S-44300-00006904 5686-0 Post Final~3.pdf

DHS SHARED SERVICES

Office of Contracts and Procurement

500 Summer Street, E03 Salem, OR 97301

Voice: 971-372-9892

FAX: 503-378-4324

SERVICES

REQUEST FOR QUOTE # REQUEST FOR QUOTE #S-44300-00006904

--- This Is Not an Order ---

SOLICITATION INFORMATION

Description: Multistack Water Cooled Chillers and Boilers Maintenance and Service– Junction City

Return to: Victoria Crosby, Procurement and Contract Specialist DHS Shared Services, Office of Contracts and Procurement 500 Summer Street, E03 Salem, OR 97301 Phone: 971-372-9892 E-Mail: Victoria.A.Crosby@odhsoha.oregon.gov

Due date/time: May 26, 2023; 3:00 PM, Pacific Time Responses received after this date and time will not be considered for award.

Date product or service requested: June 1, 2023

DELIVERY LOCATION

Agency: Oregon Health Authority

Attention: Joseph Pickering

Division/Office: Oregon State Hospital – Junction City

Address: 29398 Recovery Way

City, State, Zip: Junction City, OR 97448

VENDOR INFORMATION

Business Name:

Federal ID No:

Contact Name:

Address:

City, State, Zip:

Phone:

Fax:

Email:

QUOTE REQUIREMENTS

1. This Request for Quote (RFQ) is issued under the authority of ORS 413.033 for non-client services.

2. Attachment 1) within this RFQ is to establish exact compatibility with the listed specifications for each Multistack Water Cooled Chiller and equipment for the use at Oregon State Hospital (OSH) – Junction City. AGENCY SHALL DETERMINE, IN ITS SOLE DISCRETION, WHETHER A PRODUCT OFFERED IS “EQUAL”. When the designation is “or equal” or “equivalent” Agency shall make its decision after Bid Closing.

3. Agency reserves the right to amend this RFQ and to delete any item from award consideration.

4. Agency reserves the right to purchase additional products or services up to the State of Oregon Intermediate Procurement Threshold or up to five (5) additional years, whichever comes first. The bid price(s) or price increases will not exceed the Consumer Price Index (CPI) changes for Portland, Oregon Metro Area during the life of the contract. See:

http://data.bls.gov/PDQ/servlet/SurveyOutputServlet?data_tool=dropmap&series_id=CUURA425SA0,CUUSA425S A0.

5. Agency intends to award one Purchase Order to the Bidder whose quote will best serve the interests of the Agency and whose Bid is deemed both responsive and responsible. Bidders must agree to the State of Oregon terms and conditions (Attachment 2), Exhibit A and Exhibit B Parts 1 & 2, as a condition to submitting a quote for this RFQ.

6. All prices quoted shall be FOB Destination with all freight, shipping, and all handling charges included in the quoted price.

7. All pricing must be held firm for 60 days.

8. Bidders shall provide proof of insurance listed in Exhibit A, Insurance Requirements.

9. Bidders must return the following:

a. Vendor Information, page 1;

b. Bidders quote sheet, page 3;

c. Exhibit A – Insurance, page 9

d. Exhibit B – Part 2 – Confidentiality, page 11

Failure to do so may result in rejection of the quote and Bidder may be deemed non-responsive.

http://data.bls.gov/PDQ/servlet/SurveyOutputServlet?data_tool=dropmap&series_id=CUURA425SA0,CUUSA425SA0 http://data.bls.gov/PDQ/servlet/SurveyOutputServlet?data_tool=dropmap&series_id=CUURA425SA0,CUUSA425SA0

QUOTE SHEET

Bidders must list the description(s), the quantity, the price per unit, and the subtotal.

The total bid amounts for each item selected for award by Agency will be added together to arrive at the total bid amount for each bidder.

Description Brand/Model Price/Month Quantity Total

1. Multistack Water Cooled Chiller MS-70X

MS-70X Maintenance & Service

Annual $ 2 $

Quarterly $ 6 $

2. Multistack Water Cooled Chiller MS-VME

MS-VME Maintenance & Service

Annual $ 2 $

Quarterly $ 6 $

3. Boiler-Backup HW BMK3000

BMK3000 Maintenance & Service

Annual $ 2 $

4. Boiler-Domestic HW N/A

Boiler-Domestic HW Maintenance & Service

Annual $ 2 $

5. Solar System Glycol-side NS4361183

Solar System Glycol-side

Annual $ 2 $

This Quote Sheet must be signed, dated, and returned. All Offerors must accept all of the State of Oregon Terms and Conditions that are attached to this Request for Quotes.

I have read and agree to all Terms and Conditions attached hereto.

Signature of person authorized to represent the Vendor Date

ATTACHMENT 1

Maintenance & Service of Multistack Water Cooled Chillers, and Boilers

Oregon State Hospital – Junction City

Background: Oregon State Hospital (OSH) – Junction City (JC) located at 29398 Recover Way, Junction City, OR 97448, is seeking to include annual and quarterly maintenance for the following equipment. Bidder shall be factory trained and certified by Multistack to maintain the equipment. Bidder shall provide a two (2) year Annual Maintenance and Inspection Service Plan for the following equipment listed below.

Specifications:

a. MS-70X Multistack Modules Annual/Quarterly Maintenance and Inspection Service.

Equipment Type

Model Serial Number(s)

Multistack Water MS‐70X AC‐12‐107;

Cooled Chiller AC‐12‐108;

AC‐12‐109;

AC‐12‐110;

AC‐12‐111;

AC‐12‐112

b. MS-VME Multistack Modules Annual/Quarterly Maintenance and Inspection Service.

Equipment

Type

Model Serial

Number(s)

Multistack Water MS‐VME AC‐12‐113;

Cooled Chiller AC‐12‐114;

AC‐12‐115;

AC‐12‐116;

AC‐12‐117

c. Hot Water Boiler Annual Maintenance Inspection Service.

Equipment

Type

Model Asset

Tag

Boiler‐Backup HW BMK3000 B‐1

Boiler‐Domestic

HW

N/A B‐2

d. Solar System Glycol-side Annual Service.

Equipment Type

Model Serial Number(s)

Solar System N/A NS4361183

Glycol-side

Scope of Maintenance and Service Agreement:

Goods.

a. Bidder shall provide factory trained and certified by Multistack Maintenance and Services for the above equipment, to OSH – Junction City. (See above in Attachment 1 – Specifications, for full specifications)

Services.

a. Bidder must conduct the following during Annual Maintenance and Inspection Service on MS-70x and MS-VME Multistack Water Cooled Chiller equipment:

(1) Report in with OSH representative;

(2) Review OSH logs with OSH representative for operational problems and trends;

(3) Inspect for leaks with leak detector;

(4) Check all safeties;

(5) Check pressure readings on the operation suction and discharge line;

(6) Check all electrical components, to include but not limited to contactors, fuses, relays and control panel;

(7) Remove bus bar covers and inspect;

(8) Check for tight connections on all electrical components;

(9) Superheat, pressure gages, oil levels, master control condition and sensor accuracy shall be checked;

(10) Individually check each compressor for amperage, oil pressure, and refrigerant pressure;

(11) Verify programing on master controller;

(12) Perform software upgrades on controls as needed or recommended by manufacturer; and

(13) Record and report abnormal conditions, deficiencies and measurements taken during inspection to OSH representative.

b. Bidder must conduct the following during Quarterly Maintenance and Inspection Service on MS-70X Multistack Water Cooled Chiller equipment:

(1) Report in with OSH representative;

(2) Review OSH logs with OSH representative for operational problems and trends;

(3) Visually inspect for leaks;

(4) Check all safeties;

(5) Check pressure readings on the operation suction and discharge line;

(6) Check all electrical components, to include but not limited to contactors, fuses, relays and control panel;

(7) Check for tight connections on all electrical components;

(8) Superheat, pressure gages, oil levels, master control condition and sensor accuracy shall be checked;

(9) Individually check each compressor for amperage, oil pressure, and refrigerant pressure;

(10) Verify programing on master controller; and

(11) Record and report abnormal conditions, deficiencies and measurements taken during inspection to OSH representative.

c. Bidder must conduct the following during Quarterly Maintenance and Inspection Service on MS-VME Multistack Water Cooled Chiller equipment:

(1) Report in with OHS representative;

(2) Review OSH logs with OSH representative for operational problems and trends;

(3) Verify proper smooth operation of each valve during various operating conditions.

Verify proper control of each valve during various operating conditions; and

(4) Record and report abnormal conditions, deficiencies and measurements taken during inspection to OSH representative.

d. Bidder must conduct the following during Annual Maintenance and Inspection Service on Domestic HW and Backup Heating HW Boiler equipment:

(1) Perform combustion air analysis;

(2) Replace flame rod and igniters as needed;

(3) Start up and verify proper unit operation for each boiler; and

(4) Record and report inspection testing results and work completed.

Note: OSH will provide Bidder with flame rod and igniters or other replacement parts that may be required at time of service.

e. Bidder must conduct the following during Annual Maintenance and Inspection Service on Solar Panel System:

(1) Verify Solar Panel System operation:

(2) Check operation of relief water pumps.

(3) Check glycol levels and concentration against design levels.

(4) Add OSH supplied glycol, as needed, from OSH owned transfer pump and materials.

ATTACHMENT 2

STATE OF OREGON – SERVICES TERMS AND CONDITIONS

1. ACCEPTANCE OF DELIVERED SERVICES: If Agency rejects the Services, then Agency shall give Contractor a written notice of the reasons for the rejection and the method for curing, if any.

2. PAYMENT: (a) Contractor shall send invoices to Agency at Agency’s address, including details and at a frequency as agreed upon with Agency.

Contractor’s invoice shall include at a minimum: the Contract number; Services performed, Service dates, what was delivered, the rates (as applicable), the total amount due, and the payment address. (b) Agency shall pay Contractor, in accordance with the Compensation and Payment Methodology, for Services delivered under this Contract and accepted by Agency. Contractor shall look solely to Agency for payment. Contractor shall not be compensated by anyone else. (c) Contractor agrees that Agency’s payment is contingent on Agency receiving enough funding and other expenditure authority to allow the payment. (d) Contractor’s claims to Agency for overdue payments on invoices are subject to ORS 293.462.

3. INSURANCE: Contractor shall obtain and maintain the following insurance coverage:

• Workers’ Compensation: Contractor shall comply with ORS 656.017 and provide workers’ compensation coverage for subject workers, unless exempt under ORS 656.126(2). Contractor shall ensure that its Subcontractors, if any, comply with these requirements.

• Commercial General Liability: Contractor shall provide and maintain insurance covering bodily injury and property damage, written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. The policy(ies) must name the State of Oregon as additional insured.

4. TERMINATION: The parties may terminate this Contract at any time by mutual written consent. Agency may terminate this Contract for its convenience upon written notice to Contractor. Agency or Contractor may terminate this Contract immediately or at a later designated date upon written notice to the other party, if the other party is in breach. Contractor shall stop performance under this Contract as directed by Agency in any written notice of termination delivered to Contractor.

5. RECOVERY OF OVERPAYMENTS: IF BILLINGS UNDER THIS CONTRACT, OR UNDER ANY OTHER CONTRACT BETWEEN CONTRACTOR

AND AGENCY, RESULT IN PAYMENTS TO CONTRACTOR TO WHICH CONTRACTOR IS NOT ENTITLED, AGENCY, AFTER GIVING

WRITTEN NOTIFICATION TO CONTRACTOR, MAY WITHHOLD SUCH AMOUNTS FROM PAYMENTS DUE TO CONTRACTOR.

6. INDEMNIFICATION: CONTRACTOR SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND (SUBJECT TO ORS CHAPTER 180) THE STATE

OF OREGON AND ITS AGENCIES, AND THEIR DIVISIONS, OFFICERS, EMPLOYEES, AGENTS AND MEMBERS, FROM ALL CLAIMS, SUITS

OR ACTIONS OF ANY NATURE ARISING OUT OF OR RELATED TO THE ACTIVITIES OF CONTRACTOR, OR ITS OFFICERS, SUBCONTRACTORS, AGENTS OR EMPLOYEES UNDER THISCONTRACT.

7. GOVERNING LAW, JURISDICTION, AND VENUE: This Contract is governed by Oregon law, without regard to principles of conflicts of law. Any claim, action, suit, or proceeding between the State of Oregon and the Contractor that relates to this Contract (“Claim”) shall be heard exclusively in the

Circuit Court of Marion County for the State of Oregon. If the Claim must be brought in a federal forum, then it shall be heard exclusively in the US District Court for the District of Oregon. In no way will this Section or any other provision of this Contract be construed as a waiver by the State of Oregon of any form of defense, sovereign immunity, governmental immunity, immunity based on the Eleventh Amendment to the US Constitution, or other immunity, from any

Claim or from the jurisdiction of any court. Contractor consents to the in personam jurisdiction of these courts.

8. FORCE MAJEURE: No party is responsible for delay or default caused by an event beyond its reasonable control. The Agency may terminate this Contract without Contractor liability upon written notice after determining the delay or default reasonably prevents performance of this Contract.

9. SUBCONTRACTS; ASSIGNMENT; SUCCESSORS: Contractor shall not assign, transfer, or subcontract rights or responsibilities under this Contract in whole or in part, without the prior written approval of the Agency. This Contract’s provisions are binding upon and inure to the benefit of the parties to the

Contract and their respective successors and assigns.

10. ACCESS TO RECORDS: Contractor shall maintain all accounting records relating to this Contract according to GAAP. Contractor shall retain its accounting records and any other records relating to Contractor’s performance (“Records”) for six (6) years from termination or as otherwise required.

Contractor shall grant the State of Oregon and its agencies, the Secretary of State Audits Division, the federal government, and their duly authorized representatives’ access to the Records, including reviewing, auditing, copying, and making transcripts.

11. COMPLIANCE WITH APPLICABLE LAWS AND STANDARDS: Contractor shall comply with all federal, state and local laws, regulations, executive orders, and ordinances applicable to the Contract or to the performance of the Services, as such laws, regulations, executive orders, and ordinances may be adopted, amended, or repealed from time to time. These laws, regulations, executive orders and ordinances are incorporated by reference herein to the extent that they are applicable to this Contract and required by law to be so incorporated. Agency’s performance under this Contract is conditioned upon Contractor's compliance with the provisions of ORS 279B.220, 279B.225, 279B.230, 279B.235 and 279B.270, which are incorporated by reference herein. Contractor shall, to the maximum extent economically feasible in the performance of this Contract, use recycled paper (as defined in ORS 279A.010(1)(gg)), recycled PETE products (as defined in ORS 279A.010(1)(hh)), and other recycled products (as "recycled product" is defined in ORS 279A.010(1)(ii)).

12. OWNERSHIP OF WORK PRODUCT: Every invention, discovery, work of authorship and other tangible or intangible item that Contractor is required to deliver to Agency under this Contract (collectively, “Work Product”) shall be the exclusive property of Agency. Agency and Contractor agree that all Work

Product is “work made for hire” of which Agency is the author within the meaning of the United States Copyright Act. If for any reason any Work Product is not “work made for hire,” Contractor hereby irrevocably assigns to Agency any and all of its rights, title, and interest in all such Work Product, whether arising from copyright, patent, trademark, trade secret, or any other state or federal intellectual property law or doctrine. Upon Agency's reasonable request, Contractor shall acquire such further rights and execute such further documents and instruments as are necessary to fully vest such rights in Agency.

Contractor forever waives any and all rights relating to the Work Product , including without limitation, any and all rights arising under 17 U.S.C. §106A or any other rights of identification of authorship or rights of approval, restriction or limitation on use or subsequent modifications.

13. AMENDMENTS; WAIVER: All amendments to this Contract must be in writing, signed by the both parties. The Agency’s failure to enforce any provision of this Contract is not a waiver or relinquishment by the Agency of its rights to such performance in the future or to enforce any other provisions.

14. SEVERABILITY: If a court of competent jurisdiction declares any provision of this Contract to be illegal or in conflict with law, the parties intend that the validity of the remaining terms and provisions not be affected, and that the rights and obligations of the parties be construed and enforced as if the Contract did not contain the particular terms of provision held to be invalid.

15. AWARD TO FOREIGN CONTRACTOR: If Contractor is not registered to do business or has no office in the State of Oregon, Contractor shall promptly provide to the Oregon Department of Revenue and the Secretary of State Corporation Division all information required by those agencies relative to this

Contract. The Agency may withhold final payment under this Contract until Contractor has met this requirement.

16. INDEPENDENT CONTRACTOR: Contractor is not an officer, employee, or agent of the State of Oregon as those terms are used in ORS 30.265 or otherwise. If Contractor is currently performing work for the State of Oregon or the federal government, Contractor by performance of this Contract, represents and warrants that Contractor’s Services to be performed under this Contract create no potential or actual conflict of interest as defined by ORS Chapter 244 and that no statutes, rules or regulations of the State of Oregon or federal agency for which Contractor currently performs work would prohibit Contractor’s performance under this

Contract. If compensation under this Contract is to be charged against federal funds, Contractor certifies that it is not currently employed by the federal government.

Contractor is responsible for all federal and state taxes applicable to compensation paid to Contractor under this Contract, and unless Contractor is subject to backup withholding, Agency will not withhold from such compensation any amounts to cover Contractor’s federal or state tax obligations. Contractor is not eligible for any social security, unemployment insurance or worker’s compensation benefits from compensation paid to Contractor under this Contract, except as a self-employed individual. Contractor shall perform all Services as an independent contractor. Agency reserves the right (i) to determine and modify the delivery schedule for the Services and (ii) to evaluate the quality of the Services and any Work Product, but Agency may not and will not control the means or manner of Contractor’s performance.

Contractor is responsible for determining the appropriate means and manner of performing the Services. Contractor is an independent contractor as defined in ORS 670.600.

17. BREACH: (a) Contractor breaches this Contract if Contractor: (i) ceases doing business on a regular basis, including but not limited to ceasing to do business on a regular basis as a result of insolvency, receivership, bankruptcy proceedings, or an assignment for the benefit of creditors; (ii) no longer holds a required license or certificateforContractor’sperformance; or(iii)commitsanymaterialbreach underthisContract,and Contractorfailsto cureany such breach as Agency may specify in thenoticeofbreach.(b) Agencybreachesthis Contract if Agency:(i) fails to payContractoranyamount owedunder this Contract; or (ii) commitsany materialbreach underthisContract, and Agencyfails to cureanysuch breach asContractormayspecifyin thenoticeofbreach.

18. AGENCY REMEDIES: If Contractor is in breach under Section 17(a), Agency may, at its option, pursue any or all of the remedies available to it under this Contract and at law or in equity, including, but not limited to: (a) termination of this Contract under Section 4, (b) reducing or withholding payment for Services or

Work Product that Contractor has failed to deliver within any scheduled completion dates or has performed inadequately or defectively, (c) requiring Contractor to perform, at Contractor’s expense, additional work necessary to perform the Statement of Work or meet performance standards, (d) suspending Contractor’s performance of the Services, (e) initiation of an action or proceeding for damages, specific performance, or declaratory or injunctive relief, or (f) exercise of its right of recovery of overpayments under Section 5 of this Contract or set-off, or both. These remedies are cumulative to the extent the remedies are not inconsistent, and Agency may pursue any remedy or remedies singly, collectively, successively or in any order whatsoever.

19. CONTRACTOR REMEDIES: (a) If Agency is in breach under Section 17(b), and whetheror not Contractor elects to exercise its right to terminate the Contract under Section3, Contractor's sole monetary remedy shall be (i) with respect to Services compensable at a stated rate, a claim for unpaid invoices, time worked within anylimits set forthin this Contractbutnotyet invoiced, authorizedexpensesincurred and interest within the limits permitted under ORS293.462, and (ii) with respect todeliverable-based Services, a claimforthesumdesignated forcompletingthedeliverable multiplied bythepercentageof workcompleted andaccepted by Agency, less previous amountspaid andanyclaim(s)that Agencyhas against Contractor.

20. INTENDEDBENEFICIARIES:StateandContractoraretheonlypartiesto thisContractand theonlypartiesentitled to enforcetheContract.

21. INFORMATION PRIVACY/SECURITY/ACCESS: Ifthe Services performed under this Contract require Contractor or, when allowed, its subcontractor(s), to have access to or use of any Agency computer system or other Agency Information Asset or Network and Information System for which Agency imposes security requirements, and Agency grants Contractor or its subcontractor(s) access to such Agency Information Assetsor

Network and Information Systems, Contractor shall comply, and require all subcontractor(s) to which Agency has granted such access to comply, with OAR

407-014-0300 through OAR 407-014-0320, as such rules may be revised from time to time. Forpurposes of this section, “Information Asset” and “Network and Information System” have the meaning set forth in OAR407-014- 0305, as such rule may be revised from time to time.

22. MERGER CLAUSE/COUNTERPARTS: This Contract constitutes the entire agreementbetween the parties on the subject matter hereof. There are no understandings, agreements, or representation, oral or written, not specified herein, regarding this Contract. Any amendments to this Contract may be executed in severalcounterparts, allof which when takentogether shallconstituteone agreementbinding on all parties, notwithstandingthat allpartiesarenot signatoriesto the samecounterpart. Each copyofan amendmentsoexecuted shallconstitutean original.

23. FUNDS AVAILABLE ANDAUTHORIZED: Contractorshallnot becompensated for Services performed under this Contractbyanyotheragency of the Stateof Oregon or thefederal government. Agencycertifiesthat ithassufficient fundscurrently authorized for expenditureto financethecosts ofthisContract within Agency's current biennial appropriation or limitation. Contractor understands and agrees that Agency'spayment for Services performed is contingent on Agency receiving appropriations,limitations, allotmentsand otherexpenditureauthoritysufficienttoallow Agency,in the exerciseofits reasonableadministrativediscretion, tocontinue to makepaymentsunderthisContract.

24. REPRESENTATIONS AND WARRANTIES: Contractor represents and warrants to Agency that: (a) Contractor has the power and authority to enter into and perform this Contract, (b) this is a valid and binding obligation of Contractor enforceable in accordance with its terms, (c) Contractor has the skill and knowledge possessed by well-informed members of its industry, trade or profession and Contractor will apply that skill and knowledge with care and diligence to perform the Services in a professional mannerand in accordance with the highest standards prevalent in Contractor's industry, trade or profession

(d) Contractor shall, at all times duringthetermofthisContract,bequalified,professionallycompetent, anddulylicensed toperformthe Services, and

(e) Contractorprepared itsproposal related tothis Contract, if any,independentlyfromall otherproposers, and withoutcollusion, fraud, or other dishonesty. The warranties set forthinthissection arein addition to,and not in lieu of, anyother warrantiesprovided.

25. NOTICES: Except as otherwiseexpresslyprovided in this Contract, anynotices tobegiven hereunder shallbe given in writing bypersonaldelivery, facsimile, ormailing the same, postageprepaid toContractor or Agencyat theaddress ornumber set forth in this Contract, orto such other addressesor numbers as eitherparty may indicate pursuant to this section. Any notice so addressed and mailedby regular mail shall be deemed received and effective five days after the date of mailing.

Any notice deliveredby facsimile shall be deemed received and effective on the day the transmitting machine generates a receipt of the successful transmission, if transmission was during normal business hours of the recipient, or on the next business day if transmission wasoutside normal business hours of the recipient. Notwithstanding the foregoing, to be effective against the other party, any notice transmitted by facsimile must be confirmed by telephone notice to the other party at numberset forth in this Contract. Anycommunication ornotice givenbypersonaldeliveryshall be deemed effectivewhen actuallydelivered to theaddressee.

26. TIME IS OFTHEESSENCE:Contractor agreesthattimeisoftheessencein Contractor’sperformanceofthe ServicesunderthisContract.

27. LIMITATION OF LIABILITIES: THE STATE OF OREGON SHALL NOT BE LIABLEFOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL,OR RELIANCE DAMAGES OF ANY KIND OR NATURE WHATSOEVER (INCLUDING, BUT NOT LIMITED TO ANY LOST

PROFITS, LOST REVENUES, LOSTSAVINGS, LOST DATA, OR HARM TO BUSINESS), REGARDLESSOF THE FORSEEABILITY THEREOF, ARISING OUT OF OR RELATED TO THIS CONTRACT. CONTRACTOR HEREBY RELEASES THE STATE OF OREGON AND ITS AGENCIES AND THEIR DIVISIONS, OFFICERS, EMPLOYEES, AGENTS AND MEMBERS FROM ANY SUCH CLAIMS.

S-44300-00006904/vc Page 9 of 11 Request for Quotation

EXHIBIT A

INSURANCE REQUIREMENTS

Required Insurance: Contractor shall obtain at Contractor’s expense the insurance specified in this Exhibit A prior to performing under this Contract and shall maintain it in full force and at its own expense throughout the duration of this Contract and all warranty periods. Contractor shall obtain the following insurance from insurance companies or entities that are authorized to transact the business of insurance and issue coverage in the State of Oregon and that are acceptable to Agency.

1. Professional Liability:

Required Not required

2. Commercial General Liability:

Required Not required

Commercial General Liability Insurance covering bodily injury, death and property damage in a form and with coverages that are satisfactory to the State. This insurance shall include personal injury liability, products and completed operations. Coverage shall be written on an occurrence basis. Contractor shall provide proof of insurance of not less than the following amount:

$1,000,000.00 per occurrence limit for any claim and $2,000,000.00 in the aggregate

3. Automobile Liability Insurance:

Required Not required

4. Additional Insured. The Commercial General Liability insurance and Automobile Liability insurance required under this Contract shall include the State of Oregon, its officers, employees and agents as Additional Insureds but only with respect to Contractor's activities to be performed under this Contract.

Coverage shall be primary and non-contributory with any other insurance and self-insurance. Contractor shall provide proof of insurance of not less than the following amount:

$500,000.00 combined in a single limit of not less than

5. Notice of Cancellation or Change. There shall be no cancellation, material change, potential exhaustion of aggregate limits or non-renewal of insurance coverage(s) without 60 days’ written notice from this Contractor or its insurer(s). Any failure to comply with the reporting provisions of this clause shall constitute a material breach of Contract and shall be grounds for immediate termination of this Contract.

6. Proof of Insurance. Contractor shall provide Agency with Certificates of Insurance for all required insurance before performing any Services. The Certificates must identify the State of Oregon and its officers, employees and agents as Additional Insureds, as required. Contractor shall pay for all deductibles, self-insured retention and self-insurance, if any

7. Tail Coverage. If any of the required liability insurance is on a “claims made” basis, Contractor shall maintain either “tail” coverage or continuous “claims made” liability coverage, provided the effective date of the continuous “claims made” coverage is on or before the effective date of this Contract, for a minimum of 24 months following the later of: (i) Contractor’s completion and Agency’s acceptance of all Services required under this Contract, or, (ii) the expiration of all warranty periods provided under this Contract.

Notwithstanding the foregoing 24-month requirement, if Contractor elects to maintain “tail” coverage and if the maximum time period “tail” coverage reasonably available in the marketplace is less than the 24-month period described above, then Contractor shall maintain “tail” coverage for the maximum time period that “tail” coverage is reasonably available in the marketplace for the coverage required under this Contract.

Contractor shall provide to Agency, upon Agency’s request, certification of the coverage required under this Exhibit A.

S-44300-00006904/vc Page 10 of 11

EXHIBIT B

PART 1

OREGON STATE HOSPITAL SUPPLEMENTAL GENERAL PROVISIONS

Contractors providing services under this contract must abide by Policies and Procedures, OARs and complete required forms:

1. DHS-060-010 Background Checks Policy at http://www.dhs.state.or.us/policy/admin/hr/060_010.pdf

2. Oregon Administrative Rule –Oregon Health Authority - Division 7 – Criminal History Checks - 943-007- 0000 through 943-007-0500 at:

http://arcweb.sos.state.or.us/pages/rules/oars_900/oar_943/943_007.html

3. Oregon State Hospital Policies and Procedures, Part 3, 5, 8, 9, 10, 11 and 12 may be located at:

https://inside.dhsoha.state.or.us/asd/ocp/about-ocp/ocap-article-list/2865-oregon-state-hospital.html

4. Privacy and Information Security Policies

Ctrl + click on the policy title to access the following:

a. General Privacy

b. Individual Privacy: Permissible and Prohibited Use and Disclosure of Information

c. Accessing Individual Records

d. Recording and Accounting for Disclosures of Individual Information

e. Individual Privacy: Restricting Access to Individual Information

f. Amending Individual Records

g. Individual Privacy: Alternate Communications

h. Using the Minimum Necessary Standard for individual Information

i. Administrative, Technical, and Physical Safeguards

j. Release & Waivers for Use and Disclosure for Research Purposes

k. De-identification of Client Information and Use of Limited Data Sets

l. Enforcement, Sanctions, and Penalties for Violations of Individual Privacy

m. OHA Business Associate Relationships

n. Report and Response to Privacy and Security Incidents

5. Oregon State Hospital Confidentiality Agreement OSH Stock #75059 attached hereto as Exhibit B, Part 2.

http://www.dhs.state.or.us/policy/admin/hr/060_010.pdf http://arcweb.sos.state.or.us/pages/rules/oars_900/oar_943/943_007.html https://inside.dhsoha.state.or.us/asd/ocp/about-ocp/ocap-article-list/2865-oregon-state-hospital.html https://apps.state.or.us/Forms/Served/OHA100-001.pdf https://apps.state.or.us/Forms/Served/OHA100-002.pdf https://apps.state.or.us/Forms/Served/OHA100-003.pdf https://apps.state.or.us/Forms/Served/OHA100-004.pdf https://apps.state.or.us/Forms/Served/OHA100-005.pdf https://apps.state.or.us/Forms/Served/OHA100-006.pdf https://apps.state.or.us/Forms/Served/OHA100-007.pdf https://apps.state.or.us/Forms/Served/OHA100-008.pdf https://apps.state.or.us/Forms/Served/OHA100-009.pdf https://apps.state.or.us/Forms/Served/OHA100-010.pdf https://apps.state.or.us/Forms/Served/OHA100-011.pdf https://apps.state.or.us/Forms/Served/OHA100-012.pdf https://apps.state.or.us/Forms/Served/OHA100-013.pdf https://apps.state.or.us/Forms/Served/OHA100-014.pdf

S-44300-00006904/vc Page 11 of 11

EXHIBIT B

PART 2

OREGON STATE HOSPITAL CONFIDENTIALITY AGREEMENT

I understand that Oregon State Hospital has a legal and ethical responsibility to safeguard the privacy of all patients and to protect the confidentiality of their health information. Additionally, Oregon State Hospital must assure the confidentiality of its human resources, payroll, fiscal, research, computer systems, and management information (collectively “Confidential Information”).

In the course of my employment/assignment at Oregon State Hospital, I realize that I may come into possession of Confidential Information.

I further understand that I must sign and comply with this agreement in order to get authorization for access to any of Oregon State Hospital’s Confidential Information.

1. I will not disclose or discuss any Confidential Information with others, including friends or family, who do not need to know it. In addition, I understand that my personal user code, user ID(s), and password(s) used to access computer systems are also an integral aspect of this confidential information.

2. I will not access or view confidential Information, or utilize equipment, other than what is required to do my job.

3. I will not discuss Confidential Information where others can overhear the conversation (for example, in hallways, on elevators, at restaurants, etc.). It is not acceptable to discuss Confidential Information in public areas, even if the patient’s name is not used. Such a discussion may raise doubts among patients and visitors about our respect for their privacy.

4. I will not make inquiries about Confidential Information for other personnel who do not have proper authorization to access such Confidential Information.

5. I will not knowingly inform another person of my computer password or knowingly use another person’s computer password unless authorized to do so in writing.

6. I will not make any unauthorized transmissions, inquires, modifications, or purging of Confidential Information in Oregon State Hospital’s computer system. Such unauthorized transmissions include, but are not limited to removing and/or transferring Confidential Information from Oregon State Hospital’s computer system to unauthorized locations (for instance, home).

7. I will log off any computer terminal prior to leaving it unattended.

8. I will comply with any security or privacy policy promulgated by Oregon State Hospital to protect the security and privacy of Confidential Information.

9. I will immediately report to my supervisor any activities, by any person, including myself, that is a violation of this Agreement or of any Oregon State Hospital information security or privacy policy.

10. Upon termination of my employment, I will immediately return any documents or other media containing Confidential Information to Oregon State Hospital.

11. I agree that my obligations under the Agreement will continue after the termination of my employment.

12. I understand that violation of this agreement may result in disciplinary action, up to and including termination of employment and/or suspension in accordance with Oregon State Hospital’s Confidentiality and Security of Patient Information Policy as well as legal liability.

13. I further understand that all computer access is subject to audit.

By signing this document I understand and agree to the following: I have read the above agreement and agree to comply with all its terms.

Signature of employee/contractor/student/volunteer: __________________________________________

Print name: ________________________________Date: ___