Trade Services Quote Number 25-02 FIRE SUPPRESSION final.pdf

Trade Services Quote Number: 25-02 FIRE SUPPRESSION

RFQ Page 1 of 29 Rev. 8/2/25 tms

Tualatin Valley Fire & Rescue

11945 SW 70th Avenue, Tigard, OR 97223 Phone: 503-259-1157, Fax: 503-649-5347

INVITATION TO QUOTE

Issue Date: August 12, 2025, PT

Quote Due Date: August 28, 2025, @ 4:00 PM PT

The purpose of this invitation to quote is to obtain competitive quotes from licensed and qualified contractors interested in providing contract pricing for inspection, testing, and maintenance of fire sprinkler systems and equipment at various District facilities.

1. Contractors will submit their Quote pursuant to the instructions of this document.

CONTRACTORS ARE SOLELY RESPONSIBLE FOR ENSURING THAT TVF&R RECEIVES ITS

QUOTE. LATE QUOTES WILL NOT BE ACCEPTED.

2. Attachments

ATTACHMENT A: Scope of Work ATTACHMENT B: Contractor Certification ATTACHMENT C: Contractor References and Qualifications ATTACHMENT D: Quote Form ATTACHMENT E: Sample Contract

3. Schedule of Events:

Date* Description August 12, 2025 Release RFQ August 25, 2025 Deadline for Questions August 28, 2025 Quotes Due by 4:00 PM September 10, 2025 Award Contract October 1, 2025 Contract Start Date

*These dates may be changed at the discretion of TVFR, Changes to the voluntary job walk date, due date for questions or due date for quote submittal will be made by written addendum.

Quotes Due:

Not later than date listed above Late quotes will not be accepted or considered.

Submit quotes to: BidLocker https://bidlocker.us/a/tvfr Direct Questions to: Trisha Schultz Trisha.Schultz@tvfr.com

RFQ Page 2 of 29

4. Scope:

a. TVF&R is seeking a qualified contractor to perform routine, non-routine, and emergency inspections, testing, and maintenance of the District’s fire sprinkler systems and fire extinguisher equipment. All provided services must adhere to applicable standards established by the National Fire Protection Association (NFPA) and referenced, incorporated, and adopted under the Oregon Fire Code. Additionally, all work must fully comply with any other applicable laws and regulations of the State of Oregon.

5. QUOTE REVIEW. Contractors must carefully review this document and are responsible for knowing and understanding the terms, conditions, and specifications.

a. MISTAKES. To protect the integrity of the competitive Procurement process and to assure fair treatment of Bidders, TVF&R reserves the option to consider whether to permit waiver, correction or withdrawal of a Quote for certain mistakes.

b. FORMS REQUIRED TO BE SUBMITTED WITH QUOTE:

i. Attachment B: Contractor Certification – Complete all spaces.

ii. Attachment C: Contractor References & Qualifications – Complete all spaces

iii. Attachment D: Quote Form – Complete all spaces.

6. CONTRACT. The purpose of the Quote is to establish a Trade Service Contract between the selected

Contractor and TVF&R to provide the required goods and/or services specified. A sample contract is enclosed, and its terms and conditions are incorporated by reference.

a. The Term of Contract is anticipated to be $150,000, up to three (3) years, comprised as an initial one (1) year provisional term with the option to continue through year three (3) of the contract.

b. The contract start is anticipated to be October 1, 2025, with contracted activities to begin immediately.

7. TIME FOR ACCEPTANCE/CONTINGENT OFFER.

c. Offer and acceptance. The submitted quote is an offer to enter into a contract. The offer shall be held open by the contractor for TVF&R’s acceptance for a period of sixty (60) calendar days, unless extended in writing. TVF&R's award of a contract constitutes acceptance of the offer.

d. Contingent offer. A contractor shall not make its offer contingent upon TVF&R’s acceptance of any terms and conditions (including specifications) other than those contained in this Quote.

5. QUOTE EVALUATION.

a. Vendor Responsibility. Before awarding a contract, TVF&R shall determine that the Bidder is responsible. To aid TVF&R in the responsibility determination, the Bidder shall complete and submit Attachments B, C, D.

b. Evaluation. TVF&R will evaluate all responsive Quotes based on the submittals enclosed. TVF&R may determine minimum acceptability criteria, such as cost, experience, expertise, product functionality, suitability for a particular purpose and Vendor responsibility.

a. Clarification of Quotes. After quotes are received TVF&R may conduct discussions with any contractor for the purpose of clarification to assure full understanding of their quote.

6. AWARD.

a. TVF&R shall award a contract to the contractor whose quote will best serve the interests for TVF&R, taking into account price as well as considerations including, but not limited to experience, expertise, product functionality, suitability for a particular purpose and contractor responsibility under ORS 279B.110 and the submittal information.

b. Award in part or in whole is contingent upon available funding. In the event adequate funds are not appropriated and TVF&R allocated reserves the right to cancel any Quotation at no penalty.

c. TVF&R may Award by item, groups of items or the entire Bid provided such Award is consistent with the Quotation Document and in the public interest.

d. Multiple Items. This Quote may call for pricing of multiple items of similar or related type with Award based on individual line item, group total of certain items, a "market basket" of items representative of TVF&R's expected purchases, or grand total of all items.

RFQ Page 3 of 29

e. TVF&R may award a Contract for parts of the Quotation for which acceptable Bids have been received.

f. TVF&R may award this Bid to a Bidder if the evaluation shows an “all or none” Award to be the lowest cost or best overall value to TVF&R.

7. CONSTRACTORS RESPONSIBILITIES.

a. General.

i. The selected Contractor shall furnish and assume full responsibility for everything required for the orderly progress and proper execution and completion of the work required under the resulting contract, including the necessary materials, equipment, labor, transportation, facilities, and incidentals.

ii. The selected Contractor shall not have any public or private interest and shall not acquire directly or indirectly any such interest which conflicts in any manner with the performance under the resulting contract.

iii. The selected Contractor shall employ only persons duly licensed by the State of Oregon to perform the work required under this Contract for which applicable Oregon Law requires a license.

RFQ Page 4 of 29

ATTACHMENT A: SCOPE OF WORK

25-02 Fire Suppression Codes and Standards (Currently adopted NFPA/Oregon Fire Code):

If the Contractor becomes aware of any conflict between a code, standard, or recognized practice and any other code or standard, the Contractor must immediately notify the Facilities Manager and provide details of the conflict, including any efforts made to resolve it.

Routine Services:

The contractor shall provide annual inspection and testing of sprinkler equipment, and fire panels at the following locations unless otherwise indicated.

The suppression systems are at the following facilities located within the Tualatin Valley Fire District:

Building Name Building Location Equipment Station 17 31370 NW Commercial St.

North Plains, OR 97133 Silent Knight/5820XL-Not Sprinkled

Station 19 15200 SW Midway Road Hillsboro, OR 97123

Silent Knight/5820 XL-Not Sprinkled

Station 20* 414 E 2nd Street Newberg, OR 97132

FCI/7100-100% Sprinkled/17 devices-wet pipe system

Station 21 3100 Middlebrook Drive Newberg, OR 97132

Silent Knight/5104B- 100%/16 devices/wet pipe system

Station 33 15440 SW Oregon Street Sherwood, OR 97140

Simplex Grinnell/4005- 100%/17 Devices/wet pipe system

Station 34 19365 SW 90th Court Tualatin, OR 97062

Silent Knight/5700- 100%/16 devices/wet pipe system

Station 35* 17135 SW Pacific Hwy.

Tigard, OR 97224

Silent Knight/5808- Not Sprinkled

Station 39 7080 SW. McEwan Road Lake Oswego, OR 97035

Honeywell/6808- 100%/19 devices/wet pipe system

Station 50 12617 SW Walnut Street Tigard, OR 97223

Silent Knight/5808- 100%/28 devices/wet pipe/pre action system

Station 51 8935 SW Burnham Street Tigard, OR 97223

Silent Knight/5700- 100%/20 devices/wet pipe system/antifreeze

Station 52 29875 SW Kinsman Road Wilsonville, OR 97070

Silent Knight/5700- 100%/19 devices/wet pipe system

Station 53 8480 SW Scholls Ferry Road Beaverton, OR 97008

Silent Knight/5700- 100%/26 devices/Wet pipe/dry pipe system

Station 54 8995 SW Miley Road, Ste 105 Wilsonville, OR 97070

Extinguishers Only

Station 55 20790 Hidden Springs Road West Linn, OR 97068

Silent Knight/5808- 100%/28 devices/wet pipe/dry pipe system

Station 56/SOC 8445 SW Elligsen Road Wilsonville, OR 97070

Silent Knight/5808- 100% 29 devices/wet pipe/pre action system

South Shop (Located behind Station

56/SOC)

8455 SW Elligsen Road Wilsonville, OR 97070

No Fire Alarm-100% Sprinkled/13 devices/wet pipe system

RFQ Page 5 of 29

Station 57 24242 SW Mountain Road, West Linn, OR 97068

Silent Knight/IFP-100- 100% 12 devices/wet pipe system

Station 58 6050 Failing Street West Linn, OR 97068

Silent Knight/5700- 100%/18 devices/wet pipe/antifreeze system

Station 59 1860 Willamette Falls Drive, West Linn, OR 9706

Silent Knight/5700- 100%/13 devices/wet pipe system

Station 60 8585 NW Johnson Street, Portland, OR 97229

Silent knight/5104- 100%/15 devices/wet pipe system

Station 61 13730 SW Butner Road, Beaverton, OR 97005

Simplex Grinel/4005- 100%/13 devices/wet pipe system

Station 62** 3608 SW 209th Avenue, Aloha , OR 97078

No fire panel/ CO Detectors/Smokes- 100%/13 devices/wet pipe system, hood system

Station 64 3355 NW 185th Avenue, Portland, OR 97229

Silent Knight/5808- 100%/19 devices/wet pipe system

Station 65 3425 SW 103rd Avenue, Beaverton, OR 97005

Silent Knight/5808- 100%/15 devices/wet pipe system

Station 66 13900 SW Brockman Street, Beaverton, OR 97008

Silent Knight/5808- 100%/30 devices/wet/dry system

Station 67 13810 SW Farmington Road, Beaverton, OR 97005

SimplexGrinnell/4005- 100%/18 devices/wet system/dry system

Station 68 13545 NW Evergreen Street, Portland, OR 97229

Silent Knight/5808 100%15 devices/wet pipe system

Station 69 9940 SW 175th Avenue, Aloha, OR 97007

Silent Knight/5808- 100%/18 devices/wet pipe system

Station 70 8299 SW Beaverton Hillsdale Hwy, Portland, OR 97225

Silent Knight/5700- 100%/17 devices/wet pipe system

Station 72 House/Bay 11646 NW Skyline Blvd, Portland, OR 97231

Silent Knight/5800- 100%/26 devices/wet pipe/fire pump

CBOC**

System remodel October 2025

11945 SW 70th Avenue, Tigard, OR 97223

Silent Knight/5820XL- 100%/28 devices/wet pipe system

Logistics Service Center 9991 SW Avery St., Tualatin, OR 97062

Silent Knight/6820 100%/26 devices wet pipe/dry pipe/nitrogen

Training Center** 12400 SW Tonquin Road, Sherwood, OR 97140

Silent Knight/SK5208- 100%/19 devices/dry system, hood system

*all systems are an estimated count **Scheduled for construction/remodel/rebuild

RFQ Page 6 of 29

Extinguisher Count The selected vendor will be responsible only for hydrostatic testing and recharging fire extinguishers as needed.

Note: Annual inspections and routine maintenance are not included in the scope of this contract and will be handled separately by the District.

**Estimated count of extinguishers throughout the building and apparatus If during the course of providing services, the contractor identifies system or equipment deficiencies they shall notify TVFR of the deficiency and or recommend /needed repairs.

Non-Routine and Emergency Services:

Contractor shall provide TVFR with authorized non-routine inspections (including 5-year inspections), testing, maintenance (including kitchen hood cleanings), and emergency testing and maintenance services for all fire sprinkler systems and equipment and kitchen hood systems as requested by TVFR at the hourly rates provided plus parts. Emergency callback services shall be provided within four (4) hours of request.

Hours and Frequency of Service:

All inspections, testing, and maintenance will be performed between the business hours of 7:00 a.m. and 4:30 p.m. Monday through Friday, excluding holidays.

If any equipment malfunction occurs after a related routine or non-routine service, Contractor shall provide call back service at no additional charge.

If TVFR authorized callback services are required after a related routine or non-routine service, outside regular routine hours, the Contractor will absorb the hours worked at regular hourly rates and will be reimbursed by the TVFR for the difference between the regular hourly rate and the overtime or double time hourly rates provided.

Call back services shall be provided within twenty-four (24) hours of request

Written Reports:

A written report, utilizing an electronic reporting system, preferably using Building Reports software and shall be provided for each inspection and test at each location. Reports are due to the Facilities Manager for TVFR within five (5) working days of test/service

Extinguisher Type Estimated count throughout the District

2.5-Gal Water Can 90

1A-10B:C (2/12 ) 20

2A-40-BC/3A-40-BC (5lb) 180

4A-80-BC/4A-60BC/10 lb. ABC 125

15 lb. Carbon Dioxide-(By Weight) 125

10A-120-BC/20A-120-BC 20lb. 125

RFQ Page 7 of 29

Attachment B: Contractor Certification

Legal Name of Contractor: ____________________________________________________

Mailing Address:

The Contractor certifies and agrees:

The prices in this Quote have been arrived at independently, without, for the purpose of restricting competition, any consultation, communication, or agreement with any other Quoter relating to the intention to submit a Quote, or the methods or factors used to calculate the prices.

The Contractor has read and understands the Contractors Responsibilities and the Trade Services Contract including the insurance requirements (identified in Sample Contract).

The Contractor has, or has available, the equipment, personnel, materials, equipment, facilities, and equipment as well as the technical and financial ability necessary to complete and execute all Work in a sound and suitable manner for the use specified and intended.

The Contractor agrees to execute the formal Contract within ten (10) days from date of notice of award.

The Contractor acknowledges that the signer on this Quote is fully authorized to sign on behalf of the firm listed and to fully bind the firm listed to all conditions and provisions thereof.

The Contractor will comply with all requirements of local, state, and national laws, and that no legal requirement has been or will be violated in making or accepting this Quote.

The Contractor is registered with the Construction Contractors Board: License Number_____________________.

The Contractor certifies that it has not discriminated and will not discriminate, in violation of ORS 279A.110, against any minority, women or emerging small business enterprise in obtaining any required subcontract.

The Contractor agrees to comply with Oregon tax laws in accordance with ORS 305.385.

Respectfully submitted this _______ day of____________________, 2025.

Signature: __________________________________

Name: _________________________________

(print)

Title: __________________________________ Phone:

_________________________________Fax:____________________________

Employer Identification Number: __________________________________________

Construction Contractors Board: License Number_____________________.

ATTACHMENT C: CONTRACTOR REFERENCES and QUALIFICATIONS

Name of Contractor: ____________________________________________________

The information provided in this form is part of TVF&R’s inquiry concerning Contractor responsibility.

Please print clearly or type. Submit completed form with your response.

DECLARATION: The Contractor hereby declares that the statements contained herein are true and correct.

Background of Company Number of Years in Service:

Describe current or past contracts with government agencies:

List licensing and certifications:

Describe Experience providing and annual fire sprinkler systems inspections, testing and maintenance for commercial property:

Describe a typical service call, including standard call response process and timelines, Expected costs and expenses, Call-out charges, Call-back costs and related expenses:

Number of Employees for the entire Company:

Number of Staff who support Invoicing and Accounting:

Number of Staff who provide fire sprinkler systems inspecting, testing and maintenance:

Describe experience, qualifications, or certifications of key field personnel:

Describe Company’s Approach to:

Scheduling Routine Maintenance:

Response to Call Backs

Response to invoicing and accounting issues

KEY PERSONNEL

ITEM Principal Individual Assigned Project Manager

Name Title/Position

Years in Industry

SURETY INFORMATION

Company Name

Contact Name

Telephone ( )

Indicate the amount of bonding coverage for the Contractor*:

Has Contractors application for surety bond ever been declined?

NO

YES (If Yes, please provide details)

During the past 2 years, has Contractor failed to meet the claims of your subcontractors or suppliers?

NO

YES (If Yes, please provide details)

Complete for similar projects contractor has completed (or in progress) in the last five (5) years. Use additional pages if required

ITEM REFERENCES Project 1 Description of

Work:

Est Contract Amount

Client Name

Client Contact

Contact Telephone Or E-mail address

ITEM REFERENCES Project 2

Owners Name Owner Contact

Contact Telephone

ITEM REFERENCES Project 3

Owners Name

Owner Contact

Contact

ITEM REFERENCES Project 4

Owners Name

Owner Contact

Contact

RELIABILITY

Has your company ever been declared in breach of any contract for unperformed or defective work?

No Yes (If Yes, please provide details)

Has any employee or agent of your company ever been convicted of a criminal offense arising out of obtaining, attempting to obtain, or performing a public or private contract or subcontract?

Has any Officer or Partner of your organization ever been an Officer or Partner of another Organization that failed to complete a construction contract? Has any Officer or Partner of your organization ever been an Officer or Partner of another Organization that failed to complete a construction contract?

Has your firm ever been at any time in the last ten years the debtor in a bankruptcy case?

EQUIPMENT

Provide a list of pertinent equipment available for the work. Indicate equipment that will need to be purchased or rented to accommodate work under this contract.

ATTACHMENT D: QUOTE FORM

Legal Name of Contractor: ____________________________________________________

Please provide pricing for the following items:

Annual fire and life safety inspections including Fire alarm, fire sprinklers, hood systems at each location (as applicable)- Locations may be modified, changed or subtracted as needed.

LIST FEES FOR Annual Fire and Life Safety Inspections for EACH STATION

STATION # FEE QUOTE STATION # FEE QUOTE

Station 17 Station 19 Station 20* Station 21 Station 33 Station 34 Station 35* Station 39 Station 50 Station 51 Station 52 Station 53 Station 56 Station 55 Station 58 Station 57 Station 60 Station 59 Station 62* Station 61 Station 65 Station 64 Station 67 Station 66 Station 69 Station 68 Station 72 CBOC** Training Center* Logistics Service

Center

South Shop Garage

Fee Structure for 5-year inspections

LIST FEES FOR 5-year Fire Station Inspections for EACH STATION

STATION # FEE QUOTE STATION # FEE QUOTE

Station 17 Station 19 Station 20* Station 21 Station 33 Station 34 Station 35* Station 39 Station 50 Station 51 Station 52 Station 53 Station 56 Station 55 Station 58 Station 57 Station 60 Station 59 Station 62* Station 61 Station 65 Station 64 Station 67 Station 66 Station 69 Station 68 Station 72 CBOC** Training Center* Logistics Service

Center

South Shop Garage

List Fees for Recharging and Hydro Pricing for Fire Extinguishers Description of Service Price

2.5 Recharge

5lb Recharge 10lb Recharge 15lb Recharge 20lb Recharge 5-year Hydro Test/fill 5lb C02 5-year Hydro Test/fill 10lb C02 5-Year Hydro Test/fill 15lb C02 5-Year Hydro Test/fill 20lb C02 6-year Internal Servicing Dry Chem/fill 2.5lb ABC 6-year Internal Servicing Dry Chem/fill 5lb ABC 6-year Internal Servicing Dry Chem/fill 10lb ABC 6-year Internal Servicing Dry Chem/fill 20lb ABC 12- Year Hydro Test & Refill Dry Chem 2.5lb

ABC

12-year Hydro Test & Refill Dry Chem 5lb ABC 12-year Hydro Test & Refill Dry Chem 10lb ABC 12-year Hydro Test & Refill Dry Chem 20lb ABC Disposal Fee Hose Strap O-Ring ABC Dry Chemical (pr pound) Ansul Cyl/Shell Test

LIST FEES FOR NEW EXTINGUISHER PRICING

Description Price 2.5# ABC with Vehicle Bracket 5# ABC with wall hanger 10# ABC with wall hanger 20# ABC with wall hanger 2.5-gallon class K Wet Chemical 6-liter class K wet chemical

2.5 # C02 non-magnetic 2.5# C02 5# C02 10# C02 15# C02 20# C02 13# Fast Flow ABC 30# Fast Flow ABC 20# Fast Flow ABC

2.5 Water Extinguisher

2.5 Gallon Water mist

2.5 Gallon Water mist CHEMICAL (2 in a

box)

6-liter Water mist Non-Magnetic

*Location scheduled for remodel or rebuild ** System upgrade

Non-Routine and Emergency Rates Provide rates in the chart below for authorized non-routine and emergency inspections and repairs, testing, maintenance (including kitchen hood cleanings) and authorized emergency services at various locations throughout the TVFR District. Please indicate the service type or product is per hour, a flat fee or other pricing schedule:

Job/Service Type/Product Item

Regular Rate (Per Hour, Flat or Other)

Over Time Rate (Per Hour, Flat, or Other)

Double Time Rate (Per Hour, Flat or Other)

Minimum Call Out Rate

Trip Charge*

Fuel Surcharge*

Service Labor*

Estimate*

Gauges

FDC Caps

Head Gauge

Escutcheon

Concealed Escutcheon

Sprinkler Head Replacement

Standard Hourly Rate- Emergency

Standard Hourly Rate- Non-Emergency

Material Markup Costs

*If Applicable *Please note any contract customer discounts, mark up on parts.

TVF&R will not accept additional fees or costs other than those listed above, unless approved in writing.

11945 SW 70th Ave., Tigard, OR 97223

503-649-8577

Trade Service Contract for Public Works

Contract #: [added by TVF&R]

This document sets forth the covenants, conditions and promises between Tualatin Valley Fire & Rescue (“TVF&R”) and __ (“Contractor”) to provide _ (“Services”); including the terms and conditions (Exhibit A), the Trade Service Quote (incorporated by reference), and the Contractor’s response to the Trade Service Quote (Exhibit B), collectively the “Contract”. All specifications, drawings, and data of the statement of work and any submitted by the Consultant are hereby incorporated and made a part of this Contract.

CONTRACT PERIOD. This Contract is effective upon the last signature date below and shall expire when the project is complete and accepted by the TVF&R Representative, unless terminated earlier or extended as allowed in Exhibit A. Contract termination or completion shall not extinguish or prejudice either party’s right to enforce this Contract with respect to any default by the other party that has not been cured.

CONSIDERATION. TVF&R shall pay the Contractor for the Services performed in a satisfactory manner as specified in Exhibit B /not to exceed ($___).

CERTIFICATION. In consideration of the mutual covenants, stipulations and agreements, the Parties hereto do contract and acknowledge that they have read and understand this contract and agree to be bound by its terms and conditions:

Contractor:

TVF&R:

11945 SW 70th Ave.

Tigard, OR 97223

Valerie Colgrove, Chief Financial Officer

Name/Title

Signature Signature

Date Date

Email TVF&R Representative @tvfr.com

Phone TVF&R Representative Email

503-259-

Employer Id Number TVF&R Representative Phone Any notice required or permitted by this Contract shall be in writing and shall be delivered to the parties listed above.

The Contractor shall not commence work or provide goods under this contract until this contract is signed by both parties.

ATTACHMENT E: SAMPLE CONTRACT

EXHBIT A: GENERAL TERMS AND CONDITIONS

1. ACCEPTANCE. This Contract is TVF&R’s agreement to purchase the Services. Issuance of this Contract is expressly conditioned upon the Contractors acceptance of these terms and conditions.

2. ASSIGNMENT. The Contractor may not assign this Contract, either in whole or in part, without TVF&R’s prior written consent.

3. AUTHORITY. The Contractor represents and warrants that it has the power and authority to enter into and perform the Contract and that the signer of this Contract has the authority to bind and obligate the Contractor.

4. CHANGES. TVF&R may change (amend) this Contract if TVF&R, in its sole discretion, determines that the amendment is within the scope of the original Contract. Amendments to this Contract must be in writing and must be signed by an authorized representative of the Consultant and TVF&R.

5. CLEAN UP. The Contractor shall keep the work area free from accumulation of waste materials rubbish caused by work operations under this contract. At completion of the work, the Contractor shall clean work area, remove all tools, equipment, waste/surplus and clean all surfaces. If Contractor fails to perform this cleanup TVF&R, after 24-hour notice to the Contractor, will self-perform (or hire a third Party) the cleanup. The cost of which shall be borne by the Contractor and TVF&R will deduct the amount due from monies owed the Contractor.

6. COMPLIANCE WITH LAWS.

a) The laws of the State of Oregon shall govern this contract. Any action or suit commenced in connection with this contract shall be in the Circuit Court of Washington County Oregon or the Federal District Court for Oregon. The prevailing Party shall be entitled to reasonable attorney fees and costs as awarded by the Court, including any appeal. All rights and remedies of TVF&R and Contractor shall be cumulative and may be exercised successively or concurrently.

b) The Contractor agrees to comply with all applicable federal, state and local laws, regulations, executive orders, rules and ordinances. Failure or neglect on the part of the Contractor to comply with any or all such laws, regulations, executive orders, rules and ordinances, shall not relieve the Contractor of these obligations nor of the requirements of this Contract. All laws, regulations, executive orders, rules and ordinances applicable to this Contract are incorporated by reference where so required by law.

c) Contractor, its subcontractors, if any, and all employers providing work, labor or materials under this contract are subject employers under the Oregon workers' compensation law and shall comply with ORS 656.017, which requires them to provide Oregon workers' compensation coverage that satisfies Oregon law for all their subject workers. Contractor shall be responsible for all federal or state taxes applicable to compensation or payments paid to Contractor under this contract. Contractor certifies that (i) it is not an employee of TVF&R; (ii) if Contractor is currently performing work for TVF&R or the federal government, Contractor's work to be performed under this contract creates no potential or actual conflict of interest as defined by ORS 244; and (iii) if this payment is to be charged against federal funds, it is not currently employed by the federal government.

d) If the Contractor fails to comply with the laws TVF&R shall have the right to terminate this contract.

7. CONTINUING OBLIGATION. Notwithstanding the expiration date or completion of this contract, the Contractor is obligated to fulfill his responsibilities until warranty, guarantee, maintenance, and parts availability requirements have completely expired.

8. CUTTING AND PATCHING. Contractor shall be responsible for coordinating all cutting, fitting, or patching of the work to make all parts come together properly and fit to receive or be received by work of other contractors, subcontractors, or TVF&R. Contractor shall be responsible for restoring all cut, fitted, or patched surfaces to an original condition; provided however, that if a different condition is specified in the contract Documents, then the Contractor shall be responsible for restoring such surfaces to the condition specified.

9. DAMAGE. The Contractor is responsible for damage to any property, TVF&R owned or otherwise, that is a result of Contractor or subcontractor negligence while work under this contract is in progress. The Contractor shall be responsible for repairing and replacing anything damaged by its operations, within thirty (30) days after notification by TVF&R. Should any of the work, and such goods, materials, equipment and furnishings, be destroyed, mutilated, defaced or otherwise damaged prior to the time the risk of loss has shifted to TVF&R, the Contractor shall repair or replace the same at no additional cost to TVF&R.

10. DELAYS IN DELIVERY/FORCE MAJEURE. Neither TVF&R nor Contractor shall be held responsible for delay or default caused by any contingency beyond their control, including, but not limited to war or insurrection, strikes or lockouts by the Parties’ own employees, walkouts by the Parties’ own employees, fires, natural calamities, riots or demands or requirements of governmental agencies other than TVF&R.

11. DISCRIMINATION. The Contractor shall comply with all Federal, State, and local laws, rules, ordinances, and regulations and shall not discriminate based on gender, or gender orientation, sexual orientation, age, race, creed, color, religion, marital status, familial status, mental or physical disability status, source of income, national origin or political affiliation in programs, activities, services, benefits, or employment. Contractor shall not discriminate against minority-owned, women-owned, or emerging small businesses.

12. DRUG STATEMENT. The use of drugs, alcohol, or any tobacco products is prohibited on TVF&R property.

13. ELECTRONIC EXCHANGE. The Parties agree either may conduct transactions, including any contract changes, by electronic means (via email or fax).

14. EXTENSION. TVF&R reserves the right to extend this Contract beyond any termination date upon agreement of the Parties, and only when the scope of the additional Services is substantially similar to the original scope.

TVF&R will provide written notice to the Consultant of its intent to extend this Contract within a reasonable time prior to the scheduled termination date.

15. FOB POINT. Delivery of all goods or services shall be priced FOB Destination to the Project Site(s).

16. IDENTIFICATION OF EMPLOYEES. Contractor shall ensure that its employees have identifying uniforms or other designation of identity (ID badge, hat, coat with company logo/name) while on TVF&R property.

17. INDEMNIFICATION. Subject to the conditions and limitations of the Oregon Constitution and Oregon Tort

Claims Act, ORS 30.260 through 30.300, and to the fullest extent permitted by law, the Contractor shall fully indemnify, defend and save and hold harmless TVF&R, its officers, board members, agents, employees, volunteers, affiliates, and all other persons acting on behalf of the indemnified party, from and against any and all claims, demands, suites, actions, damages, losses, costs and expenses, direct and indirect or consequential of any nature whatsoever, including reasonable attorneys’ fees, and any other costs of defense, settlement payments and court costs, and liability of personal injuries (including death), property loss, and all other legally cognizable harm caused by, arising from, in whole in part, or in connection with, any act or omission involving this Contract. The duty of defense shall arise immediately upon assertion of any claim that may be covered by this indemnification provision, and, to the fullest extent allowed by law, shall be independent of any duty of indemnification. Such limitation does not apply to the Consultant’s failure to comply with the RESPONSIBILITY FOR TAXES LAW COMPLIANCE AND WITHHOLDING paragraph herein.

18. INDEPENDENT CONTRACTOR. Services provided under this Contract are those of an independent contractor. Contractor is not an officer, employee or agent of TVF&R. Contractor represents and warrants that it is an independently established business which meets all the requirements of ORS 670.600(2)(a-d), and meets three or more of the requirements of ORS 670.600(3). Although TVF&R reserves the right (i) to determine (and modify) the delivery schedule for the work to be performed and (ii) to evaluate the quality of the completed performance, TVF&R cannot and will not control the means or manner of Contractor’s performance.

19. INSPECTION AND ACCEPTANCE.

a. All goods and services are subject to final inspection and acceptance after delivery at TVF&R.

b. TVF&R shall have ten (10) calendar Days from date of delivery of the entire order within which to inspect and accept or reject the goods and services.

c. At no additional cost, TVF&R shall have the right to require correction of services or replacement of goods discovered defective in workmanship, material or otherwise not in conformance with this Contract.

d. Failure: If Contractor fails to correct defects TVF&R shall have the right to carry out the work as stipulated in paragraph 32.

20. INSURANCE. Contractor shall purchase and maintain the following insurance:

a. WORKER'S COMPENSATION as required by law ORS 656.

b. EMPLOYER'S LIABILITY in the minimum amount of $500,000 when the Contractor has employees performing services under the contract.

c. COMPREHENSIVE AUTOMOBILE LIABILITY including owned, non-owned and hired vehicles:

$1,000,000 Combined Single Limit Bodily Injury and Property Damage any one occurrence and a minimum of $2,000,000 in the aggregate.

d. COMPREHENSIVE GENERAL LIABILITY to include premises/operations, independent providers, products/completed operations, and blanket contractual: $1,000,000 Combined Single Limit Bodily Injury, Property Damage, and personal injury any one occurrence and $2,000,000 in the aggregate.

e. TVF&R shall be included as an additional insured on the policies and shall be provided a copy of the blanket additional insured endorsement. Certificates shall be submitted to Tualatin Valley Fire & Rescue, Attn:

Finance, 11945 SW 70th Ave. Tigard, OR 97223 prior to the commencement of the Contract work. The Contractor agrees to pay for the insurance specified and agrees to provide TVF&R with a 30 days’ notice of cancellation if non-renewal occurs during the Contract period.

f. This insurance shall be considered as primary insurance and exclusive of any insurance carried by Tualatin Valley Fire & Rescue, and the insurance evidenced by the required certificates shall be exhausted first, notwithstanding the fact that Tualatin Valley Fire & Rescue may have other valid and collectible insurance covering the same risk.

21. INVOICING AND PAYMENT(S). Contractor shall issue invoice(s) for each work segment as mutually agreed upon or progress payment(s) as acceptable to TVF&R. Payment shall not be made prior to receipt of a valid invoice. Credit and discount periods will be computed from the date of receipt of the invoice to the date TVF&R’s check is mailed. Payment will be made within thirty (30) days after the acceptance of a proper invoice. TVF&R will not pay any additional charges unless specifically agreed to in writing.

Invoice(s)/application-for-payment shall be submitted to Tualatin Valley Fire & Rescue, Attn Accounts Payable, 11945 SW 70th Ave. Tigard, OR 97223 or via email AccountsPayable@tvfr.com. TVF&R WILL NOT

PAY ANY ADDITIONAL CHARGES INCLUDING SURCHARGES, STATE/LOCAL TAXES, INTEREST,

LATE CHARGES, OR EXTRA CHARGES FOR BOXING, PACKING, OR CARTAGE UNLESS

SPECIFICALLY AGREED TO IN WRITING BY TVF&R.

22. LICENSES AND PERMITS. Unless otherwise agreed in writing by TVF&R, without additional expense to TVF&R, the Contractor shall be responsible for maintaining any licenses and permits necessary for the performance of this Contract.

23. MANUFACTURE WARRANTIES. All materials provided unless otherwise specified shall be new.

Manufacture warranties received by the Contractor which are applicable to any material equipment, parts, property and services furnished by the Contractor under this contract shall survive acceptance and payment, and shall run to TVF&R, its successors and assigns, and shall not be deemed to be exclusive.

24. NOTICE. Any notice required or permitted by this Contract shall be in writing and shall be delivered to the

Parties.

25. ORDER OF PRECEDENCE. In the event of any inconsistent or incompatible contract provisions, Exhibit A shall take precedence over the terms of Exhibit B.

26. OTHER CONTRACTS. TVF&R may undertake or award other contracts for additional work, and the Contractor shall fully cooperate with such other Contractors and TVF&R's employees and carefully fit its own work to such additional work as may be contracted for by TVF&R provided such other work does not unduly interfere with Contractor’s work. The Contractor shall strive to avoid any act which will interfere with the performance of work by any other Contractor or by TVF&R employees.

27. PERFORMANCE STANDARD.

a. The Contractor shall furnish and assume full responsibility for everything required for the orderly progress and proper execution and completion of the assigned work including, but not limited to, materials, equipment, labor including subcontractor, transportation, equipment, machinery, tools, facilities and incidentals.

b. The Contractor shall perform at the highest standards prevalent and in a workmanlike manner consistent with industry practices.

c. Contractor and its employees shall act in a professional manner, shall enforce proper discipline and decorum while performing the Services and shall control, among other reasonable things: a) noise, including music;

b) the use of offensive language; c) smoking or drinking of alcoholic beverages, or use of illegal substances;

d) physical violence; e) riding in the passenger elevators; f) thievery; and/or g) the transportation of materials deemed hazardous.

d. Contractor shall, at all times during the term of this Contract, provide qualified, and professionally competent workers, who shall be duly licensed, if required, to perform under this Contract.

28. PERMITS, LICENSE AND FEES. The Contractor shall employ only persons duly licensed by the State of

Oregon to perform the Services required under this Contract for which applicable Oregon Law requires a license. Without additional expense to TVF&R, the Contractor shall be responsible for maintaining any necessary licenses and obtaining building permit(s) and securing all inspections necessary for proper execution and completion of the Services that are customarily secured.

29. PROTECTION OF PERSONS AND PROPERTY. The Contractor shall be responsible for all aspects of safety and safety precautions and programs in connection with the work. TVF&R shall have no responsibility for the loss, theft, mysterious disappearance of or damage to equipment, tools, materials, supplies, and other personal property of the Contractor or its employees, subcontractors or agents stored on TVF&R premises.

30. PUBLIC CONTRACTS This Contract includes, and the Consultant, by entering into this Contract, certifies to abide by, the following terms and conditions prescribed by Oregon Revised Statutes as applicable: a. ORS 279B.220, Conditions concerning payment, contributions, liens, withholding; b. ORS 279B.225, Conditions concerning salvaging, recycling, composting or mulching yard waste material; c. ORS 279B.230, Conditions concerning payment for medical care and providing workers’ compensation; d. ORS 279B.325, Conditions concerning hours of labor; e. ORS 279B240 Exclusion of recycled oils prohibited.

31. PUBLICITY. The Contractor shall not advertise, market, or use other promotional efforts, data, pictures, or other representations of TVF&R except on prior written authorization by the TVF&R representative.

32. RIGHT TO CARRY OUT THE WORK. If the Contractor defaults or persistently fails or neglects to carry out the work or portions of the work in accordance with the Contract, or fails to perform a provision of the contract, TVF&R, after 10 days' written notice to the Contractor and without prejudice to any other remedy TVF&R may have, may make good such deficiencies and may deduct the reasonable cost thereof, made necessary thereby, from the payment then or thereafter due the Contractor. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to TVF&R. The right of TVF&R to carry out the work shall not give rise to any duty on the part of TVF&R to exercise this right for the benefit of the Contractor or any other person or entity.

33. RIGHT TO STOP THE WORK. If the Contractor fails to correct work performed which is not in accordance with the requirements of the Contract, TVF&R may issue a written order to the Contractor to stop the Services, or any portion thereof, until the cause of such order is eliminated.

34. SAFETY/ CROWD CONTROL. The Contractor shall adhere to all OSHA safety rules while the performing the Services. The Contractor is responsible to ensure that its employees, TVF&R employees, and the public are not exposed to hazardous conditions during the work. The Contractor shall ensure that all containment equipment and exposure safeguards are installed and functioning properly at all times. Contractor shall provide, erect, and maintain all planking, shoring, barricades, and adequate warning signage.

35. SECURITY CHECK. For public safety, the Contractor shall perform background checks and screening of its employees, and to the extent allowed or required by law, shall provide such checks or screening results to TVF&R upon written request. TVF&R retains the option to require the immediate removal of any employee or agent that does not pass a background check or screening.

36. SEVERABILITY. If any provision of this contract is declared by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall be construed and enforced as if the contract did not contain the particular provision held to be invalid.

37. SUPERSEDING EFFECT. There are no covenants, promises, agreements, conditions or understandings between the Parties, either oral or written, other than those contained in this contract.

38. TAX LAW COMPLIANCE AND WITHHOLDING.

a. During the work of this Contract, the Contractor hereby certifies, represents and warrants that the Contractor has complied with, and shall continue to comply with, the tax laws of the state of Oregon or a political subdivision of this state; ORS 305.620 and ORS chapters 316, 317 and 318. Failure to comply is a default which may be cause to terminate this Contract and TVF&R or state officials may seek damages and other relief available under the applicable law.

b. Contractor shall be responsible for all federal or state taxes applicable to compensation paid to the Contractor under this Contract. TVF&R will not withhold from such compensation any amount(s) to cover Contractor’s federal or state tax obligations. The Contractor, and its employees, are not eligible for Social Security benefits, unemployment insurance or workers’ compensation benefits, Public Employees’ Retirement System benefits, or any other benefits provided by TVF&R to its employees from compensation paid to Contractor under this Contract.

c. TVF&R is tax exempt from paying Federal, State and Local taxes.

39. TERMINATION.

a. This contract shall terminate naturally on the date the work is accepted by TVF&R, unless extended as allowed.

b. Termination for Convenience.

i. This Contract may be terminated at any time by mutual written consent of the Parties.

ii. In the public’s best interest and for any reasonable reason, including breach, TVF&R may terminate this Contract in whole or in part upon 30 days’ notice to the Contractor. The right to cure any deficiency may be initiated by TVF&R to Contractor.

iii. If this contract is so terminated Contractor shall be paid in accordance with the terms of the contract for work rendered and accepted.

c. TVF&R’s Right to Terminate Services For Cause. TVF&R may terminate this Contract, in whole or in part, immediately upon notice to Contractor, or at such later date as TVF&R may establish in such notice, upon the occurrence of any of the following events:

i. TVF&R fails to receive funding, or appropriations, limitations or other expenditure authority at levels sufficient to pay for Contractor’s Services;

ii. Federal or state laws, regulations or guidelines are modified or interpreted in such a way that either the

Services under this Contract is prohibited or TVF&R is prohibited from paying for such Services from the planned funding source;

iii. Contractor no longer holds any license or certificate that is required to perform the Services; or

iv. Contractor commits any material breach or default of any covenant, warranty, obligation or agreement under this Contract, fails to perform the Services under this Contract within the time specified herein or any extension thereof, or so fails to pursue the Services as to endanger Contractor’s performance under this Contract in accordance with its terms, and such breach, default or failure is not cured within 10 business days after delivery of TVF&R’s notice, or such period as TVF&R may specify in such notice.

d. Contractor’s Right to Terminate Services for Cause. Contractor may terminate its obligation to provide Services under this Contract upon 30 days’ notice to TVF&R if TVF&R fails to pay Contractor pursuant to the terms of this Contract and TVF&R fails to cure within 30 business days after receipt of Contractor’s notice.

e. Enforcement. Termination under any provision of this contract shall not extinguish or prejudice any Party’s right to enforce this Contract with respect to any breach that has not been cured.

f. Remedies. In the event of termination pursuant to above, Contractor's sole remedy shall be a claim for the sum designated for accomplishing the work multiplied by the percentage of work completed and accepted by TVF&R, less previous amounts paid. If previous amounts paid to Contractor exceed the amount due to Contractor under this subsection, Contractor shall pay any excess to TVF&R upon demand.

g. Contractor's Tender upon Termination. Upon receiving a notice of termination of this contract, Contractor shall immediately cease all activities under this contract, unless TVF&R expressly directs otherwise in such notice of termination. Upon termination of this contract, Contractor shall, to the extent permissible under applicable law, deliver to TVF&R all documents, information, works-in-progress and other property that are or would be deliverables had the contract been completed.

h. Limitation of Liabilities. Neither Party shall be liable for (i) any indirect, incidental, consequential or special damages under the contract or (ii) any damages of any sort arising solely from the termination of this contract in accordance with its terms.

40. TIME IS OF THE ESSENCE. The Contractor shall achieve Completion of the work within the time provided on the first page of the contract. Completion shall mean the work shall be fully complete, including all punch lists items, and all documentation, drawings and warranties required under the contract Documents shall have been delivered to TVF&R, and all required inspections, permits and approvals for use and occupancy of the work shall have been procured and delivered. The Contractor shall at all times carry on the work diligently, without delay and punctually fulfill all requirements of the work.

41. TRANSPORTATION. The Contractor is responsible for transportation of its employees, tools, equipment, construction materials, etc., to and from any project site(s).

42. USE OF FACILITIES.

a. Contractor and its employees or agents shall have the right to use only those facilities and utilities of

TVF&R that are necessary to perform the work under this contract and shall have no right of access to any facility of TVF&R without prior approval of a TVF&R representative.

b. TVF&R shall have no responsibility for the loss, theft mysterious disappearance of, or damage to, equipment, tools, materials, supplies and other personal property of the Contractor or its employees, subcontractors, or agents that may be stored on TVF&R premises and utilities that are necessary to perform the work.

c. The Contractor shall provide, at its own expense and by licensed personnel, all tie-ins and extensions to electrical, water, and waste connections, etc. All connections must be approved in advance by TVF&R and all work relative to the utilities must be in accordance with the applicable building codes.

d. All water connections shall include reduced pressure backflow protection or double check and double gate valves. All water must be shut off at the end of each shift. Contractor must ensure that all applicable electrical usage is in compliance with all UL and NFPA guidelines.

e. Contractor shall not interfere with any daily on-going facility/building operations in areas that are scheduled for work.

f. All deliveries, storage of equipment or materials shall be coordinated with TVF&R Representative.

g. Contractor shall confine its apparatus, the storage of materials and operation of its staff to limits established by law, ordinances, permits or directions of TVF&R.

h. The work site shall be kept in an orderly and safe fashion so as not to interfere with the progress of the work or the work of any other Contractor or TVF&R staff.

43) WAIVER OF CONDITIONS. The failure of either Party to enforce any provision of this contract shall not constitute a waiver by that Party of that or any other provision of this contract.

44) WAIVER OF SUBROGATION. To the extent permitted by law, TVF&R and Contractor waive all against;

each other and any of their subcontractors, agents and employees, each of the other; and Separate Contractors, if any, and any of their subcontracts, agent and employees, for damages caused by fire, or other causes of loss, to the extent those losses are covered by property insurance required by their Agreement or…