HomeMy WebLinkAboutItem 09 White Bird Clinic Contract for CAHOOTS Services AGENDA ITEM SUMMARY Meeting Date: 11/18/2019
Meeting Type: Regular Meeting Staff Contact/Dept.: Richard L. Lewis Staff Phone No: 541-726-3721
Estimated Time: Consent Calendar S P R I N G F I E L D C I T Y C O U N C I L Council Goals: Provide Financially Responsible and Innovative Government Services ITEM TITLE: WHITE BIRD CLINIC CONTRACT FOR CAHOOTS SERVICES
ACTION REQUESTED:
Authorize the City Manager Pro Tem to sign a contract with White Bird Clinic for CAHOOTS services to the City of Springfield and its urban growth boundary. The contract will establish a formal agreement between the City of Springfield and White Bird Clinic for 24 hour CAHOOTS services through June 30, 2020, as well as reference the related agreement between White Bird Clinic and Lane County for grant funding and requirements.
ISSUE STATEMENT: In fiscal year 2019-20, City of Springfield will be responsible for 25% of CAHOOTS 24-7 services costs, plus the cost of fuel and vehicle maintenance. The referenced contract will establish a contract for these services for fiscal year 2019-
20.
ATTACHMENTS: Attachment 1: C2437 White Bird Clinic contract
DISCUSSION/ FINANCIAL IMPACT:
White Bird Clinic has provided CAHOOTS services to the City of Springfield and its urban growth boundary via Lane County managed grant funding through fiscal year 2018-19. In fiscal year 2019-20, City of Springfield will be responsible for
25% of CAHOOTS 24-7 services costs, plus the cost of fuel and vehicle maintenance. Lane County will continue managing grant funding that supports 75% of the CAHOOTS services program costs to Springfield; Lane County and White Bird have a separate contract regarding grant related funding and requirements. The Police Department’s 2019-20 general fund budget was approved with funding
to support the proposed contract for CAHOOTS services totaling $207,185 and up to $12,500 in fuel costs. An additional $6,000 was budgeted for CAHOOTS vehicle maintenance costs, which will be governed by an agreement between Lane County and Springfield, as Lane County owns the vehicle CAHOOTS uses to provide services to Springfield. Lane County, White Bird, and Springfield anticipate a similar cost and division of financial responsibility for CAHOOTS services to the City of Springfield in fiscal
year 2020-21.
Staff requests that Council give the City Manager the approval to sign the White Bird contract for CAHOOTS services.
DRAFTCITY OF SPRINGFIELD
INDEPENDENT CONTRACTOR AGREEMENT
(Type 3: For Personal Services Contracts Requiring Professional Liability Insurance)
Contract #2437
Dated: July 1, 2019
Parties: The City of Springfield (“CITY”)
A municipal corporation in the State of Oregon
225 Fifth Street
Springfield, Oregon 97477
and
White Bird Clinic (“Independent Contractor”)
Additional Independent Contractor Information:
A. Type of Entity: Sole Proprietorship Domestic Non-Profit Limited Liability Company
Corporation
B. Address: 341 E 12th Ave, Eugene OR 97401
C. Telephone: 541.726.3714
D. Fax No: N/A
E. SSN or Fed. I.D. No: On file.
F. Professional License(s) No: On file.
G. Oregon Agency Issuing License: Oregon Medical Board, OR Board of Licensed Social
Workers. OR Health Authority & OR Health Authority -EMS and Trauma Systems
H. Foreign Contractor Yes No
(Foreign means not domiciled in or registered to do business in Oregon) See Exhibit B (11).
CITY Account Number(s) To Be Charged (Include Percentages):
Account Number Percentage
100-06100-1166-642001 100% (fuel)
100-06100-1166-650153 100% (services)
In consideration of the mutual covenants contained herein, the parties agree to the following terms,
provisions and conditions:
1. Payment by CITY. CITY shall pay Independent Contractor according to the sum and schedule
described in Attachment 1 attached hereto and incorporated herein by this reference and in an
amount not to exceed $219,685.00, as outlined the following table.
Cost Category Not to exceed amount
Fuel $12,500
CAHOOTS Services $207,185
2. Invoice. Invoice to be sent to: Accounts Payable - City of Springfield, 225 5th Street, Springfield, OR
97477 or email to ap@springfield-or.gov. Invoice will be paid on net 30 day terms upon City
acceptance of goods delivered, work or services performed. The invoice must reference this contract
#2437 and approval code #360.
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3. Services to be Performed by Independent Contractor. Independent Contractor shall perform the
services described on Attachment 1.
4. Term. This Agreement is effective as of the date first set forth above and shall continue until June
30, 2020, unless earlier terminated in accordance with the provisions of this Agreement or by mutual
consent of the parties. This agreement may be extended for one (1) additional one-year period upon
executed written Amendment by both parties.
5. Sourcing. Exempt profession pursuant SMC 2.708(3)(e).
6. First Point of Contact.
Independent Contractor: Benjamin Brubaker, Administrative Coordinator,
benjah@whitebirdclinic.org
CITY: Lieutenant Russ Boring, 541-744-4165, rboring@springfield-or.gov
7. Independent Contractor Status. By its execution of this Agreement, Independent Contractor
certifies its status as an “Independent Contractor” as that term is used under the laws of the State of
Oregon, and that all performance of any labor or services required to be performed by Independent
Contractor under the terms of this Agreement shall be performed in accordance with the standards
set forth in ORS 670.600, and as more specifically set forth on Exhibit “A” attached hereto and
incorporated herein by this reference.
8. Conformance with Oregon Public Contracts Law (ORS Chapter 279). Independent Contractor
shall comply with all applicable provisions of Oregon law for public contracts, including, but not limited
to ORS 279B.110, ORS 279B.220, ORS 279B.225, ORS 279B.230, and ORS 279B.235, and as
more fully set forth on Exhibits “A” , “B” and “C” attached hereto and incorporated herein by this
reference.
9. Work Performed. The work to be performed by Independent Contractor includes services generally
performed by Independent Contractor in his/her/its usual line of business.
10. Tax duties and Liabilities. Independent Contractor shall be responsible for all federal, state and
local taxes, if any, applicable to any payments received pursuant to this Agreement, including but not
limited to income tax, payroll tax, social security and self-employment tax. CITY shall not withhold,
pay, or in any other manner be responsible for payment of any taxes on behalf of Independent
Contractor and as more specifically set forth in Exhibit C.
11. Reimbursement of Expenses. Independent Contractor shall not be entitled to reimbursement by
CITY for any expenses incurred by Independent Contractor unless otherwise agreed in writing.
12. Materials and Supplies. Independent Contractor shall supply all materials and supplies needed to
perform the services required unless otherwise agreed in writing.
13. No Authority To Bind CITY. Independent Contractor shall have no authority to enter into contracts
on behalf of CITY, its officers, agents and employees. This Agreement shall not create a partnership
or joint venture of any sort between the parties.
14. Federal Employment Status. In the event payment made pursuant to this Agreement is to be
charged against federal funds, Independent Contractor hereby certifies that it is not currently
employed by the Federal Government and the amount charged does not exceed Independent
Contractor’s normal charge for the type of services provided
15. Indemnification and Hold Harmless. The Independent Contractor shall assume all responsibilities
for the work, and bear all losses and damages directly or indirectly resulting to the Independent
Contractor, the City, or to others on account of the character or performance of the work, unforeseen
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DRAFTdifficulties, accidents, or any other cause whatsoever. The Independent Contractor shall assume
defense of, indemnify and save harmless the City, its officials, agents, and employees from all claims,
liability, loss, damage and injury of every kind, nature and description, directly or indirectly resulting
from activities in the performance of the Contract, the ownership, maintenance or use of motor
vehicles in connection therewith, or the acts, omissions, operations, or conduct of the Independent
Contractor or any Subcontractor under the Contract or any way arising out of the Contract,
irrespective of whether any act, omission or conduct of the City connected with the Contract is a
condition or contributory cause of the claim, liability loss, damage or injury and irrespective of whether
act, omission, or conduct of the Independent Contractor or Subcontractor is merely a condition rather
than a cause of a claim, liability, loss damage or injury. The Independent Contractor shall not be liable
for nor be required to defend or indemnify, the City relative to claims for damage or damages
resulting solely from acts or omissions of the City, its officials, agents or employees. The absence of
or inadequacy of the liability insurance required in section 16 below shall not negate Independent
Contractor’s obligations in this paragraph.
City shall indemnify and hold Contactor, its officers, agents and employees, harmless from and
against any third-party claims, actions, liabilities, costs, including reasonable attorney fees and other
costs of defense, arising out of the negligent acts, errors or omissions of City, its subcontractors,
agents and employees in performing or failing to perform its obligations under the Contract or arising
out of Contractor’s performance of duties under ORS 430.399(1) at the direction of City.
16. Insurance.
16.1. General Insurance. The Independent Contractor shall maintain in force for the duration of
this agreement a Commercial General Liability insurance policy written on an occurrence
basis with limits not less than $2,000,000 per occurrence and $4,000,000 in the aggregate for
bodily injury or property damage. The policy will contain a “per project” Aggregate
endorsement. Automobile Liability (owned, non-owned and hired) insurance with limits not
less than $1,000,000 per occurrence shall be maintained. The City, its employees, officials
and agents will be named as an Additional Insured where operations are being conducted
related to this contract, on the General Liability policy as respects to work or services
performed under this Agreement to the extent that the death or bodily injury to persons or
damage to property arises out of the fault of the Independent Contractor or the fault of the
Independent Contractor’s agents, representatives or subcontractors. This insurance will be
primary over any insurance the City may carry on its own. Independent Contractor
understands that CITY is a public entity subject to the requirements of the Oregon
Governmental Tort Claims Act, ORS 30.260 et seq. In the event that CITY’S financial
obligations or liabilities are modified by any amendment to the liability limits imposed by the
Oregon Governmental Tort Claims Act, Independent Contractor agrees that the limits
regarding liability insurance set forth in this Section16.1 will be modified to conform to such
limits. Independent Contractor and CITY shall sign an amendment to this Agreement
incorporating such modification.
16.2. Professional Liability. Independent Contractor shall maintain in force during the duration of
this Agreement (and, if it is a claims made policy, for a year following completion of the
project) a professional liability policy with limit not less than $1,000,000.
16.3. Workers’ Compensation. Independent Contractor shall provide and maintain workers’
compensation coverage with limits not less than $500,000 for its employees, officers, agents,
or partners, as required by applicable workers’ compensation laws as defined in ORS
656.027 and ORS 701.035(5). If Independent Contractor is exempt from coverage, a written
statement signed by Independent Contractor so stating the reason for exemption shall be
provided to the City.
16.4. Evidence of Insurance Coverage. Evidence of the required insurance coverages issued by
an insurance company satisfactory to the City shall be provided to the City by way of a City
approved certificate of insurance before any work or services commence.
16.5. Notice of Cancellation or Material Change in Coverage. The certificate of insurance shall
contain a requirement that the Insurance company notify the City 30 days prior to any
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DRAFTcancellation or material change in coverage. If the approved insurance company will not
provide this 30 day notice, the Independent Contractor shall provide written notice to the City
contract manager within 2 calendar days after the Independent Contractor becomes aware
that their coverage has been canceled or has been materially changed. The Independent
Contractor shall either fax 541-726-3782 said notice or email it directly to Jayne McMahan
(jmcmahan@springfield-or.gov), Procurement and Contracts Manager. Regardless of what
circumstances caused Independent Contractors insurance coverage to cease or be modified,
it is the Independent Contractor’s responsibility to notify the City. Failure to maintain proper
insurance or provide notice of cancellation or modification shall be grounds for immediate
termination of this contract.________(Independent Contractor initials)
16.6. Equipment and Material. The Independent Contractor shall be responsible for any loss,
damage, or destruction of its own property, equipment, and materials used in conjunction with
the work.
16.7. Subcontractors. The Independent Contractor shall require all subcontractors to provide and
maintain general liability, auto liability, professional liability (as applicable), and workers’
compensation insurance with coverage’s equivalent to those required of the general
contractor in this contract. The Independent Contractor shall require certificates of insurance
from all subcontractors as evidence of coverage.
16.8. Exception or Waivers. Any exception or waiver of these requirements shall be subject to
review and approval from the City’s Risk Manager.
17. Termination. The performance of work under this Agreement may be terminated by CITY, in whole
or in part, whenever for any reason CITY shall determine that such termination is in the best interest
of CITY with 30 days’ notice. Any such termination shall be effected by delivery to the Independent
Contractor of a Notice of Termination specifying the extent to which performance of the work under
the Agreement is terminated and the date on which such termination is effective. Upon delivery to the
Independent Contractor of a Notice of Termination under this paragraph, the Independent Contractor
and CITY shall, by agreement, make an appropriate written modification to this Agreement governing
completion of portions of the Independent Contractor’s work and payment therefore by CITY.
Notwithstanding anything to the contrary in this Agreement, this Agreement may be terminated at any
time by the CITY for Cause. “Cause” shall only mean (i) any action or omission which constitutes a
material breach of this Agreement, or (ii) willful failure to perform. City shall pay that portion of the
Agreement price attributable to the work performed through the effective date of the termination.
18. Rights In Data. Not applicable.
19. Confidentiality. During the course of performance hereunder, Independent Contractor or its agent,
employees, or contractors, may receive confidential information. Regarding the receipt and handling
of such information, Independent Contractor shall comply with the requirements of Exhibit D attached
hereto and incorporated herein by this reference. The obligations of Exhibit D shall survive the
termination of this Agreement and shall remain in perpetuity.
20. Assignment/Subcontract. Independent Contractor shall not assign, sell, transfer, subcontract or
sublet rights, or delegate responsibilities under this agreement, in whole or in part, without the prior
written approval of CITY. No such written approval shall relieve Independent Contractor of any
obligations of this Agreement, and any transferee or subcontractor shall be considered the agent of
Independent Contractor. Independent Contractor shall remain liable as between the original parties
to this Agreement as if no such assignment had occurred.
21. Successors In Interest. The provisions of this Agreement shall be binding upon and shall inure to
the benefit of the parties to this Agreement and their respective successors and assigns.
22. Compliance With All Government Regulations. Independent Contractor shall comply with all
Federal, State and local laws, codes, regulations and ordinances applicable to the work performed
under this Agreement. Failure to comply with such requirements shall constitute a breach of contract
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DRAFTand shall be grounds for termination of this Agreement. Damages or costs resulting from
noncompliance shall be the sole responsibility of Independent Contractor.
23. Attorney Fees. In the event a lawsuit of any kind is instituted on behalf of CITY to enforce any
provision of this Agreement, Independent Contractor shall pay such additional sums as the Court may
adjudge reasonable for attorney fees plus all costs and disbursements at trial and on any appeal.
24. Force Majeure. Neither party to this Agreement shall be held responsible for delay or default caused
by fire, riot, acts of God and/or war which is beyond that party’s reasonable control. CITY may
terminate this Agreement upon written notice after determining such delay or default will
unreasonably prevent successful performance of the Agreement.
25. Assistance Regarding Patent And Copyright Infringement. In the event of any claim or suit
against CITY on account of any alleged patent or copyright infringement arising out of the
performance of this Agreement or out of the use of any material furnished or work or services
performed hereunder, Independent Contractor shall defend CITY against any such suit or claim and
hold CITY harmless from any and all expenses, court costs, and attorney’s fees in connection with
such claim or suit.
26. Severability. If any provision of this Agreement is declared by a court to be illegal or in conflict with
any law, the validity of the remaining terms and provisions shall not be affected; and the rights and
obligations of the parties shall be construed and enforced as if the Agreement did not contain the
particular provision held to be invalid.
27. Access To Records. CITY and its duly authorized representatives shall have access to books,
documents, papers and records of Independent Contractor which are directly pertinent to this
Agreement for the purpose of making audit, examination, excerpts and transcripts.
28. Waiver. Failure of CITY to enforce any provision of this Agreement shall not constitute a waiver or
relinquishment by CITY of the right to such performance in the future nor of the right to enforce any
other provision of this Agreement.
29. Amendments. The terms of this Agreement shall not be waived, altered, modified, supplemented or
amended in any manner whatsoever, without prior written approval of CITY, No modification of this
Agreement shall bind either party unless reduced to writing and subscribed by both parties, or
ordered by a Court.
30. Nondiscrimination. Independent Contractor shall comply with all applicable requirements of Federal
and State civil rights and rehabilitation statutes, rules and regulations.
31. Americans with Disabilities Act Compliance. Independent Contractor will comply with all
applicable provisions of the Americans with Disabilities Act of 1990, 42 USC Section 12101 et seq.
and Section 504 of the Rehabilitation Act of 1973.
32. Dual Payment. Independent Contractor shall not be compensated for work performed under this
contract from any CITY agency other than the agency which is a party to this contract.
33. Choice of Law, Forum, Construction of Agreement. This Agreement shall be governed and
construed in accordance with the laws of the State of Oregon, apart from choice of law
provisions. The parties agree that the Circuit Court for the County of Lane, State of Oregon, or the
Federal District Court of the State of Oregon (Eugene) is the sole and proper forum for resolving any
disputes involving this Agreement, any breach of this Agreement, or relating to its subject
matter. The Parties agree to submit themselves to the jurisdiction of such courts without challenge to
the jurisdiction of these courts. This Agreement shall not be construed more favorably to CITY due to
the preparation of this Agreement by CITY. The headings and subheadings in this Agreement are for
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DRAFTconvenience, do not form a part of this Agreement, and shall not be used in construing this
Agreement.
34. Entire Agreement. This Agreement signed by both parties is the parties’ final and entire Agreement
and supersedes all prior and contemporaneous oral or written communications between the parties,
their agents and representatives. There are no representations, promises, terms, conditions or
obligations other than those contained herein.
IN WITNESS WHEREOF the parties have executed this Agreement to be effective the date first
set forth above.
CITY OF SPRINGFIELD: INDEPENDENT CONTRACTOR
By: By:
Name: Name:
Title: Title:
Date: Date:
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DRAFTEXHIBIT “A”
INDEPENDENT CONTRACTOR STATUS
Independent contractor states and represents that contractor is an independent contractor as that
term is defined in Oregon Revised Statute 670.600 and more specifically represents, states and
agrees that in providing the services and scope of work specified in this contract:
1. Independent contractor provides services for remuneration; and
2. Independent contractor is free from direction and control over the means and
manner of providing the services and scope of work subject only to the right of City
to specify the desired results; and
3. Independent contractor is customarily engaged in an independently established
business; and
4. Independent contractor is licensed within the state of Oregon to provide any services
for which a license is required under ORS Chapter 671 or 701 and is responsible for
obtaining other licenses or certificates necessary to provide the service or scope of
work; and
5. Independent contractor complies with at least three of the following requirements:
(a) A business location is maintained that is separate from the business or work
location of City; or is in a portion of the independent contractor’s residence and that
portion is used primarily for the business.
(b) The independent contractor bears the risk of loss related to the provision of
services or scope of work such as entering into a fixed price contract, defective work
is required to be corrected, the services provided are warranted or indemnification
agreements, liability insurance and performance bonds and errors and omissions
insurance are provided.
(c) Contracted services for two or more different persons or entities within a
twelve month period have been obtained, or routinely engaged in business
advertising, solicitation, or other marketing efforts reasonably calculated to obtain
new contracts to provide similar services.
(d) Significant investment in the business has been made such as purchasing
tools or equipment, paying for premises or facilities where services are provided,
paying for licenses, certificates or specialized training.
(e) Possesses authority to hire other persons to assist in providing their services
and has the authority to fire those persons.
6. Independent contractor will immediately inform City in the event that it fails to
conduct its services in one or more particulars as represented in 1 through 5 above.
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DRAFTEXHIBIT “B”
City of Springfield
Public Contracts
Conformance with Oregon Public Contractors Laws
Pursuant to Oregon law, every public contract shall contain the following conditions:
1) Make payment promptly, as due, to all persons supplying to the contractor labor or material for the performance of the work provided
for in the contract. ORS 279B.220(1)
2) Pay all contributions or amounts due the Industrial Accident Fund from the contractor or subcontractor incurred in the performance of
the contract. ORS 279B.220(2).
3) Not permit any lien or claim to be filed or prosecuted against the state or a county, school district, municipality, municipal corporation
or subdivision thereof, on account of any labor or material furnished. ORS 279B.220(3).
4) Pay to the Department of Revenue all sums withheld from employees under ORS 316.167. ORS 279B.220(4).
5) If the agreement is for lawn and landscape maintenance, it shall contain a condition requiring the contractor to salvage, recycle,
compost or mulch yard waste material at an approved site, if feasible and cost-effective. ORS 279B.225.
6) Promptly, as due, make payment to any person, copartnership, association or corporation furnishing medical, surgical and hospital
care services or other needed care and attention, incident to sickness or injury, to the employees of the contractor, of all sums that the
contractor agrees to pay for the services and all moneys and sums that the contractor collected or deducted from the wages of
employees under any law, contract or agreement for the purpose of providing or paying for the services. All employers shall comply
with ORS 656.017. ORS 279B.230.
7) A person may not be employed for more than 10 hours in any one day, or 40 hours in any one week, except in cases of necessity,
emergency or when the public policy absolutely requires it, and in such cases, except in cases of contracts for personal services
designated under ORS 279A.055, the employee shall be paid at least time and a half pay:
a) For all overtime in excess of eight hours a day or 40 hours in any one week when the work week is five consecutive
days; or
b) For all overtime in excess of 10 hours in any one day or 40 hours in any one week when the work week is four
consecutive days, Monday through Friday; and
c) For all work performed on Saturday and on any legal holiday specified in ORS 279B.020.
An employer must give notice in writing to employees who work on a public contract, either at the time of hire or before
commencement of work on the contract, or by posting a notice in a location frequented by employees, of the number of hours per day
and days per week that the employees may be required to work. ORS 279B.235(1)-(2).
8) If the agreement is for personal services, the contract shall contain a provision that the employee shall be paid at least time and a half
for all overtime worked in excess of 40 hours in any one week, except for individuals under personal services contracts who are
excluded under ORS 653.010 to 653.261 or under 29 U.S.C. 201-209 from receiving overtime. ORS 279B.235(3).
9) Contracts for services must contain a provision that requires that persons employed under contracts shall receive at least time and half
pay for work performed on the legal holidays specified in a collective bargaining agreement or in ORS 279B.020(1)(b)(B)-(G) and for
all time worked in excess of 10 hours in any one day or in excess of 40 hours in any one week, whichever is greater. Employer shall
give notice in writing to employees who work on a contract for services, either at the time of hire or before commencement of work on
the contract, or by posting a notice in a location frequented by employees, of the number hours per day and days per week that the
employees may be required to work. ORS 279B.235(5).
If this agreement is for a public improvement, the contract shall contain the following conditions:
10) Make payment promptly, as due, to all persons supplying to the contractor labor or material for the performance of the work provided
for in the contract. ORS 279C.505(1)(a).
11) Pay all contributions or amounts due the Industrial Accident Fund from the contractor or subcontractor incurred in the performance of
the contract. ORS 279C.505(1)(b).
12) Not permit any lien or claim to be filed or prosecuted against the state or a county, school district, municipality, municipal corporation
or subdivision thereof, on account of any labor or material furnished. ORS 279C.505(1)(c).
13) Pay to the Department of Revenue all sums withheld from employees under ORS 316.167. ORS 279C.505(1)(d).
14) The contractor shall demonstrate that an employee drug testing program is in place. ORS 279C.505(2).
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DRAFT15) If the contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to the contractor or
subcontractor by any person in connection with the public improvement contract as the claim becomes due, the proper officer or
officers representing the state or a county, school district, municipality, municipal corporation or subdivision thereof, as the case may
be, may pay such claim to the person furnishing labor or services and charge the amount of the payment against the funds due or to
become due the contract by reason of the contract. If the contractor or first-tier subcontractor fails, neglects or refuses to make
payment to a person furnishing labor or materials in connection with the public improvement contract within 30 days after receipt of
payment from the contracting agency or a contractor, the contractor or first-tier subcontractor shall owe the person the amount due
plus interest charges commencing at the end of the 10-day period that payment is due under ORS 279C.580(4) and is subject to a good
faith dispute as defined in ORS 279C.580. If the contractor or a subcontractor fails, neglects or refuses to make payment to a person
furnishing labor or materials in connection with the public improvement contract, the person may file a complaint with the
Construction Contractors Board, unless payment is subject to a good faith dispute as defined in ORS 279C.580. ORS 279C.515.
16) The payment of a claim does not relieve the contractor or the contractor’s surety from obligation with respect to any unpaid claims.
ORS 279C.515(4).
17) A person may not be employed for more than 10 hours in any one day, or 40 hours in any one week, except in cases of necessity,
emergency or when the public policy absolutely requires it, and in such cases, except in cases of contracts for personal services
designated under ORS 279C.100, the employee shall be paid at least time and a half pay:
a) For all overtime in excess of eight hours a day or 40 hours in any one week when the work week is five consecutive
days; or,
b) For all overtime in excess of 10 hours in anyone day or 40 hours in any one week when the work week is four
consecutive days, Monday through Friday; and,
c) For all work performed on Saturday and on any legal holiday specified in ORS 279B.020. ORS 279C.520(1).
An employer shall give notice in writing to employees who work on a public contract either at the time of hire or before
commencement of work on the contract, or by posting a notice in a location frequented by employees, of the number of hours per day
and days per week that the employees may be required to work. ORS 279B.520(2).
18) If the agreement is for personal services, the contract shall contain a provision that the employee shall be paid at least time and a half
for all overtime worked in excess of 40 hours in any one week, except for individuals under personal services contracts who are
excluded under ORS 653.010 to 653.261 or under 29 U.S.C. 201-209 from receiving overtime. ORS 279C.520(3).
19) Contracts for services must contain a provision that requires that persons employed under contracts shall receive at least time and half
pay for work performed on the legal holidays specified in a collective bargaining agreement or in ORS 279C.540(1)(b)(B)-(G) and for
all time worked in excess of 10 hours in any one day or in excess of 40 hours in any one week, whichever is greater. An employer
shall give notice in writing to employees who work on a contract for services, either at the time of hire or before commencement of
work on the contract, or by posting a notice in a location frequented by employees, of the number of hours per day and days per week
that the employees may be required to work. ORS 279C.520(5)
20) ENVIRONMENTAL MATTERS: In compliance with ORS 279C.525, the Contractor is made aware that the following federal, state,
and local agencies have enacted ordinances or regulations relating to the prevention of environmental pollution or the preservation of
natural resources which may affect performance of SUB contracts. This is not intended to be a complete listing of agencies. Other
agencies may have enacted ordinances or regulations that may apply.
If the Contractor is delayed or must undertake additional work by reason of existing ordinances, rules or regulations of agencies not
cited in the Contract or due to enactment of new or the amendment of existing statutes, ordinances, rules or regulations relating to the
prevention of natural resources occurring after the submission of the successful quote, the contracting agency may, at its discretion,
terminate the Contract, complete the work itself; use non-agency forces already under contract with the City, require that the
underlying property owner be responsible for cleanup, solicit quotes for a new contractor to provide the necessary services or issue the
Contractor a change order setting forth the additional work that must be undertaken.
If the Contractor encounters a condition not referred to in the Invitation to Bid documents, not caused by the Contractor or any
subcontractor employed on the project and not discoverable pre-bid visual site inspection, and the condition requires compliance with
the ordinances, rules or regulations referred to under this regulation, the contractor shall immediately notify SUB of the condition.
FEDERAL AGENCIES
Department of Agriculture Fish and Wildlife Services
Forest Service Office of Surface Mining
Soil Conservation Service Reclamation and Enforcement
Department of the Army Corps of Engineers Bureau of Reclamation
Coast Guard Department of Labor
Department of Health and Human Services Occupational Safety and Health Administration
Department of the Interior Mine Safety and Health Administration
Bureau of Indian Affairs Department of Transportation
Bureau of Land Management Federal Highway Administration
Bureau of Outdoor Recreation Environmental Protection Agency
Department of Commerce
STATE AGENCIES
Department of Agriculture Department of Human Services
Department of Energy Land Conservation and Development Commission
Department of Environmental Quality Division of State Lands
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DRAFT Department of Fish and Wildlife State Soil and Water Conservation Commission
Department of Forestry Water Resources Department
Department of Geology and Minerals Oregon Department of Transportation
LOCAL AGENCIES
Common Council, City of Springfield Planning Commission, City of Springfield
Environmental Services, City of Springfield Development Services Department, City of Springfield
Board of Commissioners, Lane County Planning Commission, Lane County
Lane Regional Air Protection Agency Springfield Utility Board
Willamalane Park & Recreation District Springfield Downtown & Glenwood Urban Renewal Districts
Rainbow Water District
21) Promptly, as due, make payment to any person, copartnership, association or corporation furnishing medical, surgical and hospital
care services or other needed care and attention, incident to sickness or injury, to the employees of the contractor, of all sums that the
contractor agrees to pay for the services and all moneys and sums that the contractor collected or deducted from the wages of
employees under any law, contract or agreement for the purpose of providing or paying for the services. All employers shall comply
with ORS 656.017. ORS 279C.530.
22) A contract for public works shall contain a provision stating the existing state prevailing rate and wage and, if applicable, the federal
prevailing rate of wage required. Every contract and subcontract shall contain a provision that workers shall be paid not less than the
specified minimum hourly rate of wage in accordance with ORS 279C.838. ORS 279C.830(1).
If this agreement is for demolition, the contract shall also contain the following conditions:
23) Contractor must salvage or recycle construction and demolition debris, if feasible and cost-effective. ORS 279C.510(1)
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DRAFTEXHIBIT C
OREGON TAX LAWS COMPLIANCE AND CERTIFICATION
A. Contractor's Compliance with Tax Laws.
1. Contractor must, 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 this state. For the purposes of this
Section, 'tax laws" includes all the provisions described in Subsection B. 1. (i) through (iv) of this Contract.
2. Any violation of Subsection 1 of this Section A shall constitute a material breach of this Contract.
Further, any violation of Contractor's warranty, in Subsection B.1. of this Contract, that Contractor has complied
with the tax laws of this state and the applicable tax laws of any political subdivision of this state also shall
constitute a material breach of this Contract. Any violation shall entitle City to terminate this Contract, to pursue and
recover any and all damages that arise from the breach and the termination of this Contract, and to pursue any or all
of the remedies available under this Contract, at law, or in equity, including but not limited to:
a. Termination of this Contract, in whole or in part;
b. Exercise of the right of setoff, and withholding of amounts otherwise due and owing to
Contractor, in an amount equal to State's setoff right, without penalty; and
c. Initiation of an action or proceeding for damages, specific performance, declaratory or
injunctive relief. City shall be entitled to recover any and all damages suffered as the result of Contractor's breach of
this Contract, including but not limited to direct, indirect, incidental and consequential damages, costs of cure, and
costs incurred in securing [replacement Services/replacement Goods/ a replacement contractor].
These remedies are cumulative to the extent the remedies are not inconsistent, and City may pursue any remedy or
remedies singly, collectively, successively, or in any order whatsoever.
B. Contractor's Representations and Warranties.
Contractor represents and warrants to City that:
1. Contractor (to the best of Contractor's knowledge, after due inquiry), for a period of no fewer than
six calendar years preceding the [date of Closing of {bids/proposals}for/effective date of] this Contract, faithfully
has complied with:
(i) All tax laws of this state, 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 this state 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) Any tax provisions imposed by a political subdivision of this state 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.
Any [Goods/Items/Equipment/Components/Hardware/Software/Intellectual Property Rights, etc.] [delivered
to/granted to] City under this Contract, and Contractor's Services rendered in the performance of Contractor's
obligations under this Contract, shall be provided to City free and clear of any and all restrictions on or conditions of
use, transfer, modification, or assignment, and shall be free and clear of any and all liens, claims, mortgages,
security interests, liabilities, charges, and encumbrances of any kind.
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DRAFTEXHIBIT D
City of Springfield Business Associate Agreement
Between - City of Springfield and INDEPENDENT CONTRACTOR
This Business Associate Agreement (“Agreement”) between City of Springfield (Springfield) and
INDEPENDENT CONTRACTOR is executed to ensure that INDEPENDENT CONTRACTOR will appropriately safeguard
protected health information (“PHI”) that is created, received, maintained, or transmitted on behalf of Springfield
in compliance with the applicable provisions of Public Law 104-191 of August 21, 1996, known as the Health
Insurance Portability and Accountability Act of 1996, Subtitle F – Administrative Simplification, Sections 261, et
seq., as amended ("HIPAA"), and with Public Law 111-5 of February 17, 2009, known as the American Recovery and
Reinvestment Act of 2009, Title XII, Subtitle D – Privacy, Sections 13400, et seq., the Health Information
Technology and Clinical Health Act, as amended (the “HITECH Act”).
A. General Provisions
1. Meaning of Terms. The terms used in this Agreement shall have the same meaning as those terms
defined in HIPAA.
2. Regulatory References. Any reference in this Agreement to a regulatory section means the section
currently in effect or as amended.
3. Interpretation. Any ambiguity in this Agreement shall be interpreted to permit compliance with
HIPAA.
B. Obligations of Business Associate
INDEPENDENT CONTRACTOR agrees that it will:
1. Not use or further disclose PHI other than as permitted or required by this Agreement or as required
by law;
2. Use appropriate safeguards and comply, where applicable, with Subpart C of 45 CFR Part 164 to
prevent use or disclosure of PHI other than as provided for by this Agreement;
3. Report to Springfield any use or disclosure of PHI not provided for by this Agreement of which it
becomes aware, including any security incident (as defined in 45 CFR 164.304) and any breaches of
unsecured PHI as required by 45 CFR §164.410. Breaches of unsecured PHI shall be reported to
Springfield without unreasonable delay but in no case later than 60 days after discovery of the
breach;
4. In accordance with 45 CFR 164.502(e)(1)(ii) and 164.308(b)(2), ensure that any subcontractors that
create, receive, maintain, or transmit PHI on behalf of INDEPENDENT CONTRACTOR agree to the
same restrictions, conditions, and requirements that apply to INDEPENDENT CONTRACTOR with
respect to such information;
5. Make available PHI in accordance with 45 CFR 164.524;
6. Make available PHI for amendment and incorporate any amendments to PHI in accordance with 45
CFR §164.526;
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DRAFT7. Maintain and make available information required to provide an accounting of disclosures to
Springfield or an individual who has a right to an accounting within 60 days and as necessary to
satisfy Springfield’s obligations under 45 CFR §164.528;
8. To the extent that INDEPENDENT CONTRACTOR is to carry out any of Springfield’s obligations under
Subpart E of 45 CFR Part 164, INDEPENDENT CONTRACTOR shall comply with the requirements of
Subpart E of 45 CFR Part 164 that apply to Springfield when it carries out that obligation;
9. Make its internal practices, books, and records available to the Secretary of the Department of Health and
Human Services for purposes of determining compliance with the HIPAA rules;
10. Springfield shall notify INDEPENDENT CONTRACTOR of any restriction on the use or disclosure of PHI
that Springfield has agreed to or is required to abide by under 45 CFR 164.522, to the extent that such
restriction may affect INDEPENDENT CONTRACTOR’s use or disclosure of PHI; and
11. If Springfield is subject to the Red Flags Rule (found at 16 CFR §681.1 et seq.), INDEPENDENT
CONTRACTOR agrees to assist Springfield in complying with its Red Flags Rule obligations by: (a)
implementing policies and procedures to detect relevant Red Flags (as defined under 16 C.F.R.
§681.2); (b) taking all steps necessary to comply with the policies and procedures of Springfield’s
Identity Theft Prevention Program; (c) ensuring that any agent or third party who performs services
on its behalf in connection with covered accounts of Springfield agrees to implement reasonable
policies and procedures designed to detect, prevent, and mitigate the risk of identity theft; and (d)
alerting Springfield of any red flag incident (as defined by the Red Flag Rules) of which it becomes
aware, the steps it has taken to mitigate any potential harm that may have occurred, and provide a
report to Springfield of any threat of identity theft as a result of the incident.
12. If INDEPENDENT CONTRACTOR is part of a larger organization, INDEPENDENT CONTRACTOR will
implement policies and procedures to protect PHI from unauthorized access by the larger
organization.
C. Permitted Uses and Disclosures by Business Associate
The specific uses and disclosures of PHI that may be made by INDEPENDENT CONTRACTOR on behalf of
Springfield are limited to:
1. The review of patient care information in the course of INDEPENDENT CONTRACTOR conducting risk
and compliance assessment activities, or providing Springfield with a Control Activity Gap Analysis, or
the review of PHI and other information necessary to assist Springfield in developing its HIPAA
compliance program; and
2. Other uses or disclosures of PHI as permitted by the HIPAA rules as necessary to perform the services
set forth in the Service Agreement.
3. Uses or disclosers of protected health information as required by law.
D. Termination
1. Springfield may terminate this Agreement if Springfield determines that INDEPENDENT CONTRACTOR
has violated a material term of the Agreement.
2. If either party knows of a pattern of activity or practice of the other party that constitutes a material
breach or violation of the other party’s obligations under this Agreement, that party shall take
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DRAFTreasonable steps to cure the breach or end the violation, as applicable, and, if such steps are
unsuccessful, terminate the Agreement, if feasible.
3. Upon termination of this Agreement for any reason, INDEPENDENT CONTRACTOR shall return to
Springfield or destroy all PHI received from Springfield, or created, maintained, or received by
INDEPENDENT CONTRACTOR on behalf of Springfield that INDEPENDENT CONTRACTOR still maintains
in any form. INDEPENDENT CONTRACTOR shall retain no copies of the PHI. If return or destruction is
infeasible, the protections of this Agreement will extend to such PHI.
4. The obligations under Section D are perpetual and shall survive termination of this agreement.
CITY OF SPRINGFIELD: INDEPENDENT CONTRACTOR
By: By:
Name: Name:
Title: Title:
Date: Date:
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Attachment 1
Statement of Work
Purpose of Project:
The City of Springfield, White Bird and Lane County collaborate to provide mobile crisis services within the City
of Springfield and the Springfield Urban Growth Boundary (UGB) through White Bird’s CAHOOTS program.
Desired Outcomes/Project Objectives
Provide mobile crisis services with a primary goal of diversion from hospitalization and incarceration
through clinically appropriate community-based supports and services.
City of Springfield Responsibilities
Provide dispatching services within the City of Springfield and the Springfield Urban Growth Boundary
(UGB), with oversight by the on-duty police sergeant Watch Commander.
Provide a desk, phone and public wi-fi internet access within the Springfield Justice Center for use by
White Bird staff.
Reimburse White Bird for vehicle fuel costs incurred providing services to Springfield and UGB, in an
amount not to exceed to $12,500. CITY will not be invoiced for vehicle fuel costs for services outside
the City of Springfield and UGB.
Perform criminal background checks on White Bird staff.
Provide required documentation and/or training (i.e. Criminal Justice Information System certification).
Communicate with White Bird project manager or designee regarding service or staffing issues.
White Bird Responsibilities
Adhere to the requirements of the executed 2019 Independent Contractor Agreement between Lane
County and White Bird. Key elements of the Lane County – White Bird Agreement program plan
include White Bird providing:
o Mobile crisis services 24 hours a day, 7 days a week capability to conduct a face-to-face mental
health status examination of an Individual by a Qualified Mental Health Professional (QMHP) (as
defined in OAR 309-019-0125(9)) or Qualified Mental Health Associate (QMHA) (as defined in OAR
309-019-0125(8)) under the supervision of a QMHP.
o A face-to-face therapeutic response delivered in a public setting at locations in the community
where the crisis arises.
o Services that are generally delivered in a natural environment by or under the supervision of a
QNHP.
o Mental health crisis assessments.
o Brief crisis intervention.
o Assist with placement in crisis respite or residential services.
o Connecting individuals with ongoing supports and services.
o White Bird will invoice Lane County directly for their portion of the contract budget.
Lane County’s annual budgetary contribution shall not to exceed $621,558.
Stage vehicle and staff in the City of Springfield when not dispatched to a request for service.
o White Bird staff may use up to 45 minutes to respond to City of Eugene during shift change for
briefings and/or restocking supplies.
o Exceptions may be approved by the Springfield Police Department project manager or designee.
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Attachment 1
Statement of Work
Invoice City, as follows:
o Fuel reimbursement invoiced on monthly basis. Fuel costs will be reimbursed at cost to White Bird,
not to exceed $12,500 annually.
o Mobile crisis services invoiced on monthly basis in the amount of $17,265.42, not to exceed
$207,185 annually.
o City invoices shall be sent to City of Springfield, 225 5th Street, Springfield OR 97477 or emailed to
ap@springfield-or.gov. Invoice to include Contract #2437 and approval code #360.
Provide City with quarterly reports of summary information and/or statistics via email to the
Springfield Police Department project manager or designee. Reporting shall include: number of
incidents, number of individuals contacted, and a corresponding contact category. At no time will any
reports include HIPAA, PII or other protected information.
Transport the primary vehicle (2014 Freightliner, Sprinter, VIN/ WDYPE8DC2E5936008) to Lane County
for routine and necessary vehicle maintenance and repair service.
o Repair services do not include those caused by collision and/or covered by White Bird and a third
party’s comprehensive or collision insurance.
White Bird staff must pass a criminal background check and complete all requested Police department
documentation and training.
At the written request of the Springfield City Manager or Chief of Police, White Bird must replace an
employee providing services to the City. Such requests will be made for cause.
Communicate with City Project Manager or designee regarding service or staffing issues.
City Project Manager
Lieutenant Russ Boring, 541-744-4165, rboring@springfield-or.gov
White Bird Project Manager
Benjamin Brubaker, benjah@whitebirdclinic.org
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