HomeMy WebLinkAboutItem 08 Intergovernmental Agreement to Fund Phase 2 of the Regional Fuel Facility Upgrade AGENDA ITEM SUMMARY Meeting Date: 11/21/2011
Meeting Type:Regular Meeting
Staff Contact/Dept.: Len Goodwin/PW
Staff Phone No: (541)726-3685
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: Maintain and Improve
Infrastructure and
Facilities
ITEM TITLE: INTERGOVERNMENTAL AGREEMENT TO FUND PHASE 2 OF THE
REGIONAL FUEL FACILITY UPGRADE
ACTION
REQUESTED:
Approve or reject a motion approving an intergovernmental agreement between the
City, Springfield School District, Rainbow Water District and Willamalane Park
and Recreation District providing funding for Phase 2 of the Regional Fuel Facility
Upgrade Project, and authorizing the City Manager to execute the agreement on
behalf of the City.
ISSUE
STATEMENT:
Shall the Council approve the distribution of responsibility for funding the cost of
Phase 2 of the Regional Fuel Facility Upgrade Project among the partners in the
project?
ATTACHMENTS: 1. Draft Intergovernmental Agreement
DISCUSSION/
FINANCIAL
IMPACT:
The City has solicited bids for Phase 2 of this project and staff has recommended
award of the contract to SME Solutions, LLC. That recommendation is before the
Council this evening for consideration. The four partners in the fuel facility have
agreed on a cost sharing mechanism, based on relative utilization calculated on the
basis of usage of the system during calendar year 2010. Under this formula, the
City will pay for 44.57 percent of the cost and School District 19 will fund 46.82
percent. Willamalane will pay 7.13 percent and Rainbow Water District will pay
1.48 percent. Staff recommends that the Council approve the draft agreement.
__________________________________________________________________________________________
Intergovernmental Agreement C640 Page 1 of 3
CITY OF SPRINGFIELD
INTERGOVERNMENTAL AGREEMENT
Contract # 640
BETWEEN: The City of Springfield (City), a unit of local government of the state of Oregon
AND: Springfield School District (Dist #19) a common school district of the State of
Oregon, Rainbow Water District (RWD) a special district of the State of Oregon,
and Willamalane Park & Recreation District (Willamalane) a special district of
the State of Oregon, also known as Agencies
EFFECTIVE DATE: November 22, 2011
RECITALS
A. ORS 190.010 provides that units of local government may enter into agreements for the performance of any
and all functions and activities that any party to the agreement, its officers, or agents have the authority to
perform.
B. City and Agencies by intergovernmental agreement dated October 17, 1989 (attached herein as Attachment
A), agreed to cooperatively design, develop, construct, operate, manage, maintain and own a regional fuel
facility located at 3585 Marcola Road, Springfield, OR.
C. On behalf of the Agencies, City has competitively solicited firms qualified to replace the existing card reader
system with a new system that uses magnetic stripe cards and is compatible with the City’s existing fueling
system and Phoenix Plus Software, the installation of new island terminals and a tank monitoring and leak
detection system to monitor the product level, the presence of water and/or leaks in the tanks and a
transition sump. All system upgrades will require supplier provided phone tech support.
D. City and Agencies jointly desire to enter into a contract with SME Solutions LLC/NW Pump, the lowest
responsible bidder, to provide services as described in City’s Invitation to Bid # 622 Project No P21059
Regional Fuel Facility Upgrade- Phase 2.
AGREEMENT
1. City and Agencies hereby agree to share cost incurred for P21059 Regional Fuel Facility Upgrade Phase 2
as follows:
Springfield School Dist #19 44.57%
Rainbow Water District 1.48%
City of Springfield 46.82%
Willamalane Park/Rec District 7.13%
2. City and Agencies understand and agree that the initial contract award for P21059 Phase 2 shall be in the
amount of $41,223.50 but that additional and unforeseen costs may result. City and Agencies agree to pay
all project costs in full at the rates described herein. City and Agencies through this agreement are
approving Phase 2 with a specific cost now, but should unforeseen costs arise each will be asked to
participate in the same percentages as per this agreement. Until the amendment is approved by each
agency it is not bound for the additional costs.
Attachment 1
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Intergovernmental Agreement C640 Page 2 of 3
3. Agencies agree City shall award, manage and oversee said contract as described in this Agreement and
per the terms and conditions set forth herein and in Attachment B (attached hereto and incorporated herein
by reference).
GENERAL PROVISIONS
1. Duration. This agreement shall be in effect from effective date shown above to December 31, 2011 or until
completion of Phase 2, whichever comes first.
2. Contract Administration. Each party designates the following as its representative for purposes of
administering this contract. Either party may change its designated representative by giving written notice
to the other as provided in paragraph 12.
Agency: Springfield School District
525 Mill Street
Springfield, OR 97477
Attn: Jeff Defranco
Rainbow Water District
1550 42nd Street
Springfield, OR 97477
Attn: Jamie Porter
Willamalane Park & Recreation District
682 36th Street
Springfield, OR 97478
Attn: Joel Miller/Bob Keefer
City: City of Springfield
201 S. 18th Street
Springfield, OR 97477
Attn: Brian Conlon/Marcy Parker
3. Records/Inspection. City and Agency shall each maintain records of its costs and expenses under this
contract for a period of not less than three full fiscal years following Agency's completion of this contract.
Upon reasonable advance notice, either party or its authorized representatives may from time to time
inspect, audit, and make copies of the other party's records.
4. Indemnification. To the extent allowed by the Oregon Constitution and the Oregon Revised Statutes, each
of the parties hereto agrees to defend, indemnify, and save the other harmless from any claims, liability or
damages including attorney fees arising out of any error, omission or act of negligence on the part of the
indemnifying party, its officers, agents, or employees in the performance of this agreement.
5. Status. In providing the services specified in this agreement (and any associated services) all parties are
public bodies and maintain their public body status as specified in ORS 30.260. Both parties understand
Attachment 1
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__________________________________________________________________________________________
Intergovernmental Agreement C640 Page 3 of 3
and acknowledge that each retains all immunities and privileges granted them by the Oregon Tort Claims
Act (ORS 30.260 through 30.295) and any and all other statutory rights granted as a result of their status as
local public bodies.
6. Assignment. A party shall not assign this contract in whole or in part, or any right or obligation hereunder,
without all other party’s written approval.
7. Compliance With Laws. Agency shall comply with all applicable federal, state, and local laws, rules,
ordinances, and regulations at all times and in the performance of the work.
8. Notices. Any notices permitted or required by this contract shall be deemed given when personally
delivered or upon deposit in the United State mail, postage fully prepaid, certified, return receipt requested,,
addressed to the representative designated in paragraph 2. Either party may change its address by notice
given to the other in accordance with this paragraph.
9. Integration. This contract embodies the entire agreement of the parties. There are no promises, terms,
conditions or obligations other than those contained herein. This contact shall supersede all prior
communications, representations or agreements, either oral or written, between the parties. This contract
shall not be amended except in writing, signed by both parties.
10. Interpretation. This contract shall be governed by and interpreted in accordance with the laws of the state
of Oregon.
11. Signatures.
CITY OF SPRINGFIELD:
By: ____________________________________
(signature)
Name: _________________________________
Title: __________________________________
SPRINGFIELD SCHOOL DISTRICT #19:
By: ____________________________________
(signature)
Name: __________________________________
Title: ___________________________________
RAINBOW WATER DISTRICT:
By: ____________________________________
(signature)
Name: _________________________________
Title: __________________________________
WILLAMALANE PARKS & RECREATION DIST:
By: ____________________________________
(signature)
Name: __________________________________
Title: ___________________________________
Attachment 1
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C640 IGA RFF PH 2Page 1 of 12
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C640 IGA RFF PH 2Page 2 of 12
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C640 IGA RFF PH 2Page 3 of 12
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C640 IGA RFF PH 2Page 4 of 12
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C640 IGA RFF PH 2Page 5 of 12
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C640 IGA RFF PH 2Page 6 of 12
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C640 IGA RFF PH 2Page 7 of 12
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C640 IGA RFF PH 2Page 8 of 12
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C640 IGA RFF PH 2Page 9 of 12
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C640 IGA RFF PH 2Page 10 of 12
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C640 IGA RFF PH 2Page 11 of 12
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C640 IGA RFF PH 2Page 12 of 12
Attachment 1
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CITY OF SPRINGFIELD CONTRACT
State and Local Funding Sources
Project No. P21059
Project Title: Regional Fuel Facility Upgrade– Phase 2
Description: This project consists of the replacement of the existing card reader system with a new system
that uses magnetic stripe cards and is compatible with the City’s existing fueling system and Phoenix Plus
Software, the installation of new island terminals and a tank monitoring and leak detection system to
monitor the product level, the presence of water and/or leaks in the tanks and a transition sump. All system
upgrades will require supplier provided phone tech support.
THIS CONTRACT, made and entered into this 22nd day of November, 2011, between the City of
Springfield, under and by virtue of the Charter, Laws, and Ordinances of the said City of Springfield, and the
laws of the State of Oregon, and SME Solutions, LLC hereinafter called the Contractor.
WITNESSETH:
That in consideration of the payments, covenants and contracts hereinafter mentioned, attached and
made a part of this Contract, to be made and performed by the parties hereto, the parties hereto covenant
and agree as follows:
1. GENERAL REQUIREMENTS
This Contract, signed by both parties, supersedes all prior and contemporaneous oral or written
communications between the parties, their agents and representatives. This Contract, as signed by both
parties, shall be composed of each and every one of the following listed parts and all approved revisions
thereto:
1. Change Orders
2. Addenda to the Special Provisions
3. Special Provisions
4. Addenda to General Conditions and Standard Specifications
5. General Conditions and Specifications
6. Contract Plans
7. Standard Drawings
8. Instruction to Bidders
9. Proposal
The Contractor shall furnish all materials, tools, equipment, labor, and do all work necessary and incidental
to completing this Contract, in accordance with the requirements of the documents pertinent thereto,
including those listed in Section 104.02 of the Standard Construction Specifications in their entirety, which
are also set forth hereinabove.
The Contractor shall so complete this Contract and present same to the City on or before the time specified
in the Bid. The total Not to Exceed Lump Sum cost of the Contract as stated on the Bid is Forty One
Thousand Two Hundred Twenty Three Dollars and Fifty Cents. ($41,223.50). The City reserves the right to
increase or decrease the amount of any class or portion of the work. No such change in the work shall be
considered as a waiver of any condition of the Contract, nor shall such change invalidate any other
provisions thereof.
ATTACHMENT B
Attachment 1
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2. CONTRACT COMPLETION
The City of Springfield hereby promises and agrees, with the Contractor, to contract with and does hereby
contract with the Contractor to complete this Contract in accordance with the above requirements, including
any change orders, provided that a reasonable and equitable change order can be agreed upon between the
Contractor and the City. In event of failure to so agree on any required change order, the City may then
proceed with such work in any manner the City may elect. Such a situation and action by the City shall in no
way relieve either the Contractor or the City of their respective obligations and responsibilities regarding all
other requirements of this Contract.
3. FULL PERFORMANCE BY CONTRACTOR
The Contractor, for itself, and for its heirs, executors, administrators, successors, and assigns, does hereby
agree to the full performance of all the covenants herein contained upon the part of the Contractor.
4. NO LIABILITY TO CITY
It is further provided that no liability shall attach to the City by reason of entering into this Contract, except
as expressly provided herein.
5. CITY BONDING
The Contractor shall file with the City of Springfield at the time of execution of this Contract both a
Performance Bond and Payment Bond issued by a surety company registered to issue bonds in the State of
Oregon, and utilizing bond forms acceptable to the City. The City will accept AIA Document A312-2010
Performance and Payment Bonds (sample forms enclosed). The Bonds may not be altered.
The bonds shall be in the amounts of one hundred percent (100%) of this Contract. All bonding shall
remain in force for one (1) year after the date of City Council acceptance of the work, to cover all
guarantees against defective workmanship and materials and execution of and in accordance with this
Contract, and to guarantee payment to all persons supplying labor and materials for the construction of the
work. Failure to maintain the proper bonding shall be grounds for immediate termination of the Contract.
6. HOLD HARMLESS AND INDEMNIFICATION
The Contractor shall defend, indemnify and hold harmless the City from and against all liability or loss and
against all claims or actions based upon or arising out of damage or injury to persons or property caused by
or sustained in connection with performance if this Contract by the Contractor except, pursuant to ORS
30.140, for losses, claims, or actions resulting from the sole negligence of the City.
The Contractor shall assume all responsibilities for the work, and bear all losses and damages directly or
indirectly resulting to the Contractor, the City, or to others on account of the character or performance of the
work, unforeseen difficulties, accidents, or any other causes whatsoever. The 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 Contractor or any Subcontractor
under the Contract or any way arising out of the Contract, irrespective of whether an 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 Contractor or
Subcontractor is merely a condition rather than a cause of a claim, liability, loss damage or injury. The
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 7 shall not negate Contractors
obligations in this paragraph.
ATTACHMENT B
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7. INSURANCE - PUBLIC LIABILITY AND PROPERTY DAMAGE
The 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 $1,000,000 per occurrence and
$2,000,000 in the aggregate. The policy will be endorsed with 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 Additional
Insured’s 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 Contractor or the fault of the Contractor’s
agents, representatives or subcontractors. The City’s additional insured status for Products and Completed
Operations hazards shall extend for at least one year beyond the completion of the project. This insurance
will be primary over any insurance the City may carry on its own. If the City requires Professional Liability
coverage, the City Risk Manager must approve the terms, conditions and limits prior to commencement of
any work.
A. Workers’ Compensation
The Contractor shall be provided and maintain workers’ compensation coverage for it employees,
officers, agents, or partners, as required by applicable workers’ compensation laws.
B. Subcontractors
The 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 Contractor shall require certificates of
insurance from all Subcontractors as evidence of coverage.
C. Evidence of Coverage and Notice of Cancellation or Material Change in Coverage
Evidence of the required coverages issued by a company satisfactory of the City shall be provided to the
City by way of a certificate of insurance before any work or services commence. A 30-day notice of
cancellation or material change in coverage clause shall be included.
If the approved insurance company will not provide this 30 day notice, it shall be the responsibility of the
Contractor to provide written notice to the City within two (2) days of the Contractor becoming aware
that their coverage has been cancelled or materially changed. The Contractor shall e-mail notification
directly to Bob Duey, Finance Director at rduey@springfield-or.gov . Regardless of the circumstances
causing the contractor’s insurance coverage to cease or be modified, it is the Contractor’s responsibility
to notify the City as described above.
Failure to maintain the proper insurance or provide notice of cancellation or material change shall, at the
City’s option, be grounds for immediate termination of this Contract. ______________________
(Contractor initials)
D. Asbestos Abatement (only applicable to Asbestos Contracts)
The commercial General Liability policy shall be written on a form that meets the following criteria and
must be ASBESTOS SPECIFIC as follows:
a. A full occurrence form, or
b. A limited occurrence form with at least a three-year (3) tail, or
c. A claim made form with a three-year (3) tail.
E. Course of Construction and/or Installation Floater
The Contractor shall maintain an all risk insurance policy covering the replacement cost of the work
during the course of construction. The policy shall include the interests of the City and
Architect/Engineer, as applicable, and the first two layers of Subcontractors. The amount of insurance
ATTACHMENT B
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shall equal the completed value of the Contract. The City, at its option, may elect to supply this
coverage.
F. Equipment and Material
The Contractor shall be responsible for any loss, damage, or destruction of its own property, equipment,
and materials used in conjunction with the work.
G. Railroad Protective Liability Coverage
If work being performed under this Contract is near railroad tracks or a railroad right of way and the
Railroad requires special insurance (for example: Railroad Protective Liability Coverage) Contractor will
be responsible for meeting the Railroad insurance requirements before any work commences. Any
insurance required to be purchased by the Railroad is in addition to the insurance required by the City.
8. INDIAN GRAVES AND PROTECTED OBJECTS
The Contractor warrants that it will observe all applicable requirements of ORS 97.740 et. seq. regarding
Indian Graves and Protected Objects (ORS 358.905-.961 and ORS 390.235-.240).
In the event the Contractor or any of its Subcontractors or agents discover, become aware of, or find any
Native Indian Artifacts, sites, human remains, or funerary objects on the real property on which the
Contractor is fulfilling this Contract, the Contractor will immediately safeguard the artifacts and site, halt
construction activities at the area of the find, and immediately notify City. Such artifacts may include but not
be limited to charred and cracked rocks or charcoal layers of soil indicating a hearth or oven, stone chips of
obsidian and other colored rocks, stone bowls, arrow and spear points, stone tools, and bone fragments. All
artifacts found shall be turned over to the City for appropriate disposition in accordance with applicable law.
Upon receipt of notification the City will retain a consultant archeologist to conduct an initial assessment of
significance of the find. The Contractor and City will work together to comply with all applicable
requirements of ORS 97.740 et. seq. in a manner which has least impact upon the construction schedule. If
compliance requires some adjustment of the construction schedule, the Contractor and the City shall make
reasonable adjustments.
9. LIQUIDATED DAMAGES
It is agreed by the City of Springfield and by the Contractor that the need exists for a damage provision in
the event the Contractor fails to complete the work within the Contract time specified, or any extension
thereof, by the City of Springfield. The City of Springfield and the Contractor further agree that the
Contractor shall be liable to the City of Springfield for fixed, agreed and liquidated damages for each and
every calendar day of delay in the amount of $500.00 per day.
The contractor also agrees to liquidated damages in the amount of $500.00 per incident for failure to report
sewage spills plus an amount sufficient to reimburse the City for any civil and administrative penalties paid
by the City as a result of the contractor’s failure to report. Failure to report sewage spills may subject the
City to (1) civil penalties of up to $32,500.00 per day of violation pursuant to Section 309(d) of the Clean
Water Act, 33 U.S.C. § 1319(d); (2) administrative penalties of up to $11,000.00 per day for each violation,
pursuant to Section 309(g) of the Clean Water Act, 33 U.S.C. § 1319(g); or (3) civil action in federal court
for injunctive relief pursuant to Section 309(b) of the Clean Water Act, 33 U.S.C. § 1319(b).
The City of Springfield and the Contractor agree that; (a) the amount so fixed is reasonable forecast of just
compensation for the harm that is caused by the breach; (b) the harm that is caused by the breach is one
that is incapable of or very difficult of accurate estimation; and, (c) the amount so fixed is not fixed as a
penalty to coerce performance of the Contract but is rather intended to be a genuine pre-estimation of injury
to the City of Springfield in lieu of performance within the contract time by the Contractor.
ATTACHMENT B
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10. PREVAILING WAGE RATE PROVISIONS
Oregon law requires that if prevailing wage rate law applies a public agency must pay the
prevailing wage rate for all contracts over $50,000. For contracts over $50,000, Contractor will
comply with the applicable requirements of ORS 279C.800 through 279C.870 including the
provisions in this Section 10.
A. Notice
In the event that total cost of the contract as specified in Section 1 “General Requirements” does not
initially exceed $50,000 but during the scope of work increases through amendments, change orders,
additions, supplements, other contracts, or through any other reason or process, formal or informal,
planned or unplanned, to an amount greater than $50,000 then the entire contract is covered under the
requirements of the prevailing wage rate law as described below.
B. Prevailing Wage Rate
Each worker in each trade or occupation employed in the performance of this Contract either by the
Contractor, Subcontractor or other person doing or contracting to do or contracting for the whole or any
part of the work on the Contract, must be paid not less than the applicable prevailing wage rate.
Prevailing wage rate payments include fringe benefits, for each trade or occupation in the locality where
such labor or work is performed, as determined by the commissioner, in which the workers are
employed. The existing rate of wage is the rate, in effect at the time the initial specifications were first
advertised for bid solicitations as determined by the Commissioner of the Bureau of Labor and Industries
under ORS279C.815. Information regarding the Prevailing Wage Rate that is applicable to this Contract
is contained in the document titled “Certification of Compliance With All Prevailing Wage Rate
Requirements” which is included within the Invitation to Bid documents and is incorporated herein by
reference.
C. Submission of Certified Payrolls
As specified in ORS 279C.845, the Contractor or the Contractor’s surety and every Subcontractor or the
Subcontractor’s surety shall file certified statements with the public agency in writing, on a form
prescribed by the Commissioner of the Bureau of Labor and Industries, certifying the hourly rate of wage
paid each worker whom the Contractor or the Subcontractor has employed upon the public works, and
further certifying that no worker employed upon the public works has been paid less than the prevailing
rate of wage or less than the minimum hourly rate of wage specified in the Contract. The certificate and
certified statement shall be verified by the oath of the Contractor or the Contractor’s surety or
Subcontractor or the Subcontractor’s surety that the Contractor or Subcontractor has read the certified
statement and certificate and knows the contents thereof and that the same is true to the Contractor or
Subcontractor’s knowledge. Certified statements (also referred to as certified payroll reports) shall be
submitted to the City no later than the 5th day of the following month for which the certified statement
and certificate are being presented, regardless of whether any actual work is performed on the project
or not. This information must be submitted to the City and also retained by the Contractor and
Subcontractor(s) for three years.
Contracting agencies and general contractors are required to withhold 25% of amounts to Contractors if
certified payrolls are not filed by the Contractor as required for work performed on projects subject to
the prevailing wage rate law. Failure of Contractors to comply with the certified payroll filing
requirements of the law, therefore, will result in a negative fiscal impact to those Contractors of up to
25% of their amount owed.
Each worker employed in the performance of this contract, either by the Contractor or Subcontractor or
other person doing or contracting to do or contracting for the whole or any part of the work of the
contract, must be paid not less than the specified minimum hourly rate of wage in accordance with ORS
279C.838 and 279C.840.
ATTACHMENT B
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D. Bonding To Be Filed With The Construction Contractors Board
As specified in ORS chapter 279C, and amended by Oregon Laws 2005, chapter 360, Contractors and
Subcontractors are required to file with the Construction Contractors Board a public works bond with a
corporate surety in the amount of $30,000.00 before starting work on a Contract or Subcontract for a
public works project subject to the provisions of the Prevailing Wage Rate Law (ORS 279C.800 to
279C.870) with a total Contract price greater than $100,000. The bond shall be mailed or otherwise
delivered to the Construction Contractors Board.
Exemptions from the bond requirement may be granted under specific circumstances as outlined in ORS
279C.836(7) for certified disadvantaged, minority, women or emerging small business enterprises. The
Contractor shall contact BOLI regarding qualifications for such exemptions.
If qualified, the enterprise must provide the Construction Contractor’s Board with written notification of
its certification. In addition, the enterprise must notify the City that a public works bond has not been
filed and provide proof of qualification prior to commencing work.
By signing this Contract, the Contractor certifies that the Contractor, and any Subcontractor who will
perform work under this Contract, will file a public works bond with the Construction Contractors Board
as required prior to beginning work on the project.
E. BOLI Ineligible List
As specified in ORS 279C.860 no Contractor, Subcontractor or any firm, corporation, partnership or
association in which the Contractor or Subcontractor has a financial interest who appears on the List of
Contractors Ineligible to Receive Public Works Contracts, as established by the Bureau of Labor and
Industries, shall perform work under this Contract. By signing this Contract, the Contractor certifies that
neither the Contractor, nor any Subcontractor who will perform work under this Contract, appears on the
most current List of Contractors Ineligible to Receive Public Works Contracts.
11. PAYMENT, CONTRIBUTION, LIENS, WITHHOLDING
A. Prompt Payment
Contractor shall 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.
As specified in ORS 279C.515, if the Contractor fails, neglects, or refuses to make prompt payment of
any claim for labor or services furnished to the Contractor or a Subcontractor by any person, or the
assignee of the person, in connection with the public works contract as such claim becomes due, the
City of Springfield may pay such claim and charge the amount of the payment against funds due or to
become due the Contractor by reason of the Contract. The payment of a claim in this manner shall not
relieve the Contractor or the Contractor’s surety from obligation with respect to any unpaid claims.
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 ending upon final payment unless
payment is subject to a good faith dispute as defined in ORS 279C.580.
As specified in ORS 279C.515, 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.
As specified in ORS 279C.530, the Contractor shall promptly, as due, make payment to any person,
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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.
B. Industrial Accident Fund
The Contractor shall promptly pay all contributions or amounts due to the State Industrial Accident Fund
or private carrier of accident insurance from such Contractor or Subcontractor incurred in the
performance of the contract. If a private carrier is used, the Contractor shall notify the City Engineer as
to the carrier's name and address before commencement of the work.
C. No Liens
Contractor shall not permit any lien or claim to be filed or prosecuted against the City of Springfield or
subdivision thereof on account of any labor or material furnished.
D. Withholding
Contractor shall pay to the Department of Revenue all sums withheld from employees under ORS
316.167.
E. Hours
No person will be employed by the Contractor or Subcontractor for more than 10 hours in any one day,
or 40 hours in any one week except in cases of necessity, emergency, or where the public policy
absolutely requires it, and in such cases the person so employed shall be paid at least time and one-half
the regular rate of pay for all times worked in excess of eight hours a day or 40 hours in any one week
when the work week is five consecutive days, Monday through Friday; or in excess of 10 hours a day or
40 hours in any one week when the work week is four consecutive days, Monday through Friday; and for
all work performed on a Saturday, Sunday and on any legal holiday specified in ORS 279C.540.
F. Notice
The Contractor, Subcontractor or other person doing, or contracting to do, or contracting for the whole
or any part of the work on the Contract shall give notice to employees working on the contract project in
writing, either at the time of hire or before commencement of work on the Contract, and by posting a
notice in a conspicuous location which is accessible to and frequented by employees, of the number of
hours per day and days per week that the employee may be required to work as specified in ORS
279C.520. The posting must remain in place for the duration of the job.
12. DEMOLITION
If any demolition is involved, the Contractor shall salvage or recycle "construction" and demolition debris, if
feasible and cost-effective.
13. EMPLOYEE DRUG TESTING
By signing this Contract, Contractor certifies that it currently has in place, and will maintain in place over the
life of the Contract, an employee drug testing program pursuant to ORS 279C.505(2).
14. TERMINATION FOR FAILURE TO COMPLY
Failure to comply with any local, state, or federal laws and regulations shall constitute a breach of Contract
and shall be grounds for Contract termination. Damages or costs resulting from noncompliance shall be the
responsibility of Contractor. Other grounds for termination are set forth in Sections 108.11 and 108.12 of
the Standard Construction Specification of the City of Springfield.
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15. SEVERABILITY
If any provision of this Contract 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 Contract did not contain the particular provision held to be invalid.
16. WAIVER
Failure of the City to enforce any provision of this Contract shall not constitute a waiver or relinquishment by
the City of the right to such performance in the future nor of the right to enforce any other provision of this
Contract.
17. CAPTIONS
The titles to paragraphs of this agreement are solely for the convenience of the parties and shall not be
used to explain, modify, simplify, or aid in the interpretation of the provisions of this Contract.
18. RIGHTS IN DATA
All original written material, including programs, card decks, tapes, listings, and other documentation
originated and prepared for the City of Springfield pursuant to this Contract, shall become exclusively the
property of the City of Springfield. The ideas, concepts, know-how, or techniques developed during the
course of this Contract by the Contractor’s personnel can be used by either party in any way it may deem
appropriate. Material already in the Contractor’s possession, independently developed by the Contractor
outside the scope of this Contract, or rightfully obtained by the Contractor from third parties, shall belong to
the Contractor irrespective of their similarity to materials which might be delivered to the City of Springfield
pursuant to this Contract. The Contractor shall not, however, use any written materials developed under
this Contract in developing materials for others, except as provided in this section.
19. ASSIGNMENT/SUBCONTRACT
The Contractor shall not assign, sell, transfer, subcontract or sublet rights, or delegate responsibilities under
this Contract, in whole or in part, without the prior written approval of the City of Springfield. No such
written approval shall relieve the Contractor of any obligations of this Contract, and any transferee or
subcontractor shall be considered the agent of the Contractor. The Contractor shall remain liable as
between the original parties to this Contract as if no such assignment had occurred.
20. SUCCESSORS IN INTEREST
The provisions of this Contract shall be binding upon and shall inure to the benefit of the parties to this
Contract and their respective successors and assigns.
21. COMPLIANCE WITH ALL GOVERNMENT REGULATIONS
The Contractor shall comply with all Federal, State and local laws, codes, regulations and ordinances
applicable to the work performed under this Contract. Failure to comply with such requirements shall
constitute a breach of contract and shall be grounds for termination of this Contract. Damages or costs
resulting from noncompliance shall be the sole responsibility of the Contractor.
22. ATTORNEY FEES
In the event a lawsuit of any kind is instituted on behalf of the City of Springfield to enforce any provision of
this Contract, the 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.
23. FORCE MAJEURE
Neither party to this Contract 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. The City of Springfield may terminate this
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Contract upon written notice after determining such delay or default will unreasonably prevent successful
performance of the Contract.
24. ACCESS TO RECORDS
The City of Springfield and its duly authorized representatives shall have access to books, documents, papers
and records of the Contractor which are directly pertinent to this Contract for the purpose of making audit,
examination, excerpts and transcripts.
25. AMENDMENTS
The terms of this Contract shall not be waived, altered, modified, supplemented or amended in any manner
whatsoever, without prior written approval of the City of Springfield. No modification of this Contract shall
bind either party unless reduced to writing and subscribed by both parties, or ordered by a Court.
26. NONDISCRIMINATION
The Contractor shall comply with all applicable requirements of Federal and State civil rights and
rehabilitation statutes, rules and regulations.
27. DUAL PAYMENT
The Contractor shall not be compensated for work performed under this contract from any City of Springfield
agency other than the agency which is a party to this contract.
28. REMEDIES
This Contract shall be governed by and construed in accordance with the laws of the State of Oregon, and
any litigation arising out of this Contract shall be conducted in the courts of the State of Oregon, County of
Lane.
IN WITNESS WHEREOF: The said City has caused these presents to be executed by its City Manager
pursuant to a motion duly passed by the Common Council of the City of Springfield, and the said Contractor
has caused these presents to be executed itself.
CITY OF SPRINGFIELD, OREGON CONTRACTOR
By: By:
City Manager’s Signature Name of Company (Please Print)
Date Contractor's Signature
Name: (Please Print)
Title: (Please Print)
Date
Business Address
City State Zip
Phone:
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