate(s) of Insurance for all required insurance before delivering any Goods and performing any Services required under this Contract. The Certificate(s) shall list the State of Oregon, its officers, employees and agents as a Certificate holder and as an endorsed Additional Insured. If excess/umbrella insurance is used to meet the minimum insurance requirement, the Certificate of Insurance must include a list of all policies that fall under the excess/umbrella insurance. As proof of insurance Agency has the right to request copies of insurance policies and endorsements relating to the insurance requirements in this Contract.

NOTICE OF CHANGE OR CANCELLATION:

The contractor or its insurer must provide at least 30 days’ written notice to Agency before cancellation of, material change to, potential exhaustion of aggregate limits of, or non-renewal of the required insurance coverage(s).

INSURANCE REQUIREMENT REVIEW:

Contractor agrees to periodic review of insurance requirements by Agency under this agreement and to provide updated requirements as mutually agreed upon by Contractor and Agency.

STATE ACCEPTANCE:

All insurance providers are subject to Agency acceptance. If requested by Agency, Contractor shall provide complete copies of insurance policies, endorsements, self-insurance documents and related insurance documents to Agency’s representatives responsible for verification of the insurance coverages required under this Section 4.

EXHIBIT 3

CERTIFICATION STATEMENT FOR INDEPENDENT CONTRACTOR

OAR 125-246-0330(2)

CONTRACT1 No.___________

Part A. CONTRACTOR IS AN INDEPENDENT CONTRACTOR

(An Independent Contractor Certification is required, regardless of corporate status. OAR 125-246- 0330(2)(b).)

1. I am free from direction and control over the means and manner of providing the services, subject only to the right of the person for whom the services are provided to specify the desired results;

2. I am licensed under ORS Chapters 671 or 701 to provide the services, if such license is required under ORS Chapters 671 or 701.

3. I am responsible for obtaining other licenses or certificates necessary to provide the services.

4. I am customarily engaged in an independently established business because ______2 of the following requirements are satisfied:

A. I maintain a business location:

1) That is separate from the business or work location of the person for whom the services are provided; or

2) That is in a portion of my residence, and that portion is used primarily for business.

B. I bear the risk of loss related to the business or the provision of services as shown by factors such as:

1) Entering into a fixed-price contract;

2) Being required to correct defective work;

3) Warranting the services provided; or

4) Negotiating indemnification agreements, or purchasing indemnification liability insurance, performance bonds or errors and omissions insurance.

C. I provide contracted services for two or more different persons within a 12-month period, or routinely engage in business advertising, solicitation or other marketing efforts reasonably calculated to obtain new contracts to provide similar services.

D. I make a significant investment in the business, through means such as:

1) Purchasing tools or equipment necessary to provide the services;

2) Paying for the premises or facilities where the services are provided; or

3) Paying for licenses, certificates or specialized training required to provide the services.

E. I have the authority to hire other persons to provide or to assist in providing the services and have the authority to fire those persons.

(Section 4 does not apply if a Person files a Schedule F as part of an income tax return and the Person provides farm labor or farm services that are reportable on Schedule C of an income tax return.)

Contractor Signature__________________________________________________ Date Name:

1 See OAR 125-246-0110 for the definition of “Personal Services Contract” and other capitalized words used in this form.

2 Agency: ORS 670.600 mandates the selection of at least three (3) requirements. An Agency may require a higher number.

(Agency completes Part B below after the Contractor completes Part A above.)

Part B. AGENCY STATEMENT

ORS 670.600. Independent Contractor Standards. As used in various provisions of ORS chapters 316, 656, 657, 671 and 701, an individual or business entity that performs labor or services for remuneration shall be considered to perform the labor or services as an Independent Contractor if the standards of this section are met. OAR 125-246-0335 states that if a Contractor is not an Independent Contractor, the Agency may not enter into a Personal Services Contract with the Contractor;

instead, the Agency must follow personnel policies for employment options.

The representative of the Agency understands and states, to the best of his or her knowledge, that the Contractor and the contracted work should meet the following standards:

1. Although Agency may (a) determine and modify the delivery schedule for Services to be performed and (b) evaluate the quality of the completed performance, Agency 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 any Services required under this Contract; and

2. Contractor is not an "officer", "employee", or "agent" of Agency as those terms are used in ORS 30.265.

Agency Representative’s Signature _________________________________________ Date Name:

Contractor Data and Certification.

Contractor Information. Contractor shall provide the additional information set forth below.

Name (tax filing):_____________________________________________________________________________________________________

Address:

Citizenship, if applicable: Non-resident alien [ ] Yes [ ] No Business Designation (check one):

[ ] Professional Corporation [ ] Partnership [ ] Limited Partnership [ ] Limited Liability Company [ ] Limited Liability Partnership [ ] Sole Proprietorship [ ] Other

Exhibit 4 – SAMPLE CONTRACT

State of Oregon

Contract for Trade Services

This Contract for Trade Services (this “Contract”) is by and between the State of Oregon, acting through its Public Employees Retirement System, (“Agency or “PERS”) and ________, a [_______][doing business as _____] (“Contractor”) and is effective as of the Effective Date.

Contractor’s Contract Administrator for this Contract is:

Name and Title **Address

**City, State ZIP Phone: (xxx) xxx-xxxx anyname@yahoo.com

Agency's Contract Administrator for this Contract is:

Jennifer Champie, Senior Procurement & Contract Specialist Public Employees Retirement System 11410 SW 68th Parkway Tigard, OR 97223 Phone: (503) 603-7505 jennifer.champie@pers.oregon.gov

Either party may change its Contract Administrator by providing the other notice in compliance with Section 17.6 of this Contract.

Contract Term.

The “Effective Date” of this Contract is the later of (i) ____, or (ii) the date this Contract has been fully executed by each party and, approved as required by applicable law. Unless extended or terminated earlier in accordance with its terms, this Contract terminates on _____. The termination of this Contract will not extinguish or prejudice Agency’s right to enforce this Contract with respect to any default by Contractor that has not been cured.

Contract Documents. This Contract consists of the following documents, which are listed in descending order of precedence:

this Contract less all exhibits;

Exhibit A (Statement of Work);

Exhibit B (Required Insurance), Exhibit C (Special Terms and Conditions); and

Exhibit D (Independent Contractor Certification)

The foregoing documents and Exhibits are attached hereto and made a part of the Contract by this reference.

Services.

Performance of Services. Contractor shall perform the services (the “Services”) and deliver to agency the deliverables (“Deliverables”) set forth in Exhibit A, the Statement of Work (the “Statement of Work”). The Statement of Work includes the delivery schedule for the Deliverables and Services. Contractor shall perform the Services in accordance with the terms and conditions of this Contract.

mailto:anyname@yahoo.com mailto:jennifer.champie@pers.oregon.gov

Submission and Acceptance of Deliverables. When the Statement of Work requires Contractor to deliver Deliverables to Agency, then Contractor shall deliver Deliverables that comply with the requirements and acceptance criteria set forth in the Statement of Work. Contractor shall provide written notice to Agency upon delivery of a completed Deliverables to Agency. By no later than (i) 15 business days after receipt of such notice, or (ii) the date or period for review set forth in the Statement of Work, Agency will determine whether the Deliverables has the characteristics and otherwise meets the acceptance criteria set forth in the Statement of Work. If Agency determines that the Deliverables has the characteristics and meets acceptance criteria set forth in the Statement of Work in all material respects, Agency will notify Contractor in writing of Agency’s acceptance of the Deliverables.

Rejection of Deliverables; Corrections. If Agency determines that a Deliverables does not have the characteristics or otherwise meet the acceptance criteria set forth in the Statement of Work in all material respects, Agency will notify Contractor in writing of Agency’s rejection of the Deliverables, and describe in reasonable detail in such notice the Agency’s basis for rejection of the Deliverables. Upon receipt of notice of non-acceptance, Contractor shall, within a 15 business day period, modify or improve the Deliverables at Contractor’s sole expense so that the Deliverables has the characteristics described in the Statement of Work and meets, in all material respects, the acceptance criteria, and notify the Agency in writing that it has completed such modifications or improvements and re-tender the Deliverables to Agency. Agency will thereafter review the modified or improved Deliverables within 15 business days of receipt of the Contractor's delivery of the Deliverables. Failure of the Deliverables to have the characteristics or meet in all material respects the acceptance criteria set forth in the Statement of Work after the second submission will constitute a default by Contractor. In the event of such default, Agency may either, (i) notify Contractor of such default and instruct Contractor to modify or improve the Deliverables as set forth in this Section, or (ii) notify Contractor of such default and pursue its remedies for default provided for by law or the terms of this Contract.

Compensation.

Not to Exceed Compensation. The maximum, not-to-exceed compensation payable to Contractor under this Contract, which includes any allowable expenses, is $***,***.**. Agency will not pay Contractor any amount in excess of the not-to-exceed compensation of this Contract, and will not pay for Services performed before the Effective Date or after the expiration or termination of this Contract. If the maximum compensation is increased by amendment of this Contract, the amendment must be fully effective before Contractor performs Services subject to the amendment.

Payments. Payments, including interim payments, to Contractor are subject to ORS 293.462, will be made only for completed and accepted Deliverables and Services, and will be made in accordance with the payment schedule and requirements set forth in Exhibit A.

Invoices. Contractor shall submit invoices to Agency as set forth in the Statement of Work or, if not set forth therein, to Agency’s Contract Administrator. Contractor may submit invoices in accordance with the payment schedule set forth in the Statement of Work or, if no payment schedule is set forth therein, then no more frequently than once per month for accepted Deliverables and Services The invoices must describe all Services performed with particularity, including the dates Contractor performed the Services for which it is requesting payment, and by whom the Services were performed and shall itemize and explain all expenses that this Contract requires Agency to pay and for which Contractor claims reimbursement.

Expenses. Agency will not pay or reimburse any expenses incurred by Contractor during the completion of the Services except as authorized in the Statement Work or elsewhere in this Contract. Any such authorized travel expenses must comply with the Oregon Travel Policy available on the Internet at:

http://www.oregon.gov/das/cfo/sars/policies/oam/40.10.00.pdf

Funds Available and Authorized. Contractor will not be compensated for Services performed under this Contract by any agency or department of the State of Oregon other than Agency. Agency believes it has sufficient funds http://www.oregon.gov/das/cfo/sars/policies/oam/40.10.00.pdf currently available and authorized for expenditure to make payments under this Contract within Agency’s biennial appropriation or limitation. Contractor understands and agrees that Agency’s payments under this Contract are contingent on Agency receiving appropriations, limitations, or other expenditure authority sufficient to allow Agency, in the exercise of its reasonable administrative discretion, to continue to make payments under this Contract.

Contractor’s Personnel.

Key Persons. Contractor acknowledges and agrees that Agency selected Contractor, and is entering into this Contract, because of the special qualifications of Contractor's key persons identified in the Statement of Work (each a “Key Person” and, together, “Key Persons”). Neither Contractor nor a Key Person may delegate performance of the powers and responsibilities that a Key Person is required to provide under this Contract to another Contractor employee, subcontractor or agent without first obtaining the written consent of Agency. Further, Contractor may not re-assign or transfer a Key Person to other duties or positions such that the Key Person is no longer available to provide the Agency with the required expertise, experience, judgment, and personal attention, without first obtaining Agency's written consent to such re-assignment or transfer, which Agency will not unreasonably withhold or delay. Notwithstanding the foregoing, Contractor may replace a Key Person in the event the Key Person is no longer available due to circumstances beyond Contractor’s reasonable control, such as death, illness, or termination of employment with Contractor. In the event Contractor requests that Agency approve a re-assignment or transfer of a Key Person, or if Contractor must replace a Key Person, Agency may interview, review the qualifications of, and approve or reject the proposed replacement for the Key Person. Any such replacement must have substantially equivalent or better qualifications than the Key Person being replaced. Any replacement personnel approved by Agency in writing (email acceptable) will thereafter be deemed a Key Person for purposes of this Contract, and the Statement of Work will be deemed amended to include such Key Person.

Payment for Replacement Key Personnel. If Agency is paying Contractor on an hourly or other periodic basis, then Contractor will not charge Agency, and Agency will not pay, for a replacement Key Person while such replacement acquires the project knowledge and skills necessary to perform the Services. Such period of non-charge will be agreed upon by the parties.

State Premises. Contractor and Contractor staff shall comply with all policies, rules, procedures, and regulations established by Agency and the State for access to and activities in and around premises controlled by Agency or any other agency of the State.

Independent Contractor; Responsibility For Taxes And Withholding

Independent Contractor. Contractor shall perform all Services as an independent contractor. Agency reserves the right (i) to determine and modify the delivery schedule for the Services and (ii) to evaluate the quality of the Services; however, Agency may not 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 Services.

No Conflicts. Contractor, by signature to this Contract, represents and warrants that Contractor’s performance of the Services under this Contract creates no potential or actual conflict of interest as defined by ORS 244; and no statutes, rules or regulations of any State of Oregon or federal agency for which Contractor currently performs work would prohibit Contractor from performing the Services under this Contract.

Affiliation. Contractor understands and agrees that it is not an "officer," "employee," or "agent" of the State of Oregon, as those terms are used in ORS 30.265 or otherwise.

Taxes and Benefits. Contractor is responsible for all federal or state taxes applicable to compensation or payments paid to Contractor under this Contract and, unless required by applicable law, Agency will not withhold from such compensation or payments any amount to cover Contractor's federal or state tax obligations. Contractor is not eligible for any social security, unemployment insurance or workers' compensation benefits from compensation or payments paid to Contractor under this Contract, except as a self-employed individual.

Subcontracts, Successors, And Assignments

Subcontracts. Contractor shall not enter into any subcontracts for any of the Services required by this Contract without Agency's prior written consent. In addition to any other provisions Agency may require, Contractor shall include in any permitted subcontract under this Contract provisions to ensure that Agency will receive the benefit of subcontractor’s performance as if the subcontractor were Contractor. Agency’s consent to any subcontract does not relieve Contractor of any of its duties or obligations under this Contract.

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

No Assignment. Contractor shall not assign or transfer any of its rights or delegate its obligations under this Contract without Agency’s prior written consent.

Representations and Warranties.

Contractor’s General Representations and Warranties. Contractor represents and warrants to Agency that:

1.1.1. Contractor has the power and authority to enter into and perform this Contract;

1.1.2. This Contract, when executed and delivered, is a valid and binding obligation of Contractor enforceable in accordance with its terms;

1.1.3. Contractor shall, at all times during the term of this Contract, be qualified, professionally competent, and duly licensed to perform the Services;

1.1.4. Contractor prepared its proposal related to this Contract, if any, independently from all other proposers, and without collusion, fraud, or other dishonesty; and

1.1.5. Contractor (to the best of Contractor’s knowledge, after due inquiry), for a period of no fewer than six calendar years preceding the Effective Date, faithfully has complied with:

1.1.5.1. All tax laws of this state, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318;

1.1.5.2. Any tax provisions imposed by a political subdivision of this state that applied to Contractor, to Contractor’s property, operations, receipts, or income, or to Contractor’s performance of or compensation for any work performed by Contractor;

1.1.5.3. Any tax provisions imposed by a political subdivision of this State that applied to Contractor, or to goods, services, or property, whether tangible or intangible, provided by Contractor;

1.1.5.4. Any rules, regulations, charter provisions, or ordinances that implemented or enforced any of the foregoing tax laws or provisions; and

1.1.6. Contractor has no undisclosed liquidated and delinquent debt owed to the State or any department or agency of the State.

Contractor’s Performance Warranties.

1.1.7. Contractor has the skill and knowledge possessed by well-informed members of its industry, trade or profession and Contractor shall apply that skill and knowledge with care and diligence to perform the Services in a professional manner and in accordance with the highest standards prevalent in Contractor’s industry, trade or profession;

1.1.8. The Services and each Deliverables delivered by Contractor pursuant to the Services will materially comply with any service descriptions, specifications, standards or requirements set forth in this Contract;

1.1.9. Except as otherwise provided in this Contract (including Section 9), Contractor shall transfer all Deliverables to Agency free and clear of any and all restrictions on or conditions of transfer, modification, licensing, sublicensing, direct or indirect distribution, or assignment, and free and clear of any and all liens, claims, mortgages, security interests, liabilities, and encumbrances of any kind; and

1.1.10. Except as otherwise set forth in this Contract, any subcontractors performing work for Contractor under this Contract have assigned all of their rights in the Deliverables to Contractor or Agency and no third party has any right, title or interest in any Deliverables supplied to Agency under this Contract.

Warranties cumulative. The warranties set forth in Section 8 are in addition to, and not in lieu of, any other warranties set forth elsewhere in this Contract.

Ownership of Work Product.

Definitions. As used in this Section 9, and elsewhere in this Contract, the following terms have the meanings set forth below:

1.1.11. “Contractor Intellectual Property” means any intellectual property owned by Contractor and developed independently from the Services.

1.1.12. “Third Party Intellectual Property” means any intellectual property owned by parties other than Agency or Contractor.

1.1.13. “Work Product” means everything that is originally made, conceived, discovered, or reduced to practice by Contractor or Contractor’s subcontractors or agents (either alone or with others) pursuant to this Contract, including every invention, modification, discovery, design, development, customization, configuration, improvement, process, work of authorship, documentation, formula, datum, technique, know how, secret, or intellectual property right whatsoever or any interest therein (whether patentable or not patentable or registerable under copyright or similar statutes or subject to analogous protection).

Original Works. All Work Product created by Contractor pursuant to the Services, including derivative works and compilations of Work Product, and whether or not such Work Product is considered a work made for hire or an employment to invent, is the exclusive property of Agency. Agency and Contractor agree that such Work Product is “work made for hire” of which Agency is the author within the meaning of the United States Copyright Act. If for any reason the Work Product is not “work made for hire,” Contractor hereby irrevocably assigns to Agency any and all of its rights, title, and interest in all Work Product, whether arising from copyright, patent, trademark, trade secret, or any other state or federal intellectual property law or doctrine. Upon Agency’s reasonable request, Contractor shall execute such further documents and instruments necessary to fully vest such rights in Agency.

Contractor forever waives any and all rights relating to 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.

License in Contractor Intellectual Property. In the event that a Deliverables delivered by Contractor under this Contract is or is a derivative work based on Contractor Intellectual Property, or is a compilation that includes Contractor Intellectual Property, Contractor hereby grants to Agency an irrevocable, non-exclusive, perpetual, royalty-free license to use, reproduce, prepare derivative works based upon, distribute copies of, perform and display the pre-existing elements of the Contractor Intellectual Property employed in the Deliverables, and to authorize others to do the same on Agency’s behalf.

License in Third Party Intellectual Property. In the event that a Deliverables delivered by Contractor under this Contract is or is a derivative work based on Third Party Intellectual Property, or…