Request for Proposals.PDF

REQUEST FOR PROPOSALS

GOODS AND SERVICES

MANHOLE REHABILITATION SERVICES

SEPTEMBER 2, 2025

Address Proposals to:

City of McMinnville Attn: Matt Bernards, Project Manager 231 NE Fifth Street McMinnville, OR 97128

Proposals due: Thursday, September 25, at 2:00 PM, Pacific Time Proposals must be emailed to matthew.bernards@mcminnvilleoregon.gov.

mailto:matthew.bernards@mcminnvilleoregon.gov

Manhole Rehabilitation Services RFP Page 1 September 2, 2025

Table of Contents

Request for Proposals

I. Project Description

II. Scope of Work

III. Qualifications

IV. Proposal Requirements

V. Proposal Submission

VI. Proposal Evaluation and Selection

VII. Schedule

VIII. Pre-Proposal Meeting

IX. Project Manager

X. RFP Questions

XI. General RFP Information

Attachment A

Sample Goods and Services Contract ............................................................................................... A-1

Manhole Rehabilitation Services RFP Page 2 September 2, 2025

Request for Proposals

The City of McMinnville, Oregon (the “City”) is requesting Proposals in order to select a qualified contractor to provide professional Manhole Rehabilitation Services on an annual basis (“Project”). Contractors are invited to demonstrate their experience and qualifications in performing work directly related to the services required by responding to this Request for Proposals (RFP). The anticipated negotiated fee for this Project may exceed $100,000; therefore, Proposals will be evaluated in accordance with the qualifications based selection procedures of OAR 137-048-0220. This Project does not involve federal funds.

I. Project Description

The City of McMinnville is seeking a Manhole Rehabilitation contractor to provide ongoing rehabilitation services. This Project is a multi-year project with a total of $100,000.00 allocated each Fiscal Year to rehabilitate as many manholes as funding allows. Each Fiscal Year, a list of manholes, including the noted failures, will be sent for pricing to complete the necessary rehabilitation work. A Task Order will then be issued for the manholes that are authorized to be rehabilitated.

II. Scope of Work

The City of McMinnville has a growing number of manholes that are experiencing failing grout and/or have infiltration. The following is a list of potential tasks to repair said manholes:

1. Remove loose or failing grout.

2. Rechanneling manholes using concrete as much as possible. If using grout, follow manufacturer’s directions appropriately.

3. Stop infiltration from entering manholes. The preferred method is using expanding foam on exterior of manhole . Minor leaks may be stopped by using grout on the interior, following manufacturer’s directions appropriately.

4. Seal interior of designated manholes from top to flow line.

5. Any other rehabilitation work as requested by the City.

Term of Service The contract resulting from this RFP shall have a term of three (3) years. Services may be terminated at any time if no longer needed by the City.

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The City has the option to extend the term of this Agreement for up to an additional two (2) years in one (1) year increments, which extension(s) must be documented in writing and signed by the parties.

III. Qualifications

To be considered for award of the contract for this Project, each Proposer shall submit documentation of the following criteria as part of their Proposal.

1. Proposer must be a licensed and bonded contractor in the State of Oregon.

2. Proposer must provide documentation of current Confined Space training.

3. Proposer must provide submittals for materials used to perform the Scope of Work, including product warranty information. Also include any certifications necessary to install materials.

4. Proposer must provide references of similar qualified manhole rehabilitation projects. Include a description of the project as well as contact Information for the project owner.

IV. Proposal Requirements

Proposers shall prepare and submit Proposals in accordance with the requirements stated within this RFP. Adherence to these requirements will ensure a fair and objective analysis of submitted Proposals. Proposals should provide a clear, concise description of the Proposer’s capabilities to satisfy the requirements of this RFP. Emphasis should be placed on completeness, brevity, and clarity of content. Failure to comply with or complete any part of the RFP may result in rejection of the Proposal. The ability to follow these instructions demonstrates attention to detail.

Proposal Format Proposals shall be submitted by email only. Paper submittals will not be accepted.

Proposals shall be typewritten with a standard body text font (e.g. Calibri, Times New Roman, Garamond) of at least 12-point. One page is considered to be one side of a single 8½" x 11" sheet.

Proposals shall be organized in accordance with this section and shall not exceed 10 total pages. The Proposal shall include a front cover sheet and one-page table of contents, neither of which are included in the page limit requirements.

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Note: Do not include information regarding fees, hourly rates or other detail regarding costs of the proposed services or your proposal will be rejected.

Project Understanding Proposals shall demonstrate the contractor’s understanding of the Project by providing a clear and concise description of common issues seen in failing manholes and how they have resolved the described issues in previous projects.

Project Approach Proposals shall clearly define the tasks and activities necessary to meet the objectives outlined in the Scope of Work of the RFP. Each Proposer should demonstrate knowledge of the type of work requested, ability to solve the anticipated Project issues, and ability to offer innovative ideas. Proposer’s ability to expeditiously complete the work should be made evident. The Proposal should include the following:

1. Describe approach to organize and accomplish each of the tasks and activities of this RFP, including addressing the anticipated primary issues.

2. Describe Proposer’s approach to complete the tasks and activities of this RFP in a timely manner and control costs.

3. Describe Proposer’s approach to unanticipated issues that may arise during the Project.

4. Describe Proposer’s quality assurance and quality control procedures to be implemented on this Project.

Proposer’s Experience Proposals shall include a brief work history of contractor’s projects entailing the same type of work being requested. Emphasis should be placed on local projects for public agencies where possible. The Proposal should include the following:

1. Describe contractor work experience that correspond with the Project needs, as identified in this RFP.

2. Provide at least three (3) examples of projects completed by Proposer for public agencies that best characterize Proposer’s experience with the work being requested, work quality, products used, and cost control, describing each by project name, type, location, and date.

• Include the public agency name and the name, address, telephone number, and email of the current contact person for each project, where possible.

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Supporting Information Supporting materials may include graphs, full resumes, other references, charts, sample documents, and photos. However, pertinent information should be covered in the body of the Proposal. Supporting Information will not count toward the page limit, but brevity is encouraged. If there is no additional information to present in the Supporting Information, then state: “There is no additional information we wish to present.”

V. Proposal Submission

Proposals must be emailed to matthew.bernards@mcminnvilleoregon.gov.

Proposals must arrive to the email inbox on or before the listed time and date due.

Late Proposals will be returned unopened and without review. Paper submittals will not be accepted.

VI. Proposal Evaluation and Selection

A Selection Review Committee of at least three members will be appointed to evaluate the Proposals received. Each committee member will independently evaluate each Proposal in accordance with the criteria stated in the Proposal Requirements section of this RFP.

At any point during the evaluation process, the City is permitted to seek clarification of any Proposal.

Written Evaluation Based on their evaluation, each member of the Selection Review Committee will score each Proposal according to the following scoring criteria. Each member will rank, in descending order, each Proposal by total score.

EVALUATION CRITERIA

Criteria Maximum

Score

Project Understanding 20 Project Approach 50 Proposer’s Experience 30 Total 100 Points

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In addition to the above weighted scoring criteria, feedback from provided references will also be considered and may be determinative in the selection process. References will not be scored but will be considered and may be a deciding factor.

Interview Evaluation If determined to be necessary or desirable by the City, finalists from the written evaluation may be invited to participate in an additional interview evaluation process.

The number of finalists will be determined by the Selection Review Committee. The interview evaluation process will provide an opportunity for Proposers to make a presentation to clarify their Proposal and for the Selection Review Committee to ask additional questions related to the Proposal and Scope of Work. The City will notify finalists of the interview evaluation time and location and allow for a reasonable period of time for finalists to prepare presentations.

After the interviews, each member of the Selection Review Committee will re-evaluate and re-score each finalist interviewed according to the Evaluation Criteria. Each member will rank, in descending order, each interview by total score.

Successful Proposer Determination The Proposer with the highest overall ranking, as determined by the Selection Review Committee, shall be identified as the Successful Proposer. Depending on the number of Proposers and the point spread among Proposals, the Selection Review Committee may determine that an interview evaluation is needed to determine the Successful Proposer. Those Proposers selected for interviews will be based on the Proposals with the highest overall ranking.

If interviews are conducted, the Successful Proposer will be determined based on the adjusted post- interview score and ranking in accordance with the Evaluation Criteria.

The Proposer with the highest overall adjusted ranking, as determined by the Selection Review Committee, shall be identified as the Successful Proposer.

The City reserves the right to perform additional investigations of any Proposer, including communication with licensing authorities, former clients and references, and other means as the City deems appropriate, and may reject any Proposal upon finding a record of Proposer’s substandard workmanship.

The Selection Review Committee shall determine the final ranking of Proposers, and the Committee’s decision is final. Upon determination of the Successful Proposer and performance of additional investigations, the City will issue a Notice of Intent to Award

Manhole Rehabilitation Services RFP Page 7 September 2, 2025 letter notifying all Proposers of the City’s selection of a Successful Proposer and protest procedures.

The City reserves the right to negotiate a final contract that is in the best interest of the City. With regards to the Goods and Services Agreement, the City will only negotiate those provisions that were noted as Exceptions in the Proposal. The City will attempt to reach a final agreement with the Successful Proposer. The City may, in its sole discretion, terminate negotiations and reject the Proposal in the event agreement cannot be reached. The City may then attempt to reach final agreement with the next highest ranked Proposer, and so on with the remaining Proposers, until an agreement is reached. In the alternative, the City may at any time elect to reject all Proposals and begin the RFP process over.

After the City has reached final agreement with the Proposer, the Selection Review Committee will make a recommendation to the McMinnville City Council, for contracts over $100,000. The McMinnville City Council will then make the final contract award decision.

Award Protest A Proposer believing to have been adversely affected or aggrieved by the selection of the Successful Proposer may submit a protest to the City in accordance with OAR 137- 048-0240. The protest must be in writing and submitted to:

City of McMinnville Attn: Matt Bernards 231 NE Fifth Street

McMinnville, OR 97128

OR

matthew.bernards@mcminnvilleoregon.gov

Award protests shall include “Manhole Rehabilitation Services – Award Protest” in the subject line or written on the front of the envelope. The written protest must be received by the City no later than seven (7) calendar days after the date the Notice of Intent to Award letter was issued. The protest should demonstrate that all higher ranked Proposers failed to meet the requirements of the RFP or are not qualified to perform the services described in the RFP. Protests received after the submittal deadline will not be considered.

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No contract associated with the RFP will be awarded until any protests have been resolved. The City will evaluate and resolve all award protests submitted before the deadline within a reasonable time following receipt of the protest. The City will promptly issue a written decision on the protest to the Proposer who submitted the protest. If the City’s written decision on the protest results in a change to the RFP, the City shall cancel the Notice of Intent to Award, revise the RFP documents accordingly, and solicit for new Proposals. The City’s decision regarding the protest is final and concludes the administrative appeals process.

VII. Schedule

The following is the anticipated timeline for receiving and evaluating Proposals and awarding a contract to the most qualified firm or individual. This schedule is subject to change. All times are Pacific Time.

Advertise Request for Proposals September 5, 2025

RFP Question Submission Deadline September 16, at 2:00 PM

Addenda Issuance Deadline September 18, at 5:00 PM

Proposals Due September 25, at 2:00 PM

Evaluation of Proposals Complete October 9, at 2:00 PM

Interviews Scheduled (if required) Week of October 13

Notice of Intent to Award October 16

Award Protest Deadline October 23, at 5:00 PM

City Council Award October 28, 7:00 p.m.

Notice of Award October 29

VIII. Pre-Proposal Meeting

There will be no pre-submittal meeting or site visit scheduled for this RFP.

IX. Project Manager

The City’s Project Manager shall be the sole point of contact for all questions, concerns, and protests. The Project Manager for this Project is:

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Matt Bernards Project Manager 503-474-5106 matthew.bernards@mcminnvilleoregon.gov

X. RFP Questions

Proposers shall direct all questions regarding RFP documents by email to:

matthew.bernards@mcminnvilleoregon.gov

All questions shall include “Manhole Rehabilitation Services – RFP Questions” in the subject line or written on the front of the envelope and be submitted in writing the date listed above. Questions and answers will be provided by email to all firms on the RFP holders list.

For the sake of fairness, Proposers are not to contact any City staff concerning this RFP.

Contact with any City staff or official concerning this RFP will be grounds for disqualification.

Only answers to those questions responded to by the Project Manager via email or by written addendum may be relied upon.

XI. General RFP Information

Changes to the RFP Solicitation by Addenda The City reserves the right to make changes to the RFP by written addendum, which shall be issued by email format only to all those who have obtained the RFP documents.

All addenda shall have the same binding effect as though contained in the main body of the RFP and Scope of Work.

No addenda will be issued later than the date listed above except by an addendum, if necessary, postponing the date for receipt of Proposals or withdrawing the RFP altogether.

Each Proposer is responsible for obtaining all addenda prior to submitting a Proposal and shall acknowledge in the Proposal receipt of each addendum as part of the Proposal. Failure to acknowledge receipt of all addenda as part of the Proposal may result in rejection of the Proposal.

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Confidentiality All information submitted by Proposers shall become and remain the property of the City and, as such, is considered public information and subject to disclosure pursuant to the Oregon Public Records Act, except such portions of the Proposals for which the Proposer requests exception from disclosure as being proprietary information exempt from disclosure, consistent with Oregon law. If a Proposal contains any information that is considered a trade secret under ORS 192.501(2), each sheet of such information must be marked with the following legend:

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

Identifying the Proposal in whole as a trade secret is not acceptable. Failure to identify a portion of the Proposal as a trade secret shall be deemed a waiver of any future claim of that information as a trade secret. Nondisclosure 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 Oregon Public Records Law.

The City will make available to any person requesting information through the City processes for disclosure of public records, any and all information submitted as a result of this RFP not exempted from disclosure without obtaining permission from any Proposer to do so after the Notice of Intent to Award has been released.

The City accepts no liability for the inadvertent or unavoidable release of any confidential information submitted. If a public record request is made for material marked as proprietary, the City will attempt to notify the impacted Proposer prior to the deadline for release of the material but will not defend against any legal challenge for release. Therefore, claims arising out of any public record request for such information shall be at the Proposer’s sole expense, if the Proposer wishes to deny or withhold the information.

Cancellation The City reserves the right to cancel this RFP or the contract award at any time before execution of the contract by both parties, if cancellation is deemed to be in the best interest of the City. In no event shall the City have any liability for the cancellation of a contract award.

Late Proposals All Proposals that are not received by the Proposal Due Date and Time will not be considered and will be returned unopened to the Proposer. Paper submittals will not be accepted.

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Disputes In case of any doubt or differences of opinion as to the items or services to be furnished hereunder, or the interpretation of the provisions of the RFP, the decision of the City shall be final and binding upon all parties.

Proposer Certifications By the act of submitting a Proposal in response to this RFP, the Proposer certifies that:

1. Proposer has carefully examined all RFP documents, including the draft Goods and Services Agreement (attached as Attachment A), all addenda, and all other attachments, fully understands the RFP intent, is able to perform all tasks as described in the Scope of Work of this RFP, and the Proposal is made in accordance therewith. Except as otherwise noted as part of the Proposal, Proposer certifies that Proposer is ready, willing, and able to comply with all terms of the attached Goods and Services Agreement.

2. Proposer is familiar with the local conditions under which the work will be performed.

3. The Proposal is based upon the requirements described in the RFP, without exception, unless clearly stated in the response.

4. Proposer accepts all of the terms of the City’s Goods and Services Agreement and warrants that Proposer will fully meet all of the insurance requirements contained therein. If Proposer wishes to amend or modify any terms of the Goods and Services Agreement, such amendment or modification must be stated in particularity in the Proposal. Proposed changes to the draft Goods and Services Agreement not stated at the time of Proposal submission will not be considered. Changes stated will be considered but may not be agreed upon by the City for contract award. If the City does not agree with such noted changes, Proposer may withdraw the proposed change or the entire Proposal and the City may elect to award to the next highest ranked Proposer.

5. Proposer certifies, and in the case of sole proprietorship, partnership, or corporation, each party thereto certifies as to its own organization, under penalty of perjury, that to the best of Proposer’s knowledge and belief, no elected official, employee, or person whose salary is payable in whole or part by the City has a direct or indirect financial interest in the Proposal, or in the services to which it relates, or in any of the profits thereof, other than as fully described in the Proposer’s response to this solicitation.

6. Proposer has examined all parts of the RFP, including all requirements and contract terms and conditions thereof, and if its Proposal is accepted, the

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Proposer shall accept the contract documents thereto, unless substantive changes are made in same without the approval of the Proposer.

7. Proposer, if an individual, is of lawful age; is the only one interested in this Proposal; and no person, firm, or corporation, other than that named, has any interest in the Proposal, or in the proposed contract.

8. Proposer has quality experience providing the types of services and duties as described within the Scope of Work of this RFP.

Proposer shall also certify Proposer’s state of residence.

Nondiscrimination By the act of submitting a Proposal in response to this RFP, the Proposer certifies, under penalty of perjury, that the Proposer has not discriminated, and will not discriminate, against minorities, women, emerging small business enterprises, or business enterprises that are owned or controlled by or that employ a disabled veteran in obtaining any required subcontracts.

Competition Prospective Proposers are encouraged to comment, either with their Proposals or at any other time, in writing, on any specification or requirement within this RFP which the Proposer believes will inordinately limit competition.

RFP Protests and Change Requests A prospective Proposer may protest anything contained in the RFP documents and request a supporting change to any provision, specification, or contract term contained in the RFP documents by submitting a written request to:

City of McMinnville Attn: Matt Bernards 231 NE Fifth Street

McMinnville, OR 97128

OR

matthew.bernards@mcminnvilleoregon.gov

All change requests shall include “Manhole Rehabilitation Services – Change Request” in the subject line or written on the front of the envelope and must be received, in writing, by 2:00 p.m., Pacific Time, on September 16, 2025. Each request for change must specify the provisions, specifications, or contract terms of the RFP in question and contain reasons for the requested change and any proposed changes.

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All protests shall include “Manhole Rehabilitation Services – RFP Protest” in the subject line or written on the front of the envelope and be received, in writing, by 5:00 p.m., Pacific Time, on October 23, 2025. Each protest must specify the provisions, specifications, or contract terms of the RFP in question and contain reasons for the protest.

The City will evaluate and resolve all protests and related change requests submitted before the listed time and date due within a reasonable time following receipt of the protest. The City will issue a written decision on the protest to the Proposer who submitted the protest. Changes that are accepted by the City shall be issued in the form of an addendum to the RFP.

Proposal Liability Proposers responding to this RFP do so solely at their expense, and the City is not responsible for any Proposer expenses associated with the RFP. By proposing, Proposers agree that doing so is at their own risk and the City shall have no liability related thereto. Finalists invited to participate in interview evaluations are responsible for scheduling and paying for their own travel arrangements. The City is not liable for any cost incurred by a Proposer in protesting any portion of the RFP documents or the City’s selection decision.

City Requests for Clarification, Additional Research, and Revisions The City reserves the right to obtain clarification of any portion of a Proposal or to obtain additional information necessary to properly evaluate a particular Proposal.

Failure of a Proposer to timely respond to such a request for additional information or clarification may result in a finding that the Proposer is non-responsive and consequent rejection of the Proposal.

The City may obtain information from any legal source for clarification of any Proposal.

The City need not inform the Proposer of any intent to perform additional research in this respect or of any information thereby received.

The City may perform, at its sole option, investigations of any Proposer. Information may include, but shall not necessarily be limited to, current litigation and contracting references. All such documents, if requested by the City, become part of the public record and may be disclosed accordingly.

The City reserves the right to request revisions of any Proposal after the date and time due and before award for the purpose of obtaining best and final offers.

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Rejection of Proposals The City reserves the right to reject any or all irregularities or omissions in Proposals submitted in response to this RFP to the extent it is determined to be in the best interest of the City to do so. Furthermore, the City reserves the right to reject any or all Proposals or portions thereof submitted in response to this RFP. Proposals may be rejected for one or more of the following reasons, including but not limited to:

1. Failure of the Proposer to adhere to one or more of the provisions established in the RFP.

2. Failure of the Proposer to submit a Proposal in the format specified herein.

3. Failure of the Proposer to submit a Proposal within the time requirements established herein.

4. Failure of the Proposer to adhere to ethical and professional standards before, during, or following the Proposal process.

5. Failure to provide information that is specifically requested in this RFP.

The City may reject any Proposal not in compliance with all prescribed public procurement procedures and requirements, and may reject for good cause any or all Proposals upon a finding by the City that it is in the public interest to do so.

Modification or Withdrawal of Proposal by Proposer A Proposal may not be modified, withdrawn, or canceled by the Proposer following the time and date the Proposals are due. Proposals submitted early may be modified or withdrawn only by notice to the City, at the Proposal submittal location, prior to the time and date the Proposals are due. Such notice shall be submitted to the Project Manager, in writing, executed and signed by a duly authorized representative of the firm/individual submitting the Proposal. All such communication shall be so worded as not to reveal the contents of the original Proposal.

Withdrawn Proposals may be resubmitted prior to the time and date the Proposals are due, provided that they are then fully in conformance with the RFP.

Duration of Proposal Proposal prices (if applicable), terms, and conditions shall be firm for a period of at least ninety (90) days from the time and date Proposals are due. Proposals shall not be subject to future price escalation or changes of terms during the ninety (90) day period.

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Local and Federal Requirements The City of McMinnville intends to select a contractor in accordance with OAR 137-048- 0220 and the City’s municipal code. Selection of a contractor under this process is not a guarantee of a contract award, nor is the award of a contract for any portion of the Work a guarantee of award of a contract for any subsequent work. All work is subject to budgetary and funding constraints of the City of McMinnville.

The selected contractor shall comply with all federal, state, and local laws, regulations, executive orders, and ordinances applicable to the work under this contract, including, without limitation, the provisions of: (i) Title VI of the Civil Rights Act of 1964; (ii) Section V of the Rehabilitation Act of 1973; (iii) the Americans with Disabilities Act of 1990 and ORS 659.425; (iv) all regulations and administrative rules established pursuant to the foregoing laws; and (v) all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules, and regulations.

The selected contractor is subject to the Oregon Workers Compensation Law and shall comply with ORS 656.017, which requires the provision of Workers Compensation coverage for all employees working under this contract. The City of McMinnville’s programs, services, employment opportunities, and volunteer positions are open to all persons without regard to race, religion, color, national origin, sex, sexual orientation, gender identity, age, marital status, disability, or political affiliation.

Manhole Rehabilitation Services RFP Page A-1 August 18, 2025

Attachment A Sample Goods and Services Agreement

Goods and Services Contract – Manhole Rehabilitation Services (Project 2025-6) Page 1

CITY OF McMINNVILLE

GOODS AND SERVICES CONTRACT

MANHOLE REHABILITATION SERVICES

PROJECT 2025-6

EXH A – Scope

This Goods and Services Contract (“Contract”) for the Manhole Rehabilitation Services Project

(“Project”) is made and entered into on this _____ day of _______________ 2025 (“Effective

Date”) by and between the City of McMinnville, a municipal corporation of the State of Oregon

(hereinafter referred to as the “City”), and ______________________________, a(n)

___________ [state] _______________ [corporation/limited liability company, etc.]

(hereinafter referred to as “Contractor”).

RECITALS

WHEREAS, the City requires services which Contractor is capable of providing, under terms and conditions hereinafter described; and

WHEREAS, Contractor represents that Contractor is qualified to perform the services described herein on the basis of specialized experience and technical expertise; and

WHEREAS, Contractor is prepared to provide such services, as the City does hereinafter require.

NOW, THEREFORE, in consideration of these mutual promises and the terms and conditions set forth herein, the parties agree as follows:

AGREEMENT

Section 1. Scope of Work

Contractor will perform the Manhole Rehabilitation Services, as more particularly described in the Scope of Work for the Project, attached hereto as Exhibit A and incorporated by reference herein (the “Work”). The City will give the Contractor a list of manholes with the rehabilitation needs included, the Contractor will provide costs for the Work required, and the City will issue a Task Order to authorize the Work to be completed, the form of which is attached hereto as

Exhibit B.

Section 2. Term

The term of this Contract shall be from the Effective Date for a period of three (3) years (“Term”) or until the Compensation Amount is exhausted, whichever occurs first, unless earlier terminated in accordance herewith or an extension of time is agreed to, in writing, by the City. Contractor shall diligently perform the Work according to the requirements identified in the Scope of Work and Task Order. The City reserves the right to extend the Contract for a period of up to two (2) years in one (1)-year increments. Such 1-year extensions shall be in writing with terms acceptable to both parties.

Goods and Services Contract – Manhole Rehabilitation Services (Project 2025-6) Page 2

Section 3. Contract Sum/Project Scope

3.1. Except as otherwise set forth in this Section 3, the City agrees to pay Contractor a not-to-exceed amount of ONE HUNDRED THOUSAND DOLLARS ($100,000.00) per Fiscal

Year, for a total of THREE HUNDRED THOUSAND DOLLARS ($300,000.00), for performance of the Work (“Contract Sum”). Any compensation in excess of the Contract Sum will require an express written Change Order between the City and Contractor.

3.2. Contractor’s Contract Sum is all inclusive and includes, but is not limited to, all work-related costs, expenses, salaries or wages, plus fringe benefits and contributions, including payroll taxes, workers compensation insurance, liability insurance, profit, pension benefits, and all other contributions and benefits, office expenses, travel expenses, mileage, and all other indirect and overhead charges.

3.3. Contractor will be paid for Work upon completion of the Work and within thirty

(30) days of receipt of an itemized invoice, unless the City disputes such invoice. In that instance, the undisputed portion of the invoice will be paid by the City within the above timeframe. The

City will set forth its reasons for the disputed claim amount and make good faith efforts to resolve the invoice dispute with Contractor as promptly as is reasonably possible.

Section 4. Prevailing Wages

This is a Contract for a Public Works Project, subject to ORS 279C.800 to 279C.870. Therefore, not less than the current applicable state prevailing wage must be paid on this Project. Wage rates for this project are those published by the Bureau of Labor and Industries (BOLI), effective

July 1, 2021, and all subsequent amendments. The BOLI prevailing wage rate for public works contracts can be found at the following website:

http://www.oregon.gov/boli/WHD/PWR/Pages/pwr_state.aspx. Because this is a public works contract subject to payment of prevailing wages, each worker in each trade or occupation employed in the performance of the Work, either by Contractor, a subcontractor, or other person doing or contracting to do, or contracting for the whole or any part of the Work, must be paid not less than the applicable state prevailing wage for an hour’s work in the same trade or occupation in the locality where such labor is performed, in accordance with ORS 279C.838 and 279C.840, if applicable. Contractor must comply with all public contracting wages required by law.

Contractor and any subcontractor, or their sureties, shall file a certificate of rate of wage as required by ORS 279C.845. If the City determines at any time that the prevailing rate of wages has not been or is not being paid as required herein, it may retain from the moneys due to

Contractor an amount sufficient to make up the difference between the wages actually paid and the prevailing rate of wages, and may also cancel the Contract for breach. Contractor shall be liable to the workers affected for failure to pay the required rate of wage, including all fringe benefits under ORS 279C.840(5). Contractor must include a contract provision in compliance with this paragraph in every subcontract and shall require each subcontractor to include it in subcontract(s).

http://www.oregon.gov/boli/WHD/PWR/Pages/pwr_state.aspx

Goods and Services Contract – Manhole Rehabilitation Services (Project 2025-6) Page 3

Section 5. City’s Rights and Responsibilities

5.1. The City will designate a Project Manager to facilitate day-to-day communication between Contractor and the City, including timely receipt and processing of invoices, requests for information, and general coordination of City staff to support the Project.

5.2. Award of this Contract is subject to budget appropriation. Funds are approved for each Fiscal Year. If not completed within the fiscal year, funds may not be appropriated for the next fiscal year. The City also reserves the right to terminate this Contract early, as described in

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Section 6. Project Managers

The City’s Project Manager is Matt Bernards. Contractor’s Project Manager is

Section 7. Subcontractors and Assignments

Contractor shall not subcontract with others for any of the Work prescribed herein. Contractor shall not assign any of Contractor’s rights acquired hereunder without obtaining prior written approval from the City, which approval may be granted or denied in the City’s sole discretion.

Section 8. Contractor Is Independent Contractor

Except as otherwise mandated by state law, the performance of Work under this Contract is at

Contractor’s sole risk. All damages or loss to Work, equipment, or materials incurred during the performance of the Work shall be at Contractor’s sole risk. Contractor is an independent contractor for all purposes and shall be entitled to no compensation other than the Contract Sum provided for under Section 3 of this Contract. Contractor will be solely responsible for determining the manner and means of accomplishing the end result of Contractor’s Work. The

City does not have the right to control or interfere with the manner or method of accomplishing said Work. The City, however, will have the right to specify and control the results of

Contractor’s Work so such Work meets the requirements of the Project.

Section 9. Contractor’s Responsibilities

9.1. Contractor must comply with all applicable Oregon and federal wage and hour laws. Contractor shall make all required workers compensation and medical care payments on time. Contractor shall be fully responsible for payment of all employee withholdings required by law, including but not limited to taxes, including payroll, income, Social Security (FICA), and

Medicaid. Contractor shall also be fully responsible for payment of salaries, benefits, taxes, Industrial Accident Fund contributions, and all other charges on account of any employees.

Contractor shall pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167.

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9.2. No person shall be discriminated against by Contractor in the performance of this

Contract on the basis of sex, gender, race, color, creed, religion, marital status, age, disability, sexual orientation, gender identity, or national origin. Any violation of this provision shall be grounds for cancellation, termination, or suspension of the Contract, in whole or in part, by the

City. Contractor shall comply with all federal, state, and local laws, regulations, executive orders, and ordinances applicable to the Contract or to the implementation of the Project. Without limiting the generality of the foregoing, Contractor expressly agrees to comply with the following laws, regulations, and executive orders to the extent they are applicable to the Contract or the implementation of the Project: (a) all applicable requirements of state civil rights and rehabilitation statutes, rules, and regulations; (b) Titles VI and VII of the Civil Rights Act of

1964, as amended; (c) Sections 503 and 504 of the Rehabilitation Act of 1973, as amended;

(d) the Americans with Disabilities Act of 1990, as amended, and ORS 659A.142; (e) Executive

Order 11246, as amended; (f) the Health Insurance Portability and Accountability Act of 1996;

(g) the Age Discrimination in Employment Act of 1967, as amended, and the Age Discrimination

Act of 1975, as amended; (h) the Vietnam Era Veterans’ Readjustment Assistance Act of 1974, as amended; (i) all regulations and administrative rules established pursuant to the foregoing laws; and (j) all other applicable requirements of federal civil rights and rehabilitation statutes, rules, and regulations.

9.3. Contractor shall make payment promptly, as due, to all parties supplying to such

Contractor labor or material for the prosecution of the Work provided for in the Contract.

9.4. Contractor shall make payment promptly, as due, to any party furnishing medical, surgical, hospital, or other needed care and attention, incident to sickness or injury, to the employees of Contractor, of all sums which Contractor agreed to pay or collected or deducted from the wages of employees pursuant to any law, contract, or agreement for the purpose of providing payment for such service.

9.5. With certain exceptions listed below, Contractor shall not require or permit any person to work more than ten (10) hours in any one (1) day, or forty (40) hours in any one (1) week, except in case of necessity, emergency, or where public policy requires it, and in such cases the person shall be paid at least time and a half for:

9.5.1. All overtime in excess of eight (8) hours in any one (1) day or forty

(40) hours in any one (1) week when the work week is five (5) consecutive days, Monday through Friday; or

9.5.2. All overtime in excess of ten (10) hours in any one (1) day or forty

(40) hours in any one (1) week when the work week is four (4) consecutive days, Monday through Friday; and

9.5.3. All work performed on the days specified in ORS 279B.020(1)(b) for public contracts.

9.6. Contractor must give notice to employees who work on a public contract, in writing, either at the time of hire or before commencement of Work on the Contract, or by posting

Goods and Services Contract – Manhole Rehabilitation Services (Project 2025-6) Page 5 a notice in a location frequented by employees, of the number of hours per day and days per week that the employees may be required to work.

9.7. The hourly rate of wage to be paid by any Contractor to employed workers or other persons doing or contracting to do all or part of the work contemplated by a public contract shall be not less than the applicable wage required by law.

9.8. Contractor, and all employers working under the Contract, are subject employers under the Oregon Workers Compensation Law and shall comply with ORS 656.017 unless otherwise exempt under ORS 656.126.

9.9. In the performance of this Contract, Contractor shall comply with all applicable federal, state, and local laws and regulations, including but not limited to those dealing with the prevention of environmental pollution and the preservation of natural resources (and avoidance of natural resource damages) in the performance of the Contract, including but not limited to

ORS 279C.525. If new or amended statutes, ordinances, or regulations are adopted, or

Contractor encounters a condition not referred to in this Contract, not caused by Contractor, and that was not discoverable by reasonable site inspection, which requires compliance with federal, state, or local laws or regulations dealing with the preservation of the environment, both the City and Contractor shall have all the rights and obligations set forth in ORS 279C.525.

9.10. Contractor shall be liable for any fine imposed against Contractor, the City or the

‘Project’ as a result of a violation of any laws or permitting requirements by Contractor or any suppliers.

Section 10. Indemnity

10.1. Indemnification. Contractor acknowledges responsibility for liability arising out of the performance of this Contract, and shall defend, indemnify, and hold the City harmless from any and all liability, settlements, loss, costs, and expenses in connection with any action, suit, or claim resulting or allegedly resulting from Contractor’s negligent acts, omissions, errors, or willful or reckless misconduct pursuant to this Contract, or from Contractor’s failure to perform its responsibilities as set forth in this Contract. The review, approval, or acceptance by the City, its Project Manager, or any City employee of documents or other work performed, prepared, or submitted by Contractor shall not be considered a negligent act, error, omission, or willful misconduct on the part of the City, and none of the foregoing shall relieve Contractor of its responsibility to perform in full conformity with the City’s requirements, as set forth in this

Contract, and to indemnify the City as provided above and to reimburse the City for any and all costs and damages suffered by the City as a result of Contractor’s negligent performance of this

Contract, failure of performance hereunder, violation of state or federal laws, or failure to adhere to the standards of performance and care described in Subsection Error! Reference source not found.. Contractor shall defend the City (using legal counsel reasonably acceptable to the City) against any claim that alleges negligent acts, omissions, errors, or willful or reckless misconduct by Contractor. As used herein, the term “Contractor” applies to Contractor and its own agents, employees, and suppliers.

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10.2. Standard of Care. In the performance of the Work, Contractor agrees to use at least that degree of care and skill exercised under similar circumstances by reputable members of Contractor’s profession practicing in the Portland metropolitan area. Contractor will re-perform any Work not meeting this standard without additional compensation. Contractor’s re-performance of any Work, even if done at the City’s request, shall not be considered as a limitation or waiver by the City of any other remedies or claims it may have arising out of

Contractor’s failure to perform in accordance with the applicable standard of care of this Contract and within the prescribed timeframe.

Section 11. Insurance

11.1. Insurance Requirements. Contractor must maintain insurance coverage acceptable to the City in full force and effect throughout the term of this Contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor’s activities or work hereunder.

The amount of insurance carried is in no way a limitation on Contractor’s liability hereunder.

The policy or policies of insurance maintained by Contractor shall provide at least the following minimum limits and coverages at all times during performance of this Contract:

11.1.1. Commercial General Liability Insurance. Contractor shall obtain, at

Contractor’s expense, and keep in effect during the term of this Contract, comprehensive

Commercial General Liability Insurance covering Bodily Injury and Property Damage, written on an “occurrence” form policy. This coverage shall include broad form

Contractual Liability insurance for the indemnities provided under this Contract and shall be for the following minimum insurance coverage amounts: The coverage shall be in the amount of $2,000,000 for each occurrence and $3,000,000 general aggregate and shall include Products-Completed Operations Aggregate in the minimum amount of

$2,000,000 per occurrence, Fire Damage (any one fire) in the minimum amount of

$50,000, and Medical Expense (any one person) in the minimum amount of $10,000. All of the foregoing coverages must be carried and maintained at all times during this

Contract.

11.1.2. Business Automobile Liability Insurance. If Contractor will be using a motor vehicle in the performance of the Work herein, Contractor shall provide the City a certificate indicating that Contractor has business automobile liability coverage for all owned, hired, and non-owned vehicles. The Combined Single Limit per occurrence shall not be less than $2,000,000.

11.1.3. Workers Compensation Insurance. Contractor and all employers providing work, labor, or materials under this Contract that are subject employers under the Oregon Workers Compensation Law shall comply with ORS 656.017, which requires them to provide workers compensation coverage that satisfies Oregon law for all their subject workers under ORS 656.126. Out-of-state employers must provide Oregon workers compensation coverage for their workers who work at a single location within

Oregon for more than thirty (30) days in a calendar year. Contractors who perform work without the assistance or labor of any employee need not obtain such coverage. This shall

Goods and Services Contract – Manhole Rehabilitation Services (Project 2025-6) Page 7 include Employer’s Liability Insurance with coverage limits of not less than $500,000 each accident.

11.1.4. Insurance Carrier Rating. Coverages provided by Contractor must be underwritten by an insurance company deemed acceptable by the City, with an AM Best

Rating of A or better. The City reserves the right to reject all or any insurance carrier(s) with a financial rating that is unacceptable to the City.

11.1.5. Additional Insured & Termination Endorsements. Additional Insured coverage under Contractor’s Commercial General Liability, Automobile Liability, and

Excess Liability Policies, as applicable, will be provided by endorsement. Additional insured coverage shall be for both ongoing operations via ISO Form CG 2010 or its equivalent, and products and completed operations via ISO Form CG 2037 or its equivalent. Coverage shall be Primary and Non-Contributory. Waiver of Subrogation endorsement via ISO Form CG 2404 or its equivalent shall be provided. The following is included as additional insured: “The City of McMinnville, its elected and appointed officials, officers, agents, employees, and volunteers.” An endorsement shall also be provided requiring the insurance carrier to give the City at least thirty (30) days’ written notification of any termination or major modification of the insurance policies required hereunder.

11.1.6. Certificates of Insurance. As evidence of the insurance coverage required by this Contract, Contractor shall furnish a Certificate of…