RFP 6300 AttA - SAMPLE CONTRACT.pdf

RFP 6300: Commercial Tobacco Prevention and Cessation Communications AttA Strategy and Services (OregonBuys Bid # S-44300-00015366)

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ATTACHMENT A — SAMPLE CONTRACT

NOTE TO PROPOSERS:

DO NOT SUBMIT THIS SAMPLE CONTRACT WITH YOUR PROPOSAL.

Contract Number ######

STATE OF OREGON

PERSONAL/PROFESSIONAL SERVICES CONTRACT

You can get this document in other languages, large print, braille, or a format you prefer free of charge. Contact the Contract Administrator at the contact information found below. We accept all relay calls.

This Contract is between the State of Oregon, acting by and through its Oregon Health Authority, hereinafter referred to as “OHA,” and

Contractor d.b.a. Facility or Assumed Name

Address Address

Attention: (required) Telephone: (required)

Fax: (optional) Email address: (required) hereinafter referred to as “Contractor.”

Work to be performed under this Contract relates principally to OHA’s

(Fill in with name of Office, Program, etc.)

(Insert address)

(Insert city, state, zip) Contract Administrator: (Insert Name) or delegate

Telephone: (Required) Email address: (Required)

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1. Effective Date and Duration. This Contract shall become effective on the later of: (I) the last date all required signatures in Section 6., below have been obtained, or (II) [insert start date] provided it is (i) signed by all parties on or before such date, and (ii) when required, approved in writing by the Oregon Department of Justice on or before such date, and (iii) when required, approved in writing by the Oregon Department of Administrative Services. Unless extended or terminated earlier in accordance with its terms, this Contract shall expire on [insert end date]. Contract termination shall not extinguish or prejudice OHA’s right to enforce this Contract with respect to any default by Contractor that has not been cured.

2. Contract Documents.

a. This Contract consists of this document and includes the following listed exhibits, which are incorporated into this Contract:

(1) Exhibit A, Part 1: Statement of Work

(2) Exhibit A, Part 2: Payment and Invoicing

(3) Exhibit A, Part 3: Special Provisions

(4) Exhibit B: Standard Terms and Conditions

(5) Exhibit C: Insurance Requirements

(6) Exhibit D: Federal Terms and Conditions

There are no other Contract documents unless specifically referenced and incorporated into this Contract.

b. This Contract and the documents listed in Section 2., “Contract Documents”, Subsection a. above, shall be in the following descending order of precedence: this Contract less all exhibits, Exhibits D, B, A, and C.

3. Consideration.

a. The maximum, not-to-exceed compensation payable to Contractor under this Contract, which includes any allowable expenses, is $[insert amount]. OHA will not pay Contractor any amount in excess of the not-to-exceed compensation of this Contract for completing the Work and will not pay for Work performed before the date this Contract becomes effective or after the termination or expiration of this Contract. If the maximum compensation is increased by amendment of this Contract, the amendment must be fully effective before Contractor performs Work subject to the amendment.

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b. Payments to Contractor shall be subject to ORS 293.462 and shall be made in accordance with the payment schedule and requirements in Exhibit A, Part 2., “Payment and Invoicing.”

c. OHA will only pay for completed Work under this Contract. For purposes of this Contract, “Work” means the tasks or services and deliverables accepted by OHA as described in Exhibit A, Part 1, “Statement of Work.”

4. Contractor Determination. In accordance with the State Controller’s Oregon Accounting Manual, policy 30.40.00.104, OHA’s determination is that:

Not applicable Contractor is a contractor

Assistance Listings number(s) of federal funds to be paid through this Contract: 93.387

5. Contractor Information and Certification. Contractor shall provide the following information upon submission of the signed Contract.

a. Contractor Information.

(1) Is Contractor a nonresident alien, as defined in 26 U.S.C. § 7701(b)(1), a foreign person, or a foreign entity? (Check one box): YES NO

(2) Business Designation. (Check one box):

Professional Corporation Nonprofit Corporation Limited Liability Company Partnership Limited Partnership Limited Liability Partnership Sole Proprietorship Corporation

(3) Contractor Proof of Insurance. All insurance listed herein and required by Exhibit C must be in effect prior to Contract execution.

PLEASE PRINT OR TYPE THE FOLLOWING INFORMATION:

Commercial General Liability Insurance Company: ____________________________________

Policy #: ______________________________________________ Expiration Date: ________________

Workers’ Compensation. Does Contractor have any subject workers, as defined in ORS 656.027? (Check one box): YES NO If YES, provide the following information:

Workers’ Compensation Insurance Company: _________________________________________

Policy #: ______________________________________________ Expiration Date: ________________

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b. Certification. Without limiting the generality of the foregoing, by signature on this Contract, the undersigned hereby certifies under penalty of perjury that:

(1) Contractor is in compliance with all insurance requirements in Exhibit C of this Contract, and notwithstanding any provision to the contrary, Contractor shall deliver to the OHA Contract Administrator (see page one of this Contract) the required Certificate(s) of Insurance within 30 days of execution of this Contract. By certifying compliance with all insurance as required by this Contract, Contractor acknowledges it may be found in breach of the Contract for failure to obtain required insurance. Contractor may also be in breach of the Contract for failure to provide Certificate(s) of Insurance as required and to maintain required coverage for the duration of the Contract;

(2) Contractor acknowledges that the Oregon False Claims Act, ORS 180.750 to 180.785, applies to any “claim” (as defined by ORS 180.750) that is made by (or caused by) the Contractor and that pertains to this Contract or to the project for which the Contract work is being performed. Contractor certifies that no claim described in the previous sentence is or will be a “false claim” (as defined by ORS 180.750) or an act prohibited by ORS

180.755. The Oregon Attorney General may enforce the

liabilities and penalties provided by the Oregon False Claims Act against the Contractor, in addition to any remedies that may be available to OHA under this Contract;

(3) The undersigned is authorized to act on behalf of Contractor and represents and warrants that Contractor has complied with the tax laws of the State of Oregon and the applicable tax laws of any political subdivision of Oregon. Contractor shall, throughout the duration of this Contract and any extensions, comply with all tax laws of this state and all applicable tax laws of any political subdivision of Oregon. For the purposes of this Section, “tax laws” includes: (i) All tax laws of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; (ii) Any tax provisions imposed by a political subdivision of Oregon that applied to Contractor, to Contractor’s property, operations, receipts, or income, or to Contractor’s performance of or compensation for any work performed by Contractor; (iii)

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Any tax provisions imposed by a political subdivision of Oregon that applied to Contractor, or to goods, services, or property, whether tangible or intangible, provided by Contractor; and (iv) Any rules, regulations, charter provisions, or ordinances that implemented or enforced any of the foregoing tax laws or provisions.

Contractor acknowledges that the Oregon Department of Administrative Services will report this Contract to the Oregon Department of Revenue (DOR). The DOR may take any and all actions permitted by law relative to the collection of taxes due to the State of Oregon or a political subdivision, including: (i) garnishing the Contractor’s compensation under this Contract;

or (ii) exercising a right of setoff against Contractor’s compensation under this Contract for any amounts that may be due and unpaid to the State of Oregon or its political subdivisions for which the DOR collects debts;

(4) The information shown in Section 5.a. above is Contractor’s true, accurate and correct information;

(5) To the best of the undersigned’s knowledge, Contractor has not discriminated against and will not discriminate against minority, women or emerging small business enterprises certified under ORS 200.055 in obtaining any required subcontracts;

(6) Contractor and Contractor’s employees and agents are not included on the list titled “Specially Designated Nationals” maintained by the Office of Foreign Assets Control of the United States Department of the Treasury and currently found at: https://www.treasury.gov/resource-center/sanctions/SDN- List/Pages/default.aspx;

(7) Contractor is not listed on the non-procurement portion of the General Service Administration’s “List of Parties Excluded from Federal procurement or Non-procurement Programs” currently found at: https://www.sam.gov/SAM;

(8) Contractor is not subject to backup withholding because:

(a) Contractor is exempt from backup withholding;

(b) Contractor has not been notified by the IRS that Contractor is subject to backup withholding as a result of a failure to report all interest or dividends; or https://www.treasury.gov/resource-center/sanctions/SDN-List/Pages/default.aspx https://www.treasury.gov/resource-center/sanctions/SDN-List/Pages/default.aspx https://www.sam.gov/SAM

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(c) The IRS has notified Contractor that Contractor is no longer subject to backup withholding; and

(9) Contractor’s Federal Employer Identification Number (FEIN) or Social Security Number (SSN) provided to OHA is true and accurate. If this information changes, Contractor shall provide OHA with the new FEIN or SSN within 10 days.

CONTRACTOR, BY EXECUTION OF THIS CONTRACT, HEREBY ACKNOWLEDGES

THAT CONTRACTOR HAS READ THIS CONTRACT, UNDERSTANDS IT, AND

AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.

CONTRACTOR: YOU WILL NOT BE PAID FOR SERVICES RENDERED BEFORE THE

EFFECTIVE DATE OF THIS CONTRACT.

6. Signatures. This Contract and any subsequent amendments may be executed in several counterparts, all of which when taken together shall constitute one agreement binding on all parties, notwithstanding that all parties are not signatories to the same counterpart. Each copy of the Contract and any amendments so executed shall constitute an original.

Contractor Name By:

Authorized Signature Printed Name

Title Date

State of Oregon, acting by and through its Oregon Health Authority By:

Authorized Signature Printed Name

Title Date

Approved for Legal Sufficiency:

Via email by [Name] Oregon Department of Justice Date

OHA Program Review:

Via email by [Name, Title] Oregon Health Authority Date

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EXHIBIT A

Part 1

Statement of Work

Note: See RFP 6300, Section 2.4 Scope of Work for a description of the tasks to be required from the Contractor under the Contract.

The details of Statement of Work, including specific performance requirements and Completion Due dates will be negotiated with the highest ranked Proposer pursuant to RFP Section 5.4 Contract Negotiation.

1. Background and Purpose

The OHA Public Health Division invests in health communications infrastructure as a part of a comprehensive approach to prevent and reduce health harms. The purposes of health communications for alcohol, tobacco and other drugs are to:

• Improve health and wellbeing of all people in Oregon;

• Shift cultural narratives and norms to prepare communities for policies, systems, and environmental change;

• Engage community members, especially people from communities most impacted by health harms, in the development of tools, educational resources, and policy, systems, and environmental change to create healthy communities; and

• Leverage health communications practices and research to further community goals.

The tobacco and alcohol industries spend billions on advertising every year to place and promote their products where people will see them every day.

Advertising and promotions make products like tobacco more affordable, attractive, and appealing while also making it more difficult for people to quit.

Health communications can help counter these efforts by elevating community counter-narratives and accelerating environmental, systems and policy changes.

The OHA Public Health Division Health Promotion and Chronic Disease Prevention Section (HPCDP), has worked with communications contractors to develop the Smokefree Oregon brand as part of Oregon’s comprehensive commercial Tobacco Prevention Education Program (TPEP).

The Smokefree Oregon brand shares counter-advertising messages through earned, owned and paid media and is an important resource to local partners

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Smokefree Oregon and HPCDP aim to:

1) Support shifts in policy, systems, and environments to hold the tobacco industry accountable for tobacco-caused disease and death and reduce initiation of tobacco products.

2) Raise awareness of the social and commercial determinants of tobacco use and the ways in which communities are working to address these drivers.

3) Work with communities to address the root causes of tobacco use and eliminate health inequities.

4) Promote and connect people to cessation supports that are culturally-specific and aligned with an individual’s needs, including Oregon’s Tobacco Quitline, Native Quitline, and Vive Sin Fumar.

5) Engage people across Oregon in building a commercial tobacco-free movement. This includes collaborating with community partners to co-develop the Smokefree Oregon brand, campaign strategy, and creative materials.

The purpose of this Contract is to procure Contractor’s expertise in managing complex, multi-year marketing strategies, to implement campaigns with statewide reach, including a particular emphasis on the unique needs of audiences at higher risk of commercial tobacco use, including, but not limited to: Black or African America, American Indian or Alaska Native, People of Color, youth, people with disabilities, people with behavioral health conditions, LGBTQIA2S+.

The required Contractor services detailed in Section 3. below will enable HPCDP to meet requirements of the CDC National Tobacco Control Program and competitive grant opportunities, such as “Building Capacity to Reduce the Burden of Menthol and Other Flavored Commercial Tobacco Products in Communities that Experience Health Disparities”.

Also, Contractor’s services under this Contract will support OHA’s goal to eliminate health inequities by 2030 and develop strategy that centers community and aligns with a Shared Risk and Protective Factors approach. Contractor will also help communicate changes in policy, systems, and environments to varied audiences, https://quitnow.net/oregon https://smokefreeoregon.com/native-quit-line/ https://smokefreeoregon.com/vive-sin-fumar/

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2. Definitions

For purpose of this Contract, the terms below have the following meanings:

• ADA means Americans with Disabilities Act.

• Campaign means a series of planned actions or coordinated activities, including, but not limited to, social marketing, advertising and other communications methods, which are designed to encourage people to take steps to improve their health or the health of their communities.

• CDC means the Centers for Disease Control and Prevention

• Commercial determinants of health means private sector activities that affect people’s health, directly or indirectly, positively or negatively.

Commercial determinants of health are a key social determinant of health and a root cause of commercial tobacco addiction.

• Commercial tobacco means tobacco that is sold by the tobacco industry, including cigarettes, vape or e-cigarettes, chewing tobacco, cigars and other products that contain addictive nicotine. The term commercial tobacco is used to separate it from sacred and traditional tobacco used by some American Indian/Alaska Native communities and Tribal Nations. Unless otherwise specified, the word “tobacco” refers to “Commercial tobacco.”

• Commission(s) means all advertisement awards, credits, payments or monetary benefits of any kind received by the Contractor from any source for effort provided by the Contractor on behalf of OHA under the Contract.

• Community Based Organizations or CBOs means organizations formed in communities to promote wellbeing, including commercial tobacco prevention or cessation activities; developing or implementing policies that provide protection from secondhand smoke; or other work to address the social and commercial determinants of health inequities.

• Coordinated Care Organizations (CCOs) means a network of all types of health care providers who have agreed to work together for people who receive health care coverage under the Oregon Health Plan (Medicaid). These providers have joined together to form one jointly governed entity that will contract with the Oregon Health Authority to serve people on the Oregon Health Plan in their communities.

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• Culturally Specific Community (or Communities) means a group (or groups) of people who share similar cultural characteristics, traditions, and identities. Those cultural similarities could include language, age, race, gender, ethnicity, income, education, sexual orientation, or disability status to name a few. The term is used to describe distinctive qualities unique to specific cultures. This term does not assume that all people who share a specific cultural commonality are homogenous, but rather that people hold many cultural identities simultaneously.

• Culturally Specific Sub-brands means a subsidiary of the main brand, with its own unique identity and positioning in the market. Sub-brands are created as an opportunity to reach a new, culturally, or demographically specific audience.

• Earned Media means news media coverage of an event or activity including news stories, opinion editorials, and letters to the editor that are published free of charge.

• Health Equity means all people can reach their full health potential and well-being and are not disadvantaged by their race, ethnicity, language, disability, age, gender, gender identity, sexual orientation, social class, intersections among these communities or identities, or other socially determined circumstances. Achieving health equity requires the ongoing collaboration of all regions and sectors of the state, including tribal governments to address; the equitable distribution or redistribution of resources and power; and recognizing, reconciling and rectifying historical and contemporary injustices.

• HPCDP means the Health Promotion and Chronic Disease Prevention Section of the Oregon Health Authority – Public Health Division.

• Key Personnel or Key Person(s) means the person or persons on Proposer’s staff who will complete the Work under the Contract, as well as Contractor’s project manager and any Subcontractors and Subcontractor personnel who will complete the Work.

• LGBTQIA2S+ means lesbian, gay, bisexual, transgender, queer, intersex, asexual/aromantic, two-spirit, plus others.

• Local County Health Department Programs means grantees who receive funding from HPCDP to promote commercial tobacco prevention and cessation; develop and implement policies that provide protection from secondhand smoke; and other activities to address the social and commercial determinants of health inequity.

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• Paid Advertising means advertising purchased in print, broadcast, on-line, outdoor or other media channels.

• Paid Media means purchased advertising.

• PHD means Public Health Division of the Oregon Health Authority

• Self-Management Programs means an evidence-based curriculum or service proven to help people with chronic conditions better manage their health.

• Shared Risk and Protective Factors means a public health approach to preventing injuries, violence, and other public health problems that requires having a holistic understanding of their root causes. Risk factors are characteristics and conditions that increase the likelihood of experiencing an adverse health or quality-of-life outcome. Protective factors are the inverse: these characteristics and conditions decrease or mitigate the likelihood of experiencing an adverse outcome or increase the likelihood of experiencing a positive outcome.

• Social Determinants of Health means the conditions in which people are born, grow, work, live, and age, the systems put in place to deal with illness, and the wider set of forces and systems shaping the conditions of daily life. These conditions may be a root cause or protective factor affecting tobacco use, or they may create environments and systems where it is easier or harder for people addicted to commercial tobacco products to quit.

• Social Marketing means using traditional tools of marketing to promote messages that benefit society and are intended to influence behavior and change social norms.

• State means the State of Oregon.

• Subcontractor means a vendor retained under contract by Contractor to perform the Services or complete the Work under this Contract.

• Traditional tobacco means one or more sacred plant(s) used for healing, prayer, and celebration. Traditional tobacco is different for every Tribe, including the plant(s) referred to as “tobacco” and how the plant(s) are used for healing, prayer, gift offerings, ceremony, and celebration.

• Tobacco means “Commercial tobacco” as defined above, unless otherwise specified.

• Tribal Programs means grantees who receive prevention funding from the Oregon Health Authority in one of the nine federally recognized

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American Indian tribes in Oregon or NARA Northwest. The Nine Federally Recognized Tribes of Oregon are individual sovereign nations with a distinct political and legal status that is not based on race. Oregon has a government-to-government relationship that differs from the state’s relationship with other community partners. In addition, OHA works with native serving organizations, such as NAYA and the Northwest Portland Area Indian Health Board.

• Tribe means one of “The Nine Federally Recognized Indian tribes of Oregon” which include the following tribes:

• Burns Paiute Tribe;

• Confederated Tribes of Coos, Lower Umpqua and Siuslaw Indians;

• Coquille Tribe;

• Cow Creek Band of Umpqua Tribe of Indians;

• Confederated Tribes of the Grand Ronde Community of Oregon;

• The Klamath Tribes

• Confederated Tribes of Siletz;

• Confederated Tribes of the Umatilla Indian Reservation; and

• Confederated Tribes of the Warm Springs Indian Reservation.

Source: "Tribal Governments in Oregon” Background Brief, Legislative Policy and Research Office (Updated September, 2016) https://www.oregonlegislature.gov/lpro/Publications/BB2016TribalGovernmentsinOreg on.pdf

• Work means the tasks or services and deliverables required from Contractor as described in Exhibit A, Part 1, “Statement of Work.”

3. Required Contractor Services

General Requirements

Contractor shall perform the services described below according to the specific schedule and other requirements requested by the OHA Contract Administrator.

Deliverable Acceptance Criteria

OHA will review the required deliverables to verify that they are in alignment with OHA’s mission, goals, budget and project needs for the applicable Contract.

https://www.oregonlegislature.gov/lpro/Publications/BB2016TribalGovernmentsinOregon.pdf https://www.oregonlegislature.gov/lpro/Publications/BB2016TribalGovernmentsinOregon.pdf

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Deliverable Acceptance Process

OHA will provide written notification to Contractor that the required deliverables have been accepted by OHA, or if applicable, modifications required from Contractor before the deliverables will be accepted by OHA

Task 1 – Annual Contract Work Plan

Within 45 days of Contract execution for Year 1, and by August 1 of Years 2-5, Contractor shall prepare and submit a proposed Annual Contract Work Plan to the OHA Contract Administrator that shall include all objectives, milestones, timelines, tasks, deliverables, Key Persons and budgets for Tasks 1-8 and align with OHA’s strategic priorities. Contractor shall revise the Annual Contract Work Plan as needed based on OHA feedback and at OHA direction to align with changes in scope of work.

Task 1 Deliverables

• Propose Annual Contract Work Plan

• Revised Plan (if requested)

• Final OHA-approved Annual Plan

Task 1 Deliverables Due Dates:

• Year 1: Within 30-days of Contract execution

• Years 2-5: August 1 of each year

Task 2 – Strategy & Brand Management

Contractor shall efficiently and collaboratively work with OHA’s Contractor Metropolitan Group, LLC (Metropolitan Group) to receive and ensure a seamless transfer of all OHA work products, accounts and creative assets developed under OHA Contract #154392-2 WOC #3, as specified by OHA. Contractor shall obtain and maintain for OHA materials, including licenses, administrative rights, and historical documents related to Smokefree Oregon prevention and cessation campaigns (“Materials”) that were created and maintained for OHA by Metropolitan Group.

The Materials to be transferred will be identified in an agreed-upon list developed with Metropolitan Group and Contractor. Contractor shall participate in all meetings OHA schedules for purposes of developing the list and transferring the Materials. Additionally, Contractor shall ensure a seamless transfer of all OHA work

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Contractor shall assist OHA with overarching brand management and strategy for commercial tobacco prevention and cessation, including any evolution over time.

Contractor shall, upon OHA request and approval, collaborate with other firms, share best practices, participate in training and technical assistance opportunities, and participate in working groups or communities of practice with the intent of strengthening the public health communications and social marketing field in Oregon or nationally. Contractor will not be expected to share proprietary information with other firms.

Contractor shall, upon OHA request and approval, develop social marketing campaigns addressing tobacco prevention and cessation. Contractor shall coordinate each campaign to maximize effectiveness and reach among the campaign’s desired audience(s).

Contractor shall work, in collaboration with OHA, on community engagement and build relationships with people experiencing tobacco-related health disparities and communities targeted by tobacco industry marketing.

Task 2 Deliverables:

Contractor shall submit the following deliverables to the OHA Contract Administrator consistent with the OHA-approved Annual Contract Work Plan:

• Confirmation of Materials receipt

• Campaign plans and budgets

Task 2 Due Dates:

As outlined in the OHA-approved Annual Contract Work Plan

Task 3 – Advertising & Production

Contractor and its subcontractor(s), if any, shall be responsible for purchasing advertising to support OHA’s social marketing campaigns. This will include media market analysis, creating media placement plans, securing rights to advertising channels that maximize reach and effectiveness. OHA encourages subcontracting with community-specific media entities to increase reach and effectiveness in communities that may not be reached by traditional media outlets. Contractor’s advertising placement plans shall include earned media, in-kind, or other added value media placements secured as a result of media placements purchased by the

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Contractor or media outreach strategies. Contractor shall provide production services, including adaptations of existing materials from previous campaigns or campaigns from other states, as well as creation and production of new materials approved by OHA. Contractor shall adhere to best practices for accessibility as requested by OHA.

Contractor shall consult with OHA, and others designated by OHA such as LPHAs, CBOs, and other HPCDP contractors, during social marketing campaign design.

Contractor shall also work with OHA to engage communities and participate in collaborative creation, design, ownership, and dissemination of campaign materials.

Contractor shall collaborate with OHA to ensure brand and campaign materials meet SFO brand standards and align with applicable ODHS and OHA Writing Style Guide directives when necessary. Contractor shall support OHA campaign approval processes as requested.

Task 3 Deliverables:

• Media market analyses

• Media placement plans with media buy details and budget

• Placement affidavits from media outlets

• Additional reports upon request

Task 3 Due Dates:

Task 4 - Research & Evaluation

Contractor shall, as requested by OHA, conduct appropriate formative audience research and testing to prepare and maintain current, relevant, and effective campaign messages and materials, including tailored research for specific populations.

Contractor shall provide reports on key performance indicators, as agreed upon within the workplan, to demonstrate the success of any strategic communications, community engagement, or training and technical assistance plan. This task may include, but is not limited to, measurements such as social media impressions, website page views, campaign conversion rates, ad recall surveys, partner surveys, or other metrics. The timing and frequency of required reports will be determined through Contract negotiations between the parties. Contractor shall participate in all campaign evaluations conducted by OHA staff or external evaluation

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Contractor shall provide detailed ad tracking for all digital advertising, as available, to provide the analytics necessary to optimize advertising campaigns. Contractor shall also provide comprehensive mid-campaign and end-of-campaign reports and analysis to evaluate advertisement and media channel effectiveness and performance. Contractor shall provide, upon request by OHA, an annual report that highlights meaningful activities and findings from the previous year and makes recommendations for improvements to the brand or social marketing campaigns.

Contractor shall provide technical assistance to OHA in support of survey research evaluation pertaining to campaign reach and effectiveness.

Throughout the Contract term, Contractor shall maintain current knowledge of and actively research best practices in social marketing nationally and in Oregon, including but not limited to tobacco prevention and cessation; and maintain the ability to apply social marketing best practices to develop creative media materials and social marketing strategies in support of each campaign.

Task 4 Deliverables:

• Research outcomes and recommendations

• Post campaign analysis including media bonus reports and campaign analytics

• Additional reports upon request

Task 4 Due Dates:

Task 5 – Social Media

Contractor shall maintain social media presence for Smokefree Oregon and its Culturally Specific Sub-brands. Contractor shall consult with OHA, and others

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Task 5 Deliverables:

• Monthly Social Media Editorial Calendar

• Social Media Evaluation and Analytic Reports

Task 5 Due Dates:

Task 6 – Website

Contractor shall manage and update tobacco prevention and cessation website infrastructure for Smokefree Oregon and Culturally Specific sub-brands.

Contractor shall maintain web platforms that support training and technical assistance for grantees and other partners, including the Smokefree Oregon Partners Portal.

Task 6 Deliverables:

As outlined in the OHA-approved Annual Contract Work Plan

Task 6 Due Dates:

As outlined in the OHA-approved Annual Contract Work Plan

Task 7 - Training and Technical Assistance Services

Contractor shall develop and implement a strategic plan for communications training and technical assistance for community partners which effectively meets their stated needs and communicates prioritizes information for the communities they serve. The strategy may include work with specific organizations or larger groups with allied interests and goals. Contractor or Contractor’s approved subcontractor shall provide communications and public relations training and technical assistance to OHA and HPCDP grantees and partners, including county programs, tribal programs, CBOs, Regional Health Equity Coalitions, CCOs, and other partners or grantees as requested to OHA. Additionally, Contractor shall assist OHA in maintaining relationships with Oregon’s Coordinated Care Organizations (CCOs), health care providers, Quitline vendor, and social service

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Contractor shall, upon OHA request and approval, collaborate with other firms, share best practices, participate in training and technical assistance opportunities, and participate in working groups or communities of practice with the intent of strengthening the public health communications and social marketing field in Oregon or nationally. Contractor will not be expected to share proprietary information with other firms.

Task 7 Deliverables:

Task 7 Due Dates:

Task 8 - Other Communications Services

Upon written request by OHA, and consistent with the OHA-approved Annual Contract Work Plan, Contractor shall provide additional communication services, including but not limited to:

• Strategic communications for Tobacco Retail Licensure Program

• Development of TRL retailer educational materials and talking points

• Public relations and earned media support

• Additional materials as needed

Task 8 Deliverables:

• Public relations plans

• Outreach materials

• Press releases

• Educational materials

• Other Materials as requested

Task 8 Due Dates:

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4. Specifications or Performance Standards.

4.1 Contractor’s work shall always reflect and serve the mission, goals and objectives of OHA described in Section 1. Background and Purpose.

4.2 OHA requires that the Contractor, and all of subcontractors of Contractor, meet the highest standards prevalent in the industry or business most closely involved in providing the appropriate goods or services.

4.3 Contractor and all of Contractor’s subcontractors are prohibited from using any funds paid through the Contract for any direct contact with, or lobbying of, state legislators, state officials, or their staff for purposes of influencing any legislative policies or funding decisions.

When directed by OHA, Contractor may use these funds to provide information to legislators and legislative committees regarding campaign activities.

4.4 Contractor shall obtain and maintain for OHA all materials, including licenses, administrative rights, and historical documents related to commercial tobacco prevention and cessation communications activities. Contractor shall, upon OHA request, assure seamless handover of materials to any potential new contractor in the future.

4.5 Contractor shall require and ensure that all of Contractor’s subcontractors shall perform all work in a timely and effective manner in accordance with the terms and conditions of the Contract. OHA may communicate directly with any subcontractor about work being performed for OHA.

4.6 Contractor shall produce all materials in compliance with ADA requirements and following the ODHS and OHA Writing Style Guide to the extent possible. All materials should align with professional graphic design standards and formats.

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4.7 Contractor shall be readily available during normal Monday through Friday business hours of 8:00am to 5:00pm Pacific Time, excluding State of Oregon holidays, by email, telephone, or video throughout the calendar year and the term of this Contract to address the needs of OHA, HPCDP, grantees and partners, and other OHA contractors.

Contractor shall also be available upon OHA request for on-call services or work outside of business hours for crisis management, response, or other unforeseen urgent circumstances.

4.8 Contactor’s Key Persons shall maintain the qualifications and experience required to complete the Work throughout the term of this Contract. Should Contractor request approval for an additional or replacement Key Person, OHA will have the right to review the qualifications of and approve or disapprove the proposed Key Person.

The new Key Person must meet or exceed the qualifications of the Key Person being replaced.

5. Deliverable Processing Protocol

5.1 Within seven (7) days of receipt of each deliverable required from Contractor, OHA will evaluate the deliverable to determine whether it is consistent with the applicable Deliverable Acceptance Criteria and other the requirements of the Statement of Work.

5.2 Following completion of OHA’s review of each deliverable, and within seven (7) days after receipt of each deliverable, OHA will notify Contractor whether OHA accepts the deliverable based on standard and requirements referenced in Section 5.1.

5.3 If OHA determines that a deliverable does not meet the applicable Deliverable Acceptance Criteria, OHA will notify Contractor within seven (7) days of the specific deficiencies, initiate meetings with Contractor to discuss how the deficiencies can be resolved and provide Contractor an opportunity and schedule for resolving the deficiencies.

5.4 OHA may request the process described in Sections 5.1 through

5.3 be repeated if necessary to ensure the deliverables submitted are acceptable to OHA.

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Part 2

Payment and Invoicing

Note: The following provisions will be negotiated with the highest ranked Proposer(s) pursuant to RFP Section 5.4 Contract Negotiation.

1. Payment Provisions.

a. Contractor Invoice.

(1) Contractor shall send all invoices to OHA’s Contract Administrator at the address specified on page 1, or to any other address as OHA may indicate in writing to Contractor.

Contractor's claims to OHA for overdue payments on invoices are subject to ORS 293.462.

(2) Each invoice shall be signed by an authorized representative of Contractor and contain the following information:

• Contract number ######;

• Contractor’s name, address, email and contact information;

• Contractor’s Tax ID# / EIN;

• Date of invoice;

• Period of time covered by the invoice (invoice period);

• An itemized description of Contract services performed and deliverables completed by Contractor during the invoice period, and the amounts charged for each of the itemized services, in a format prescribed by OHA, including an explanation of all expenses for which Contractor requests payment, consistent with the payment rates and other provisions specified in this Exhibit A, Part 2 and the approved Budget included in the applicable OHA-approved Annual Contract Work Plan.1

• The total amount charged to OHA for Contract services performed and deliverables completed by Contractor during the invoice period.

1 See 3.1 Task 3.1 Annual Contract Work Plan of Exhibit A, Part 1 Statement of Work.

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(i) Additional invoice requirements:

• If the Contractor requests payment for approved subcontractors who performed Contract services, Contractor’s invoice must attach itemized invoices from each subcontractor, to support all such payment requests.

• OHA reserves the right to require Contractor to submit written documentation in support of its invoices. OHA will inform Contractor which invoiced items, if any, require such documentation as a condition of payment.

• Any Invoice item OHA questions shall be severed from the invoice and shall not be paid until the question is resolved to OHA’s satisfaction. The remaining balance of the invoice shall be paid in accordance with the terms of this Contract.

• Invoices submitted must be in accordance with those items found within Attachment #1, which details those costs that have been approved for all Contract services.

• Contractor shall not submit invoices for, and OHA will not pay, any amount in excess of the maximum compensation amount set forth in Contract Section 3 Consideration.

b. Payments

As consideration for the services provided by Contractor during the period specified in Section 1., Effective Date and Duration, of this Contract, and following OHA’s acceptance of deliverables completed by Contractor pursuant to the process Section 5 Deliverable Processing Protocol of Exhibit A, Part 1, Statement of Work, OHA will pay Contractor for Completed Work that has been accepted by OHA as follows, in accordance with the Budget in the applicable OHA-approved Annual Contract Work Plan.

i. OHA shall pay Contractor for actual expenses incurred by Contractor for performance of the Work required by the Statement of Work consistent with the budget in the applicable OHA-approved Annual Contract Work Plan, including budget line items for advertising, production services, web hosting, ######-0 / JFG Page 24 of 56 OHA PSK (reviewed by DOJ 1/3/2019) Updated: 7/8/2026 production insurance, personnel, outside expenses, travel, subcontracted services, and media resource fees.

ii. Personnel Hourly Rates. OHA will pay Contractor for completed Work performed by Contractor’s personnel at the rates set forth in the following Hourly-based Work Rate Structure for the first 31 months of this Contract. Contractor and OHA may negotiate an increase in the hourly rates to meet current market conditions. Any increase in the hourly rates must be in the form of a written amendment to this Contract agreed to by both parties.

Key Positions Hourly Rate

iii. Travel. OHA shall reimburse Contractor for in-state travel expenses necessary for completing Work under this Contract, consistent with the rates set forth in the Oregon Accounting Manual,2 subject to the requirement that Contractor must obtain prior written approval of the OHA Contract Administrator of the rate and total expense before incurring the expense.

iv. Production Expenses. OHA shall reimburse Contractor for production expenses, such as deliveries, postage, media purchases, costs for talent rights, honorarium, research incentives, and printing, at Contractor’s net cost. For any single production expense over $250, Contractor shall obtain prior written approval from the OHA Contract Administrator for the expenditure to be reimbursed. All reimbursement requests for production expenses shall include back-up documentation of the Contractor’s expenditures.

2 See https://www.oregon.gov/das/Financial/Acctng/Documents/40.10.00.pdf https://www.oregon.gov/das/Financial/Acctng/Documents/40.10.00.pdf

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v. Subcontractor Billing. OHA shall reimburse Contractor for invoices from approved subcontractors. Contractor may add up to a 5% markup to the approved subcontractor’s invoiced amount for administration of the subcontractor relationship.

Reimbursement requests shall appear as one line item on the Contractor’s monthly invoice. The original subcontractor’s invoice, broken down by hour and geographic location of the training and technical assistance if applicable, shall be available for OHA’s review upon request.

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Part 3 Special Provisions

1. Confidentiality of Information.

a. Client Information.

(1) All information as to personal facts and circumstances obtained by the Contractor on the client (“Client Information”) shall be treated as privileged communications, shall be held confidential, and shall not be divulged without the written consent of the client, his or her guardian, or the responsible parent when the client is a minor child, or except as required by other terms of this Contract. Nothing prohibits the disclosure of information in summaries, statistical, or other forms which does not identify particular individuals.

(2) The use or disclosure of Client Information shall be limited to persons directly connected with the administration of this Contract. Confidentiality policies shall be applied to all requests from outside sources.

(3) If Contractor, or any of its officers, directors, employees, agents, or subcontractors receives or has access to confidential Social Security Administration (SSA), or Federal Tax Information (FTI records in the performance of Work under this Contract, Contractor shall comply, and ensure that all of Contractor’s officers, directors, employees, agents and subcontractors comply, with the following provisions:

(a) With respect to SSA records:

i. Provide a current list of employees and employees of any agent or subcontractor with access to SSA records;

ii. Adhere to the same security requirements as employees of OHA;

iii. Abide by all relevant Federal laws, restrictions on access, use, disclosure, and the security requirements contained within OHA’s agreement with SSA;

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iv. Provide its employees and agents the same security awareness training as OHA’s employees;

and

v. Include the provisions of this Section 1.a.(3)(a) in any subcontract.

(b) With respect to Federal Tax Information (FTI), as defined in IRS Publication 1075:

i. Contractor and its officers, directors and employees with access to, or who use FTI provided by OHA, must meet the background check requirements defined in IRS Publication 1075;

ii. Any FTI made available to Contractor shall be used only for the purpose of carrying out the provisions of this Contract. Contractor shall treat all information contained in FTI as confidential and that information shall not be divulged or made known in any manner to any person except as may be necessary in the performance of this Contract.

Inspection by or disclosure to anyone other than an officer or employee of the Contractor is prohibited;

iii. Contractor shall account for all FTI upon receipt and shall properly store all FTI before, during, and after processing. In addition, all FTI related output and products will be given the same level of protection as required for the source material;

iv. No work involving FTI furnished under this Contract will be subcontracted without prior written approval of the IRS;

v. Maintain a list of employees who are authorized access to FTI. Such list will be provided to OHA and, upon request, to the IRS reviewing office; and

vi. Include the provisions of this Section 1.a.(3)(b) in any subcontract.

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(c) Failure to abide by any of the requirements in this subsection could result in criminal or civil penalties and result in termination of this Contract.

(d) Contractor may be subjected to periodic and ongoing security reviews to ensure compliance with the requirements of Section 1.a.(3).

(4) Except as prohibited by Section 1.a.(3) above, OHA, Contractor and any subcontractor will share information as necessary to effectively serve OHA clients.

b. Non-Client Information.

(1) Each Party acknowledges that it and any of its officers, directors, employees and agents may, in the course of performing its responsibilities under this Contract, be exposed to or acquire information that is confidential to the other Party.

To the extent permitted by law, any and all information of any form provided to a Party or its officers, directors, employees and agents in the performance of the Contract that reasonably could at the time of its disclosure be understood to be confidential shall be deemed to be confidential information of the originating Party (“Confidential Non-Client Information”).

(2) Confidential Non-Client Information shall be deemed not to include information that:

(a) Is or becomes (other than by disclosure by the…