RFP 305 - Landscape Architect.pdf

saif.com

Page 1 of 19: RFP for landscape architect design services (RFP No. 273)

REQUEST FOR PROPOSALS

A. Introduction The State Accident Insurance Fund Corporation (SAIF) invites proposals from qualified vendors to provide landscape architect design services, as specified in this

Request for Proposals (RFP).

SAIF is an independent public corporation created by the Oregon Legislature, with headquarters located at 400 High Street SE, in Salem, Oregon. SAIF is the market leader in the provision of workers’ compensation insurance for Oregon employers, insuring more than

600,000 workers through policies with over 54,000 employers. SAIF also has regional offices in Bend, Eugene, Medford, North Bend, and Portland. As of December 31, 2020, SAIF employed 1,056 persons. Respondents will find additional background information at http://www.saif.com.

B. Scope of Work The proposer must be qualified and prepared to provide services to SAIF in the following areas:

Background:

SAIF’s headquarters in Salem, Oregon underwent significant renovations in 2018 with the courtyard design focused around a very large, old white oak tree. Recently, that tree had to be removed leaving a large open space in the courtyard. SAIF is seeking a landscape architect to provide design services for this space including replacement of an existing clover lawn area with sustainable landscape treatments.

Business Value:

The courtyard design and plantings provide a beautiful setting that exudes good energy for employees and guests to enjoy. Having a functional and safe outdoor space supports an employee-centric company culture by giving employees an outlet to escape the office, reduce stress, encourage team building, and improve social interaction. It also provides space for a variety of functions for employees and guests.

Design:

Proposer should use the principle of “universal design”. Everywhere you go on the campus is accessible and available to be enjoyed by all employees. The new design of the courtyard area should continue to follow this principle and take into consideration the following design requirements:

• Safety of employees and guests.

• ADA accessible

• Functional for large gatherings such as celebrations and company recognitions.

• Comfortable and quiet space for employees to take a break or conduct small social gatherings or business meetings.

• Provide shade and consider afternoon sun and heat concerns for use.

• May include a memorial of the white oak that was removed or use of items made from the white oak wood.

• Existing hardscape needs to be incorporated into the design.

• Focal point (consider layout of building).

• Native plants that do well in the Willamette Valley with a tendency to being drought tolerant.

• Sightlines.

http://www.saif.com/

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• SAIF has conducted an employee survey for feedback about what employees would like to see in this space. This feedback will need to be considered in the requirements that will be included in the scope of the design schematics as agreed upon during planning meetings with SAIF and the Proposer awarded a contract.

In addition, SAIF wishes to make the following additional changes:

Replace an existing man gate at the west end of the courtyard with an access gate that will accommodate vehicle access, including revising existing concrete and plantings to allow this access.

Schematics are not a requirement of this RFP. However, a proposer that is awarded a contract from this RFP will be required to provide SAIF with:

• Three schematic design options for SAIF to choose from, as well as budget ranges for each design presented to SAIF as part of the follow-on contract. The desire is to have schematic designs and budget ranges completed by September 2022. This will allow for 2023 budgeting with construction to begin the first quarter of 2023.

• Construction documents for the final plan selected within two weeks of receiving all design considerations and feedback from SAIF. SAIF will manage the bidding process to select a landscape contractor to implement the design selected.

• Construction observation to ensure that construction meets the intended design requirements.

To assist proposer in preparing its proposal, SAIF will provide the following materials to any proposer, upon request made to Bridget Deal at bridea@saif.com:

• Photos/video of the courtyard space before the oak tree was removed.

These materials are to be considered proprietary to SAIF and, if provided, are to be used by proposer solely for the purpose of developing a proposal in response to this RFP.

C. RFP Dates and Deadlines SAIF has established the following dates and deadlines for this RFP. Dates marked with an asterisk (*) are tentative.

RFP issue date Monday, 04/25/2022

Tour available by appt. only Friday, 05/06/2022

Deadline for proposer questions Friday, 05/13/2022

Responses to proposer questions published Friday 05/20/2022

Proposals due Tuesday, 05/31/2022

Proposer interviews (if required) Friday, 06/10/2022 *

Contract award Friday, 06/17/2022 *

Beginning of services Monday, 06/27/2022

D. RFP Terms

1. SAIF is issuing this RFP for the purpose of obtaining proposals for the provision of landscape architect design services. SAIF expects to enter into a single contract with one

Page 3 of 19: RFP for landscape architect design services (RFP No. 305) vendor, using the form of professional services contract attached as Attachment A, including a statement of work in the form attached as Attachment B. However, SAIF does not guarantee the award of any contract as a result of this RFP.

2. At SAIF’s discretion, any representation made by a proposer in response to this RFP, whether verbal or written, will be incorporated into any contract between SAIF and the proposer.

3. This RFP provides instructions for the preparation of a proposal that will address all

RFP requirements. This RFP is not an offer to contract. Only the execution of a written contract will obligate SAIF, in accordance with the terms contained in the contract.

4. SAIF will screen all proposals to ensure compliance with RFP specifications. Those proposals that do not meet minimum requirements will be classified as “nonresponsive.”

SAIF will disqualify all nonresponsive proposals from further evaluation. Responsive proposals will be evaluated based on the criteria in section G, Selection Criteria.

5. SAIF will not pay any costs a proposer incurs in preparing and submitting its proposal or in negotiating and signing a contract, all of which will be the sole responsibility of the proposer. Any due diligence conducted by a proposer is at the proposer’s expense. All proposals become the property of SAIF upon delivery to SAIF.

6. SAIF reserves the right:

a. To amend this RFP in any manner prior to award of a contract (SAIF will notify all responsive proposers if SAIF amends the RFP);

b. To excuse any proposer from any RFP requirement if SAIF deems it to be in

SAIF’s interest to do so;

c. To cancel the RFP without liability to SAIF any time prior to executing a contract if SAIF determines, in its sole discretion, it is in SAIF’s interest to do so;

d. To share the RFP and any proposals SAIF receives with any third party of SAIF’s choosing, in order to secure expert opinion; and

e. To accept or reject any proposal even if all requirements have been met.

E. Proposal Requirements

1. Proposals must be in writing and signed by an authorized representative of the proposer. Proposals should be submitted by email to SAIF’s Procurement team, at the following email address: procurement@saif.com. Proposals must be in a commonly used file format, such as Adobe® Portable Document Format (.pdf) or a Microsoft Office-type program. Proposers should include the following in the subject line of the email:

“RFP 305 – Landscape Architect Design Services”

7. SAIF is subject to Oregon’s public records laws. Subject to statutory exemptions from disclosure, which may or may not apply to all or a portion of a proposal, once the

RFP process has been completed proposals will be subject to disclosure if SAIF receives a request to do so. If the proposer believes any part of its proposal constitutes material that is exempt from disclosure, the proposer must clearly identify this material when submitting the proposal, and the statutory basis for the exemption. Proposers may not identify the entirety of a proposal as exempt from disclosure.

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Proposals must be submitted not later than 3:00 p.m. PDT on Tuesday, May 31, 2022.

2. Proposals must conform to all requirements of the RFP. All necessary attachments must be submitted with the proposal and in the required format. Failure to comply with all requirements may result in proposal rejection.

3. Proposals should provide a straightforward, concise description of the proposer's ability to satisfy the requirements of the RFP. Emphasis should be on completeness, organization, and clarity of content. Information should be presented sequentially in the same order as the proposal content listed below in Section F.

4. Proposals should be typed using an easily readable font size and an 8.5” x 11” document format is preferred, including pictures, charts, graphs, tables, and text the proposer deems appropriate for review of the firm’s response. There is no page limit.

5. Proposals must address all of the requirements of this RFP or, if the proposer cannot satisfy a particular requirement, the proposal must clearly identify any requirements that cannot be satisfied and explain why the requirement cannot be satisfied.

6. Proposers may add content in areas where the proposer feels it can offer value to

SAIF in an area that is not specifically requested.

7. A proposer may submit more than one proposal. However, if a subsequently submitted proposal is intended to replace an earlier proposal, the proposer must clearly indicate this intention when submitting the subsequent proposal. In the absence of such an indication, SAIF may elect to accept any single proposal submitted by a proposer, or reject all proposals submitted by the proposer.

8. If the proposer intends to subcontract any of the work proposed the proposer must identify the subcontractor by name, and describe the precise portion of the work that the proposer proposes to subcontract. If any subcontractor is certified by Oregon as a

Disadvantaged Business Enterprise, Minority Business, Women Business, Emerging Small

Business, or Service Disabled Veteran-owned business, the proposer must also complete a

“Subcontractor Data Collection” form (available from SAIF upon request).

9. Each proposal must be signed by the proposer (if the proposer is an individual) or by an authorized representative of the proposer (if the proposer is a business entity), and must include a copy of a signed original of Attachment D, in which the proposer certifies that it meets all minimum requirements of section B of this RFP, the proposer has not colluded with any other proposer in the preparation of its proposal, and the proposer agrees to be bound by the terms and pricing of its proposal, including all attachments.

10. Proposers must submit any questions regarding this RFP in writing or by e-mail to

Bridget Deal at the following address:

SAIF Corporation

Attn: Bridget Deal, Procurement Coordinator

400 High Street SE

Salem, OR 97312

Email: procurement@saif.com

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All questions must be received not later than 3:00 p.m. PDT on Friday, May 13, 2022, in order to be considered. SAIF will answer questions in writing and will provide answers to all proposers in response to questions of general interest.

F. Proposal Contents

1. Proposals must include the following information:

a. The proposer’s complete name, mailing address, physical address, e-mail address, voice telephone, and fax numbers;

b. A description of the ownership structure of the proposer, giving specific details with regard to any parent or affiliates;

c. A timeline for providing three design schematics upon receipt of final design requirements;

d. A description and examples of other similar work performed within the past two years by the proposer;

e. Names and telephone numbers of individuals in two to four companies whom

SAIF can contact to discuss the proposer’s qualifications; and

f. A firm quotation of the total costs proposed to be charged, or if not possible, a budget range to provide three schematics, itemized by category of work and including any anticipated travel expenses.

2. Proposals must also address fully each of the following requirements:

a. The names, titles, and qualifications of the specific individuals (key persons) proposer intends to assign to the work, together with the roles each will play and their qualifications to do the work;

b. A description of other similar work performed within the past two years by the key persons; and

c. A narrative on how proposer intends to meet the business value and design requirements.

G. Selection Criteria

1. SAIF will evaluate proposals based on the following criteria:

a. How business value and design requirements would be met;

b. Timeline to provide three design schematics;

b. Qualifications of key persons;

d. Proposed costs to provide three design schematics;

f. References and similar projects; and

h. Proposed contract terms.

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2. SAIF may conduct interviews with one or more proposer prior to making a final selection. SAIF anticipates awarding a contract on or about June 17, 2022. However, SAIF is not required to interview proposers or to award any contract pursuant to this RFP.

H. Participation by Minority, Women and Emerging Small Business (“MWESB”) and

Service Disabled Veteran-Certified Businesses

1. Minority-owned and women-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 Women Business Enterprise [WBE]. Emerging Small Business [ESB] firms are also an important sector of the state’s economy.

2. Oregon MWESB-certified and Service Disabled Veteran-certified firms, as defined in

Oregon Revised Statutes (ORS) 200.055, have an equal opportunity to participate in the performance of contracts financed in whole or in part with state funds. By submitting its proposal, the proposer certifies that, if opportunities arise for subcontractors to perform a portion of the Services, the proposer will take reasonable steps to ensure that certified firms are provided an equal opportunity to compete for and participate in the performance of such work. Proposer further certifies and agrees that it has not 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 and will not discriminate against a subcontractor in the awarding of a subcontract because the subcontractor is a minority-owned, woman-owned, or emerging small business enterprise certified under ORS 200.055.

3. If the proposer has been certified by Oregon’s Certification Office for Business

Inclusion and Diversity (COBID) as a Disadvantaged Business Enterprise, Minority Business, Women Business, Emerging Small Business, or Service Disabled Veteran business, the proposer is encouraged to call this to SAIF’s attention, and to provide the certification number.

I. RFP Attachments

1. Attachment A to this RFP is the form of contract that will be used for any contract issued pursuant to this RFP. Proposers may submit an alternate form of contract, but in the absence of negotiations between the parties SAIF is not obligated to accept any contractual term proposed by any proposer. Proposers are encouraged to identify any term in SAIF’s proposed contract to which proposer objects, and to propose alternative language. The final contract will include the statement of work (Attachment B) and insurance coverage requirements (Attachment C), as Exhibits A and B, respectively.

2. Attachment B to this RFP is a placeholder for the statement of work for the contract, which will be negotiated between the parties based on the successful proposer’s response to the requirements of the RFP The final statement of work will include billing procedures, reporting requirements, and general performance requirements, and will be incorporated in and constitute Exhibit A of the contract. Attachment B will be incorporated in and will constitute Exhibit A of the contract.

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3. Attachment C to this RFP lists the minimum insurance coverage that will be required of the contractor awarded a contract in response to this RFP. Attachment C will be incorporated in and will constitute Exhibit B of the contract.

4. Attachment D to this RFP is a statement that must be signed by the proposer and submitted with the proposal, certifying to the accuracy of all statements made in the proposal and certifying that the proposer meets all minimum qualifications stated in section

B of this RFP and is prepared to enter into a contract on the terms contained in Attachments

A, B, and C. Electronically scanned signatures, e-signatures (such as DocuSign), and similar methods of signing Attachment D are acceptable.

5. Attachment E to this RFP is the site plan.

A complete proposal will include the following materials:

✓ A narrative responding to all requirements listed in section F;

✓ A copy of a signed and dated Attachment D; and

✓ A statement that the proposer accepts the contract terms in Attachment A or, in lieu of such a statement, a brief explanation of terms to which the proposer objects or a copy of proposer’s proposed form of contract.

(End of RFP – Attachments follow.)

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Attachment A

SAIF Corporation

Professional Services Contract

This professional services contract is between the State Accident Insurance Fund Corporation, an

Oregon independent public corporation dba SAIF Corporation (“SAIF”), and

_________________ (“Contractor”).

The parties agree as follows:

1. Statement of Work Contractor shall provide the services described in the Statement of

Work attached as Exhibit A (the "Services"). The Services include all Work Product defined in Section 9 below.

2. Consideration

2.1 As payment in full for the Services and subject to the terms of this contract, SAIF shall pay Contractor as set forth in Exhibit A. SAIF shall reimburse Contractor for travel-related and other expenses only to the extent provided in Exhibit A.

2.2 SAIF is not required to pay Contractor for any Services, unless the Services are complete, conform to the specifications in the Statement of Work and otherwise conform to the warranty and other terms of this contract.

2.3 The maximum, not-to-exceed compensation payable to Contractor under this contract is $_________________. Contractor shall not submit invoices for, and SAIF is not required to pay, any amount in excess of this amount, unless the contract is amended to permit additional compensation. If this maximum compensation amount is increased by amendment of this contract, the amendment must be signed by both parties before

Contractor performs any Services subject to the amendment.

3. Term This contract is effective when it has been signed by both parties and expires on

___________________, unless otherwise extended under section 17, or terminated under section 12 or section 15.

4. Confidentiality

4.1 Contractor shall protect confidential information from unauthorized disclosure and use. “Confidential information” means any information about an injured worker or a SAIF-insured employer obtained by Contractor or its employees or agents in the performance of this contract. Contractor shall not use confidential information for purposes other than those directly related to the purposes of this contract. Contractor shall not disclose confidential information to third parties without SAIF's prior written consent. Contractor may disclose confidential information to Contractor’s employees or consultants only as permitted by this contract, and only on a “need-to-know” basis, and only after the employee or consultant has agreed to be bound by all of the terms of this contract related to the nondisclosure of information. The limited disclosure right granted in the preceding sentence does not constitute a grant of ownership or license rights in any confidential information.

4.2 Contractor acknowledges that the disclosure by Contractor of any confidential information will immediately give rise to continuing irreparable injury to SAIF and others that is inadequately compensable in damages at law. Accordingly, and without prejudice to any other remedy available to SAIF, SAIF may seek injunctive relief for Contractor’s disclosure of confidential information.

4.3 Contractor’s obligations with respect to confidentiality survive termination of the

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5. Independent Contractor/Responsibility for Taxes and Withholding

5.1 Contractor shall perform all Services as an independent contractor. Contractor has no authority to incur or create any obligation for or to legally bind SAIF in any way. SAIF may (a) determine and modify the delivery schedule for the Services and (b) evaluate the quality of the completed performance; however, SAIF shall not control the means or manner of

Contractor's performance. Contractor shall determine the appropriate means and manner of performing the Services.

5.2 Nothing in this contract is intended to make Contractor an “officer,” “employee,” or

“agent” of SAIF, as those terms are used in Oregon Revised Statutes (ORS) 30.265.

5.3 Contractor shall pay all taxes applicable to payments made to Contractor under this contract and, unless Contractor is subject to backup withholding, SAIF is not required to, and will not, withhold any amounts from these payments to cover Contractor's tax obligations.

Contractor is not eligible for any social security, unemployment insurance, or workers' compensation benefits from payments made to Contractor under this contract, except as a self-employed individual.

6. Representations and Warranties Contractor represents and warrants to SAIF that:

6.1 Contractor will perform the Services in a timely and professional manner using qualified personnel acting in accordance with applicable professional standards.

6.2 All Services conform to the specifications, capabilities, characteristics, functions, and performance standards in the Statement of Work, are free from error or defect that materially impairs use, and are free from defects in materials, workmanship, and design

(except to the extent that the design is dictated by SAIF).

6.3 All Work Product is free of any restrictions on or conditions of transfer, modification, licensing, sublicensing, distribution, or assignment, and free of any liens, claims, mortgages, security interests, liabilities, or encumbrances of any kind.

6.4 No Work Product infringes, nor will SAIF’s use, duplication, or transfer of the Work

Product infringe, any copyright, patent, trade secret, or other proprietary right of any third party either during the term of the contract or thereafter.

6.5 Except as otherwise set forth in the Statement of Work, any subcontractors performing Services for Contractor under this contract have assigned all of their rights in the Work Product to Contractor or SAIF and no third party has any interest in any Work

Product to be supplied to SAIF under this contract.

6.6 Contractor is not in violation of, charged with, or, to the best of Contractor’s knowledge, under any investigation with respect to violation of, any law, ordinance, or regulation, or any other requirement or order of any governmental or regulatory body, court, or arbitrator applicable to delivery of the Services, and Contractor’s delivery of the

Services will not violate any such law, ordinance, regulation, requirement, or order.

6.7 Contractor is qualified to do business in the State of Oregon and has the authority to enter into this contract. This contract constitutes a valid and binding obligation of

Contractor, enforceable in accordance with its terms.

6.8 If Contractor is currently employed by the State of Oregon or the federal government, Contractor’s performance under this contract creates no potential or actual conflict of interest as defined by ORS Chapter 244 and no rules or regulations of

Contractor’s employing agency (state or federal) prohibit Contractor’s activities under this contract.

6.9 Contractor has no interest, and will not acquire any interest, that would conflict with its obligation to perform under this contract.

7. Subcontracts/Assignment/Successors in Interest

7.1 Contractor shall not assign or transfer any rights in this contract, or delegate any duties, without first obtaining SAIF's prior written consent, which consent may not

Page 10 of 19: RFP for landscape architect design services (RFP No. 305) unreasonably be withheld. However, upon written notice to SAIF Contractor may assign its rights in this contract and delegate its duties under it to a successor to Contractor’s business by (a) merger, (b) a sale of all or substantially all of Contractor’s assets relating to this contract, or (c) a sale of a controlling interest of Contractor’s capital stock, as long as

Contractor’s successor agrees in writing to assume Contractor’s duties under this contract.

7.2 Contractor shall not enter into any subcontracts for delivery of any of the Services without SAIF’s prior written consent. SAIF’s consent to any subcontract does not relieve

Contractor of any of its duties under this contract.

7.3 This contract is binding upon and inures to the benefit of each of the parties, and, except as otherwise provided in the contract, their permitted legal successors and assigns.

8. Access to Records

8.1 Contractor shall maintain all financial records relating to the subject matter of this contract in accordance with generally accepted accounting principles ("GAAP"). In addition, Contractor shall maintain any other records, books, documents, papers, plans, or writings pertinent to this contract in such a manner as to document clearly Contractor's performance of its duties under this contract. Contractor shall retain and keep accessible all such financial records, books, documents, papers, plans, and writings for a minimum of six years, or such longer period as may be required under applicable law, following final payment and termination of this contract, or until the conclusion of any audit, controversy, or litigation arising out of or related to this contract, whichever date is later.

8.2 Contractor shall permit SAIF, the Oregon Secretary of State's Office, and the federal government, and their duly authorized representatives access to, and allow them to make excerpts and transcripts of, Contractor’s financial records, books, documents, papers, plans, and writings, for the purpose of auditing Contractor’s performance of its duties under this

8.3 The Oregon Secretary of State is an intended beneficiary of this section 8.

9. Ownership of Work Product

9.1 The following terms have the meanings set forth below:

(a) “Contractor Intellectual Property” means any intellectual property owned by

Contractor and developed independently from the contract.

(b) “Third Party Intellectual Property” means any intellectual property owned by parties other than SAIF or Contractor.

(c) “Work Product” means every invention, modification, discovery, design, development, customization, configuration, improvement, process, software program, 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 registrable under copyright or similar statutes or subject to analogous protection) that is specifically made, conceived, discovered, or reduced to practice by Contractor (either alone or with others) pursuant to the Contract. Unless otherwise specified, Work Product does not include Third Party Intellectual Property or Contractor Intellectual Property.

9.2 All Work Product, including work derivative of the Work Product and compilations of the Work Product, and whether or not the Work Product is determined to be a work made for hire or an employment to invent, is the exclusive property of SAIF. All Work Product is intended by the parties to be “work made for hire” of which SAIF is the author within the meaning of the United States Copyright Act, notwithstanding the fact that Contractor is an independent contractor and not an employee of SAIF. If for any reason the Work Product is determined not to be “work made for hire,” Contractor hereby irrevocably assigns to SAIF all of its interest in the Work Product, whether arising from copyright, patent, trademark, trade secret, or any other state or federal intellectual property law or doctrine. Upon SAIF’s reasonable request, Contractor shall execute any documents and instruments necessary to fully vest these rights in SAIF. Contractor forever waives all rights relating to Work Product, Page 11 of 19: RFP for landscape architect design services (RFP No. 305) including all moral rights 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.

9.3 If Contractor provides Contractor Intellectual Property as part of the Services, Contractor hereby grants to SAIF an irrevocable, non-exclusive, perpetual, royalty-free license to use, reproduce, prepare derivative works based upon, distribute copies of, perform and display the Contractor Intellectual Property, and to authorize others to do the same on SAIF’s behalf.

9.4 If Contractor provides Third Party Intellectual Property as part of the Services, or if any Work Product or Contractor Intellectual Property that Contractor provides as part of the

Services incorporates or relies upon Third Party Intellectual Property, Contractor shall secure on SAIF’s behalf and in SAIF’s name, an irrevocable, non-exclusive, perpetual, royalty-free license to use, reproduce, prepare derivative works based upon, distribute copies of, perform and display the Third Party Intellectual Property, and to authorize others to do the same on SAIF’s behalf.

10. Indemnification

10.1 Contractor shall indemnify and hold SAIF, the State of Oregon, and their officers, employees, and agents harmless against all claims, suits, actions, losses, damages, liabilities, costs, and expenses, including attorney fees, resulting from, arising out of, or relating to the acts or omissions of Contractor or its officers, employees, subcontractors, or agents under this contract. The State of Oregon and its agencies are intended beneficiaries of this obligation to indemnify.

10.2 In addition to and without limiting the generality of section 10.1, Contractor shall indemnify, and hold SAIF, the State of Oregon, and their officers, employees, and agents harmless against all claims, suits, actions, losses, damages, liabilities, costs and expenses, including attorney fees, resulting from, arising out of or related to any claims that the

Services or any other tangible or intangible items delivered to SAIF by Contractor that may be the subject of protection under any state or federal intellectual property law or doctrine, or

SAIF’s use of them, infringe any patent, copyright, trade secret, trademark, trade dress, mask work, utility design, or other proprietary right of any third party. The State of Oregon and its agencies are intended beneficiaries of this obligation to indemnify.

10.3 SAIF shall provide prompt written notice to Contractor of any claim for which indemnification is expected.

10.4 Contractor’s obligation to indemnify under this section 10 survives termination of the

11. Insurance Contractor shall obtain, from an insurance company authorized to do business in the State of Oregon, and shall maintain for the duration of this contract including any extensions, and for any period of Contractor liability continuing after termination of the contract, all of the insurance set forth in the attached Exhibit B. SAIF must be named as an additional insured on all commercial general liability and automobile liability policies required under the contract.

12. Termination

12.1 This contract may be terminated by mutual consent of both parties, or by either party upon 30 days' notice to the other party in writing and delivered by certified mail or in person.

12.2 Upon termination of the contract for any reason, Contractor shall deliver to SAIF all

Work Product completed by Contractor prior to the date of termination of the contract.

Termination of this contract does not discharge either party from any obligations or liabilities already accrued prior to termination, or any claim that is based on any breach of this contract occurring prior to termination, including any breach of a Contractor warranty or

Page 12 of 19: RFP for landscape architect design services (RFP No. 305) any default or defect in Contractor performance that has not been cured. The rights and remedies of each party under this section are not exclusive and are in addition to any other rights and remedies provided by law or under this contract.

13. Controlling Law/Venue This contract is to be construed according to the laws of the

State of Oregon without regard to principles of conflicts of law, and applicable federal law.

Any action or suit brought by the parties relating to this contract must be brought and conducted exclusively in the Circuit Court of the State of Oregon for Marion County in

Salem, Oregon or, if a claim must be brought in a federal forum, in the United States

District Court for the District of Oregon. Contractor hereby consents to the personal jurisdiction of these courts, waives any objection to venue in these courts, and waives any claim that either forum is an inconvenient forum. Neither this section nor any other term of this contract may be construed as a waiver by SAIF or the State of Oregon of any form of defense or immunity, including sovereign immunity, governmental immunity, immunity based on the Eleventh Amendment to the Constitution of the United States, or otherwise, from any claim or from the jurisdiction of any court.

14. Force Majeure Neither party is responsible for delay or default caused by fire, riot, acts of God, war, terrorism, or other similar events beyond a party's reasonable control.

15. Severability If any term of this contract is determined, to any extent, to be invalid or unenforceable, the parties intend that the remainder of this contract not be affected, and each remaining term of this contract be valid and enforceable to the fullest extent permitted by law. Any invalid or unenforceable term is to be replaced by a mutually acceptable term which, being valid and enforceable, comes closest to the intention of the parties underlying the invalid or unenforceable term. If deletion or replacement of the invalid or unenforceable term materially changes this contract or causes completion of either party’s obligations to be unreasonable, either party may terminate this contract without further obligation or liability upon written notice to the other party.

16. Waiver The failure of either party to enforce any term of this contract does not constitute a waiver by that party of that or any other term.

17. Amendment This contract may not be supplemented, extended, or amended, in any manner whatsoever, except by written instrument signed by the parties.

18. No Third-Party Beneficiaries SAIF and Contractor are the only parties to this contract and the only persons who may enforce this contract. Nothing in this contract gives or is intended to give any benefit or right to third persons unless these persons are individually identified by name and expressly described as intended beneficiaries of this contract. Except as otherwise stated in this contract, the State of Oregon and its agencies are not intended beneficiaries of this contract.

19. Notices Except as otherwise expressly provided in this contract, any communications between the parties, or notices to be given under this contract, must be given in writing by personal delivery, express courier, facsimile, or United States Postal Service, postage prepaid, to Contractor or SAIF at the address or number set forth below in this section, or to such other addresses or numbers as either party may later indicate pursuant to this section.

Any communication or notice so addressed and mailed is deemed to be given five days after mailing. Any communication or notice delivered by facsimile is deemed to be given on the day the transmitting machine generates a receipt of a successful transmission of the notice, if transmission was during normal business hours, or on the next business day, if transmission was outside normal business hours. To be effective, any notice transmitted by

Page 13 of 19: RFP for landscape architect design services (RFP No. 305) facsimile must be confirmed by telephone notice to the receiving party's authorized representative. Any communication or notice given by personal delivery is deemed to be given immediately upon delivery, provided delivery is made to the authorized representative indicated below.

If to SAIF: If to Contractor:

SAIF Corporation

Attention: Attention:

400 High Street SE

Salem, OR 97312

Phone: 503. Phone:

Fax: 503. Fax:

Email: @saif.com Email:

20. Certification of Tax Compliance By signing this contract for Contractor, the undersigned hereby certifies under penalty of perjury that the undersigned is authorized to act on behalf of Contractor and that, to the best of the undersigned's knowledge, Contractor is not in violation of any Oregon Tax Laws. For purposes of this certification, "Oregon Tax

Laws" means a state tax imposed by ORS 320.005 to 320.150 and 403.200 to 403.250 and

ORS chapters 118, 314, 316, 317, 318, 321, and 323, and the elderly rental assistance program under ORS 310.630 to 310.706, and local taxes administered by the Department of Revenue under ORS 305.620.

21. Entire Agreement This contract constitutes the entire agreement between the parties with regard to its subject matter. There are no understandings, agreements, or representations, oral or written, by or between the parties relating to the subject matter of this contract that are not specified in this contract. Each party, by the signature below of its authorized representative, hereby acknowledges that it has read this contract, understands it, and agrees to be bound by its terms.

22. Reserved

(The remainder of this page is blank.

Signature page follows.)

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23. Contractor Data

FEDERAL TAX I.D. NUMBER ___________________________

STATE TAX I.D. NUMBER ___________________________

Each party is signing this contract on the date stated opposite each party’s signature, and this contract is effective as of the last date signed below.

Contractor:

(contractor name), a ____________________________

By: ___________________

Date

(name)

Title:

SAIF:

State Accident Insurance Fund Corporation, an Oregon independent public corporation dba SAIF Corporation

By: ___________________

Date

(name)

SAIF Contract Review ________

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Attachment B

Performance Requirements

For Landscape Architect Design Services Contract

(Note: The performance requirements will appear in Exhibit A of the contract.)

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Attachment C

Insurance Requirements

For Landscape Architect Services Contract

(Note: These insurance requirements will appear as Exhibit C of the contract.)

During the term of this contract, Contractor shall maintain in force, at its own expense, each insurance described below:

1. Required by SAIF

Workers’ Compensation insurance in compliance with ORS 656.017, which requires subject employers to provide Oregon workers’ compensation coverage for all their subject workers.

2. Required by SAIF

Not required by SAIF

Professional Liability insurance with a combined single limit, or the equivalent, of not less than $1,000,000 each claim, incident or occurrence, covering damages caused by error, omission or negligent acts related to the Services.

3. Required by SAIF

Commercial General Liability insurance covering bodily injury and property damage in a form and with coverages satisfactory to SAIF. This insurance must include personal and advertising injury liability, products and completed operations. Coverage may be written in combination with Automobile Liability Insurance (with separate limits).

Coverage must be written on an occurrence basis. Combined single limit per occurrence must not be less than $2,000,000 for each job site or location. Each annual aggregate limit must not be less than $4,000,000.

4. Required by SAIF

Automobile Liability insurance with a combined single limit, or the equivalent, of not less than $1,000,000 each accident for Bodily Injury and Property Damage, including coverage for owned, hired or non-owned vehicles, as applicable.

5. Notice of cancellation or change. There must be no cancellation, material change, reduction of limits or intent not to renew the insurance coverage(s) without 30 days prior written notice from Contractor or its insurers to

SAIF Corporation

Attn: Procurement

400 High Street SE

Salem OR 97312

Email: procurement@saif.com

6. Certificates of insurance. As evidence of the insurance coverages required by this contract, Contractor shall furnish acceptable insurance certificates to

SAIF Corporation

Attn: Procurement

400 High Street SE

Salem OR 97312

Email: procurement@saif.com prior to commencing performance of the Services. The certificate must specify all of the parties who are Additional Insureds. Insuring companies or entities are subject to SAIF

Page 17 of 19: RFP for landscape architect design services (RFP No. 305) acceptance. If requested, Contractor shall provide complete copies of insurance policies, trust agreements, etc. to SAIF. Contractor is financially responsible for all pertinent deductibles, self-insured retentions and self-insurance.

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Attachment D

Proposer Certifications

NOTE TO PROPOSER: Each proposal must include an original of this attachment, signed by an authorized representative of proposer. Proposals that do not include a copy of a signed original of this attachment will be rejected as nonresponsive.

Proposer represents that each of the following statements is accurate at the time the proposer submits its proposal. Proposer warrants that each of the following statements will remain accurate for a period of 90 days following submission of proposer’s proposal and, if

Proposer’s proposal is accepted, each statement will remain accurate throughout the term of any contract between proposer and the State Accident Insurance Fund Corporation (SAIF) for landscape architect design services.

1. The key persons named in proposer’s proposal, if any, are qualified to perform the work described in this RFP and in the proposal, and proposer will assign these key persons to perform the work if SAIF awards a contract to proposer for these services.

2. Proposer has not colluded or consulted with any other proposer or potential proposer in the preparation and submission of this proposal.

3. Proposer agrees to be bound by the terms and pricing of its proposal, including all attachments to it.

4. The person signing this certification is authorized by proposer to act on behalf of and to make the representations in this certification on behalf of the proposer.

5. If SAIF awards a contract to proposer for landscape architect design services, proposer will diligently perform the contract according to its terms.

6. Each of the foregoing representations is accurate and is incorporated into any contract between SAIF and proposer for the delivery of landscape architect design services.

Proposer Name:

By:

Date:

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Attachment E

Site Plan

Approximate dimensions of space where oak tree has been removed are 85’-8” x 87’-0”.

This is approximate due to the shape of the area. The dripline represents the approximate area