Landscape Architect of Record Request for Proposals

Request for Proposal

City of Veneta

Engineers of Record

Veneta, Oregon

Request for Proposals

Pursuant to City Public Contracting Rule (City Rule) 137-048-0220, City of Veneta (City) is conducting a formal selection process for one or more individual consultants. The City anticipates awarding one contract to provide specialized wastewater and back-up general Engineer of Record services and a second primary general Engineer of Record services as independent contractors to the City. Refer to RFP Documents for additional project submittal requirements.

The full Request for Proposals may be obtained from The City of Veneta website ( https://www.venetaoregon.gov/bids.aspx ), and questions posed to:

Kyle Schauer

Public Works Director

City of Veneta

88184 8th Street

PO Box 458
Veneta, OR 97487

(541) 935-2191

kschauer@venetaoregon.gov

Proposals will be received by the City until 4:00 p.m. on Wednesday, September 17, 2025. Responses received after this time will be rejected as non-responsive. Proposers shall submit proposals in a sealed opaque envelope, plainly marked “Confidential: City of Veneta Engineer of Record Proposal” to Kyle Schauer, Public Works Director at the above address. Faxed, emailed, or electronically submitted proposals will be rejected as non-responsive.

I. GENERAL INFORMATION

A. INTRODUCTION

Pursuant to City of Veneta (City) Public Contracting Rule (City Rule) 137-048-0220, the City is soliciting proposals for one or more Engineers of Record to provide engineering services as independent contractors to the City. The City anticipates awarding one contract for specialized wastewater and treatment plant expertise, plus back-up general Engineer of Record services and one contract for primary Engineer of Record. Services typically conducted by the Engineer of Record include, but are not necessarily limited to, the items listed in Article I.D of this RFP. Expertise is required for civil engineering design, construction administration, project management, site development, utility infrastructure planning (including water system, wastewater treatment and collection system, storm drainage system, and local street system), compliance with local regulations, cost estimating, solicitation services, and thorough understanding of municipal engineering practices to effectively manage and oversee public infrastructure projects. Separate contracts may be awarded to firms specializing in certain areas on larger projects. Services may include reviewing and, if necessary, stamping City-produced engineering drawings in accordance with ORS 672. Work shall be provided to City on an as-needed basis, as authorized by task order.

Proposers shall be licensed to practice engineering in the State of Oregon and be members in good standing with the Oregon State Board of Examiners for Engineering and Land Surveying (OSBEELS). The City will consider proposals from engineering firms as well as individual engineers.

B. BACKGROUND

Veneta was incorporated in 1912. The current population is approximately 5,183. The City is a small town located 12 miles west of the Eugene-Springfield metropolitan area in the Willamette Valley. The City Council consists of the Mayor, and four councilors elected from the City at large. The selected consultant will work under the direction of the City Administrator or his designee.

Through the Public Works Department, the City owns and operates various utility systems and infrastructure that serve the residents, including the water system, the wastewater system, the storm drainage system, the park system, and the local street system. The Public Works Department also provides operation and maintenance for City Parks, and general City-owned building maintenance.

The City owns and operates a number of public facilities including the following

A. Water wells (3), storage reservoirs (3), and distribution system of (29) miles of pipe), and a 24” and EWEB supply line.

B. Wastewater collection system (23 miles of gravity/pressure pipe).

C. Wastewater treatment plant (Activated sludge).

D. Storm water collection and disposal system (72 miles of collection pipe, and both public and private detention and treatment facilities.)

E. Transportation system (23 centerline miles).

F. Parks system (9 parks of approximately 40 ac. total)

C. ANTICIPATED SELECTION SCHEDULE

The City anticipates the following general timeline for its selection process. The City reserves the right to change this schedule.

• RFP Advertised Week of August 11, 2025 (Aug. 14th)

• Proposal Due Date Wednesday, September 17, 2025

• Initial Evaluation Scores Announced Wednesday, September 24, 2025

• Invited Price Information Deadline Wednesday, October 1, 2025

• Selection Committee Evaluation Week of October 6, 2025

• Interviews (if conducted) Week of October 13, 2025

• Contract Approval Wednesday, October 29, 2025

• Commencement of Contract Wednesday, November 5, 2025

D. SCOPE OF SERVICES

The following statement of work describes the on-going services that the engineering firm(s) shall provide to the City. These services will be assigned on an as-needed basis, via individual task orders. (See, Exhibit B to the Contract attached to this RFP as Addendum A.) The City will compensate an Engineer of Record for general engineering services based on standard hourly rates and a fee schedule, up to the maximum set in the issued task order. During the performance of any task order, the Engineer of Record will be available on a daily basis for consultation.

Standard Engineering Services

The following statement of work describes typical on-going services that awardees may be asked to provide to Veneta. Once contracts are awarded and executed, services will be assigned on an as-needed basis, via individual task orders in the form attached as Exhibit B to the Contract (attached as Addendum A). The City will compensate Engineers of Record for engineering services based on standard hourly rates and a fee schedule. During the course of any task order, an Engineer of Record is expected to be available on a daily basis for consultation.

• Assist with budgeting, planning, and rate studies (Rate modeling or cost of service studies).

• Suggest and comment on engineering related issues, ordinance modifications and public works design standards and construction specification modifications.

• Assist with GPS/GIS data gathering and information compilation relating to existing infrastructure.

Work with City staff to review or complete federal, state or county permits, applications, or agency notification.

• Work with City staff, organizations and funding agencies to help develop competitive and complete grant applications or funding proposals.

• Act as the City's representative with other state, federal or local governmental agencies.

• Serve as the City's representative during the review, plan approval, construction management, and project closeout phases of any development or planning project prepared by other engineers and submitted to the City for approval. This includes land development projects such as subdivisions or site-specific developments.

• Review preliminary engineering design drawings and design calculations for general conformance with state, county, and city requirements and sound engineering practices.

• Review final submitted construction plans prepared by other professionals and, after acceptance, stamp and sign the drawings as “Approved for Construction” by the CITY ENGINEER OF RECORD.

• Attend pre-application, construction, Planning Commission, City Councilor other meetings as requested by the City.

• Provide detailed design and construction specifications for successful bidding and construction coordination of city infrastructure improvement and maintenance projects.

• Provide project construction observations of public improvements installed as part of private development projects. Verify general conformance with city approved construction plans and specifications.

• Provide project management, engineering design, and construction observation for City public works construction projects.

• Design, review, and provide guidance on stormwater management systems, including compliance with DEQ permitting requirements.

• Provide traffic engineering services including trip generation review, street improvement recommendations, traffic calming strategies, and assistance with pedestrian and bicycle infrastructure design.

• Perform final construction observations and punch lists for completion of private developments and for the City of Veneta project sites, including review of as-built drawings, testing results, as-built certification, project closeout and initiation of the required construction warranty period.

• Perform engineering work pertaining to public records, property acquisitions, condemnations, forfeiture activities, public improvements and improvement districts, public rights of ways, easements, code enforcement, and matters relating to special assessments and public utilities.

• Prepare utility master plans feasibility studies as requested.

• Perform additional basic engineering and special services which cannot be fully described at this time, as requested by the City.

Special Projects

For any special projects, the Engineer(s) of Record shall provide a work order upon written request from the City. The work order shall include a detailed proposal and scope of work, schedule, and cost proposal.

II. PROPOSAL INSTRUCTIONS

A. PROPOSAL SUBMITTAL AND DUE DATE

One original and five copies of each proposal, along with an electronic version on a thumb drive, are to be received at City Hall by 4:00 p.m. on September 17, 2025. Emailed and/or faxed proposals will be rejected as non-responsive. Any late proposals cannot be considered and will be returned unopened. Send or deliver the proposals to:

Kyle Schauer, Public Works Director

City of Veneta

88184 8th Street

PO Box 458

Veneta, OR 97487

Proposals shall be organized as specified in Article II.E, Proposal Contents. The City assumes no responsibility for delayed or undelivered mail or express packages. Proposals which are not delivered by the above specified time and date will not be considered. Faxed or electronically transmitted proposals will be rejected as non-responsive.

B. INQUIRIES

Questions concerning this RFP should be submitted to:

Kyle Schauer

Public Works Director

City of Veneta

88184 8th Street

PO Box 458
Veneta, OR 97487

(541) 935-2191

kschauer@ci.veneta.or.us

C. RESERVATION OF RIGHTS

The City reserves the right to: 1) seek clarifications of each proposal; 2) negotiate a final contract that is in the best interest of the City and the public; 3) reject any or all proposals; 4) cancel this RFP at any time if doing so would be in the public interest, as determined by City in its sole discretion; 5) award the contract to any proposer based on the evaluation criteria set forth in this RFP; 6) waive minor informalities contained in any proposal, when, in the City’s sole judgment, it is in the City’s best interest to do so; 7) request any additional information City deems reasonably necessary to allow City to evaluate, rank and select the most qualified proposer to perform the services described in this RFP; and 8) award to one or more qualified proposer(s).

D. PROTESTS

Proposers are directed to the protest procedures contained in City Public Contracting Rule 137-048-0240.

E. PROPOSAL CONTENTS

1. Proposal Submittal.

Proposals shall be limited to no more than 15 single sided pages, not including covers, divider pages, or resumes. Proposals should be prepared in generally the following format and shall include, at a minimum, the following items:

• The name of the person(s) authorized to represent the proposer in negotiating and signing any agreement which may result from the proposal.

• Qualifications:

o Name and qualifications of the individual who will serve as the City Engineer of Record.

o The names of professional persons who will assist the City Engineer of Record in performing the work and a current résumé for each, including a description of qualifications, skills, and responsibilities. The City is interested in professionals with experience serving small governmental entities and especially serving comparable size cities.

o Specifically address proposer’s familiarity with laws and regulations governing stormwater and transportation systems, including operations, construction and maintenance of the City’s current systems.

• Description of proposer’s expertise the following areas:

o Civil, Electrical, Mechanical and Transportation Engineering;

o Deep well groundwater pumps and water distribution systems;

o Municipal ground/surface water rights acquisition and maintenance of;

o Pump station and gravity wastewater collection systems;

o SCADA system integration;

o Aerated lagoon wastewater treatment with land applied effluent disposal;

o WPCF and NPDES permit regulations and compliance;

o Stormwater management;

o Municipal transportation systems involving state and federal highways;

o Road maintenance techniques and applications;

o Oregon land use law/planning and development related infrastructure issues;

o Public improvement contracting and administration;

o Contract law and intergovernmental agreements;

o Public Utility billing operations and maintenance; and,

o Public finance and infrastructure financing.

• Explanation of proposer’s workload capacity and level of experience commensurate with the level of service required by the City.

• Explanation of proposer’s facilities and availability of support staff.

• Proof of Insurance of $2 million professional liability insurance and $2 million comprehensive and automobile liability insurance. Proof of coverage by Workers’ Compensation Insurance or exemption.

• A list of at least three references from government clients of similar size for whom similar services have recently been provided. (For all references, please include names, phone numbers, and description of work performed.)

• A list of the tasks, responsibilities, and qualifications of any subconsultants proposed to be used on a routine basis and proof of adequate professional liability insurance for any subconsultants.

• Written affirmation that the firm has a policy of nondiscrimination in employment because of race, age, color, sex, religion, national origin, mental or physical handicap, political affiliation, marital status or other protected class, and has a drug-free workplace policy.

• Confirmation that the proposer is a civil engineer licensed to work in the State of Oregon.

• A discussion of proposer’s use of local resources and community involvement.

2. Price Information.

A Proposer may be requested by the City to provide pricing policies, rates and other cost information (collectively, Price Information). Price Information shall not be submitted as part of a proposal, but shall be submitted only when requested by City. Proposers should refer to Section III.B for information on Price Information and associated evaluation procedures.

F. PUBLIC RECORDS

All proposals submitted are the property of the City, thus subject to disclosure pursuant to the public records law, as qualified by ORS 279C.107. Accordingly, proposals received and opened shall not be available for public inspection until after City has awarded and executed an Engineer of Record Contract. Thereafter, except for information marked “Proprietary,” all documents received by City shall be available for public disclosure. The City will attempt to maintain the confidentiality of materials marked “Proprietary” to the extent permitted under the Oregon Public Records law.

G. COSTS

Proposers responding to this RFP do so solely at their own expense.

III. PROPOSAL EVALUATION

A. MINIMUM QUALIFICATIONS

The City will review proposals received to determine whether or not each proposer meets the following minimum qualifications:

• A Civil Engineer licensed to work in the State of Oregon.

• Ability to provide the engineering work needed by the City to the standards required by the City, County and State.

• Has the financial resources for the performance of the desired engineer services, or the ability to obtain such resources.

• An Equal Opportunity Employer and otherwise qualified by law to enter into the attached Engineering Service Contract.

B. EVALUATION CRITERIA

Proposals meeting the above minimum qualifications will be evaluated by the City using the following criteria:

Maximum

Points

Phase I:

1) Specialized experience in the type of work to be performed, (50)

specifically including work for a city of similar size.

2) Qualifications and experience of the staff assigned by (40)

proposer to perform these services.

3) Past experience of proposer and project team members (30)

with relevant county, state, and federal regulatory and

funding agencies.

4) Quality of proposed scope of work, including the proposed (20)

management techniques and practices for City service needs.

5) Familiarity with the City and City locale. (20)

6) Distance from City. (20)

7) Availability and capability to perform the engineering services (30)

described in this RFP on an ongoing basis.

8) References. (20)

9) Interview (If conducted) (25)

SUBTOTAL: 255 Points

Phase II:

Price Information. (45)

Maximum Total Points 300

C. SELECTION

The City is using a qualification-based selection (QBS) process, which includes consideration of price information, as allowed for contracts anticipated to exceed $100,000 pursuant to ORS 279C.110(5). Phase I will consist of an initial evaluation of all proposers and selection of up to three (3) of the most qualified candidates will be made without regard to the price of the services. If the City does not cancel this RFP, after selecting up to three (3) of the most qualified candidates, the City may request Price Information for those top-ranked Proposers, based upon the total score from the initial evaluation.

The City will conduct a Phase II Evaluation, as follows:

1. The submittal requirements for the price of the Phase II only apply to a Proposer that receives a request for Price Information following the City’s evaluation and scoring of Proposals from Phase I.

2. The Price Information may receive up to a maximum of 45 points, giving it a weight of 15 percent in the total evaluation of each Phase II Proposer.

3. If requested to provide Price Information, a Proposer must submit the Price Information to the City within five (5) business days of the date of the City’s request. The City may disqualify a Proposer for a late submission of the Price Information.

4. Pursuant to ORS 279C.110(5)(c)(A), the Price Information shall consist of a schedule of hourly rates that the Proposer will charge for the work of each individual or each labor classification that will perform the professional services. required for Project, in the form of an offer that is irrevocable for not less than ninety (90) days after the date of the proposal; and

5. Pursuant to ORS 279C.110(5)(c)(B), the City requests the Price Information also include:

a. A list of each individual or labor classification that will perform each Project task, together with the hourly rate that applies to the individual or labor classification; and

b. A list of expenses, including travel expenses, that the Proposer expects to incur in connection with completing professional services.

6. A Phase II Proposer requested to provide Price Information may withdraw from consideration for this RFP if the Proposer does not wish to provide a price proposal.

7. The City may interview any Phase II Proposer, but it is not required to interview all Proposers. In an interview the Proposer may be allowed to expand upon information contained in the pricing proposal.

The evaluation committee will consist of three (3) members. Each member shall complete an evaluation sheet ranking each qualified proposer against the weighted criteria set forth in Article III.B of this RFP. Completed evaluations shall be combined and tallied. The City reserves the right to interview one or more of the highest ranked candidates by telephone or in person. Upon completion of its evaluation process, the evaluation committee may either recommend one or more firms to be appointed as Engineers of Record or the committee may recommend up to three (3) firms with specialized expertise to be interviewed by the City Council.

If the City does not cancel the RFP after receipt of the evaluation committee’s scoring results and recommendation, the City will begin negotiating a contract with the highest-ranking candidates. The City shall direct negotiations toward obtaining written agreement on the Engineers’ performance obligations, fees, rates, and a payment methodology that is fair and reasonable to the City, and any other provisions the City believes to be in the City’s best interest to negotiate. The City will negotiate with the highest-ranked proposer(s). If negotiations are unsuccessful, the City may proceed to negotiate with the next most qualified proposer.

If the City and each selected candidate are unable for any reason to negotiate a contract at a compensation level that is reasonable and fair to the City, the City shall, either orally or in writing, formally terminate negotiations with that selected candidate. The City may then negotiate with the next most qualified candidate. The negotiation process may continue in this manner through successive candidates until one or more agreements are reached or the City terminates this RFP.

It is the desire of the City to have one or more new engineer of record contracts in place no later than November 5, 2025.

D. CONTRACT

The City desires to enter into one or more professional services agreement(s) in the form attached, which together will include all services necessary for this position, whether or not the services are specifically outlined in this RFP.

The selected proposer(s) are expected to sign the attached written agreement, which will incorporate this RFP and awardee’s proposal. Submittal of a proposal indicates a proposer’s agreement with and intent to be bound by the terms of the attached contract. Any open terms in the attached contract will be completed, based upon awardee’s proposal. Negotiations shall be limited to cost and any other terms the City chooses to negotiate, in City’s sole discretion.

The City anticipates payment for services on an hourly basis and reserves the right to negotiate a compensation package that is fair and reasonable to the City, as determined solely by City.

The City plans to enter into one or more three (3) year agreements, as needed, which thereafter may individually be extended upon written consent of both parties for up to two (2) additional two (2) year terms.

The agreement requires that awardees will comply with all applicable federal and state laws, rules and regulations.

This RFP does not obligate the City to award a contract and may be modified or canceled at any time.

Veneta is an Equal Opportunity/Affirmative

Action Employer

Women, Minorities and Disabled Persons

are encouraged to apply

THIS SOLICITATION IS NOT AN IMPLIED CONTRACT AND MAY BE MODIFIED OR REVOKED WITHOUT NOTICE.

Addendum A: Engineer of Record Contract

CITY OF VENETA

ENGINEER OF RECORD CONTRACT

This Contract is by and between the City of Veneta (“City”) and ______________ (“Engineer”) for the performance of [specialized/general] city engineering services for City, on an as needed basis.

A. RECITALS

City has conducted a formal solicitation for proposals from qualified engineering firms pursuant to City Public Contracting Rules Division 48.

Engineer submitted its proposal, having examined the Request for Proposals (RFP), and was chosen as the most highly qualified engineer, best suited to meet City’s needs pursuant to the RFP criteria.

City has awarded this contract to Engineer.

B. CONTRACT EXHIBITS

The following exhibits are hereby incorporated by reference into this Contract:

Exhibit A – Scope of Work

Exhibit B – Task Order Form

Exhibit C – Oregon Personal Services Public Contracting Code Requirements

Exhibit D – Request for Proposal

Exhibit E – Engineer’s Proposal and Schedule of Rates and Charges

In the event of a conflict between this Contract and its exhibits, the terms of this Contract shall prevail, followed by Exhibit B, C, A, D, then Exhibit E, in that order.

C. CONTRACT

1. Term and Authorization to Proceed

1.1 The term of this Contract shall be from its execution to ___________, 20___, for an initial three (3) year term. Thereafter, it may be extended for up to two (2) additional one (1) year terms upon written consent of both parties. Such extension(s) will consider adjustment to Engineer’s schedule of charges attached within Exhibit E to this Contract. Such extension(s) will consider adjustment to Engineer’s schedule of charges, attached within Exhibit D to this Contract.

1.2 Execution of this Contract by the parties authorizes Engineer to proceed with the work under the provisions of this Contract, upon issuance of one or more written task work orders by City.

2. Scope of Work

2.1 Engineer shall provide all services and deliver all materials as specified in the attached Exhibits A through E, which are hereby incorporated into this Contract by this reference, and as may be described by future task work order or addenda to this Contract.

2.2 Engineer will, in the rendering of its services to City, use its best efforts and due diligence and provide such personnel as are necessary to successfully provide the services covered.

2.3 Task Orders. Task orders in the form attached as Exhibit B shall be used as the sole basis to authorize all Work related to this Agreement. Task orders are subject to all terms of this Contract and shall establish the assigned Scope of Work, delivery schedule, and total compensation that reflects an identified payment methodology, the rates set in Exhibit E, hours, and includes any reimbursables. Task orders that do not meet these requirements shall not bind the parties and no further compensation will be paid for any Work performed.

City shall have the right to request Work outside the scope of any task order to this Contract and to cancel a portion of the Work at any time. A task order amendment shall set compensation for all additional Work requested and a reduction thereto, in the event City cancels Work. City shall not be liable for profits lost due to cancelled Work. Engineer shall perform no Work outside the scope of any task order to this Contract until the parties have signed a modification to the task order that describes the Work and contains the terms of payment. Engineer shall not be entitled to payment for Work outside the scope of a task order, unless the parties signed a modification to the task order before Engineer performed that Work. Engineer shall not make modifications to the task orders or standard terms and conditions of this Contract except in writing, signed by both parties.

3. Compensation

3.1 Compensation. For the services described and performed by Engineer, the City agrees to pay, and the Engineer agrees to accept, compensation in accordance with the Schedule of Rates and Charges, attached within Exhibit E.

3.2 Invoices.

a. Invoices for services of Engineer shall be billed to the City on a time and materials basis in summary form, itemized by projects and/or Task Orders, on or about the end of the first full business week of each month, for all services performed through the last day of the previous month.

b. Engineer will provide in its invoices a detailed description of hours billed to assist City in correctly allocating costs to separate projects, or may modify the billing statement into a format that is agreeable to both parties. Reimbursable expenses shall be itemized and backup invoices provided if required by City.

3.3 Payments.

a. City will review Engineer’s invoice and within ten (10) days of receipt notify Engineer in writing if there is a disagreement or dispute with the invoice. If there are no such disputes with the invoice, City shall pay the invoice amount in full within thirty (30) days of invoice date.

b. If City fails to make any payment due Engineer for services and expenses within thirty (30) days of the date on Engineer’s invoice therefore, late fees will be added to amounts due Engineer at the rate of 1.0 percent (1%) per month from original invoice date. Invoices in dispute are not subject to such late fees until such time as they are no longer in dispute. In addition, Engineer may, after giving seven (7) days written notice to City, suspend services under this Contract until Engineer has been paid in full all amounts due for services, expenses, and charges, except any invoices in dispute.

4. Engineer Is an Independent Contractor

4.1 Engineer shall be an independent contractor for all purposes and shall be entitled to no compensation other than the compensation provided for under this Contract. While City reserves the right to set various schedules and evaluate the quality of Engineer’s completed work, City cannot and will not control the means and manner of Engineer’s performance. Engineer is responsible for determining the appropriate means and manner of performing work.

4.2 Engineer is responsible for all federal and state taxes applicable to compensation and payment paid to Engineer under this Contract and will not have any amounts withheld by City to cover Engineer’s tax obligations.

4.3 Engineer is not eligible for any City fringe benefit plans.

4.4 No Authority to Bind City. Engineer 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.

5. Notices

All notices provided for hereunder shall be in writing and shall be deemed to be duly served on the date of delivery if delivered in person, when receipt of transmission is generated by the transmitting facsimile machine if delivered by facsimile transmission, on the day after deposit if delivered by overnight courier, or three days after deposit if delivered by placing in the U.S. mail, first-class, postage prepaid. Any notice delivered by facsimile transmission shall be followed by a hard copy. All notices shall be addressed as follows:

City: Matt Michel

City Administrator

City of Veneta

88184 8th Street

P.O. Box 458

Veneta, OR 97487

Phone: (541) 935-2191

Fax: (541) 935-2121

mmichel@venetaoregon.gov

Engineer: ____________________________

____________________________

____________________________

Phone: _____________________

Fax: ________________________

6. Indemnification

Engineer shall indemnify, hold harmless, and defend the City and its representatives, officers, councilors, and employees from and for any loss, claim, or tort brought by third parties, including legal fees and costs of defending actions or suits, resulting directly or indirectly from the negligent performance, omission, or fault of Engineer and its employees, representatives, and subcontractors. If the loss or claim is caused by the joint concurrent negligence or other fault of City and Engineer, the loss or claim shall be borne by each in proportion to the degree of negligence or other fault attributable to each.

Notwithstanding the foregoing, the Engineer has no duty to defend the City against a claim for professional negligence relating to the professional services Engineer provided under this Agreement, except to the extent that the Engineer’s liability or fault is determined by adjudication or alternative dispute resolution or otherwise resolved by settlement agreement, and subject to the proportionate fault limitation, above.

Engineer’s obligations under this Section 6 shall survive the expiration or earlier termination of this Contract.

7. Insurance Requirements

7.1        During the term of this Contract, Engineer shall maintain, at its own expense, the following types of insurance in the following amounts:

a.         Comprehensive general liability insurance, including coverage for premises operations, independent contractors, protected products, completed operations, contractual liability, personal injury, and broad form for property damage (including coverage for explosion, collapse, and underground hazards):

$2,000,000 – each occurrence (bodily injury, property damage liability, personal/ advertising injury, products and completed operations coverage and contractual liability coverage for the indemnity provided under the Contract)

$4,000,000 – general aggregate

Coverage shall also include contractual liability coverage for the indemnity provided under this Contract.  (Proof of coverage will be attached to this Contract).

b.         Automobile Liability insurance limit shall not be less than $1,000,000 combined single limit per accident, including coverage for all owned, hired, or non-owned vehicles, as applicable.  (Proof of coverage will be attached to this Contract).

c.         Workers’ Compensation and employer’s liability insurance per ORS Chapter 656.  The employer’s liability limit shall not be less than $1,000,000 per occurrence.  (Proof of coverage will be attached to this Contract).

d.         Professional Liability (Errors and Omissions) insurance covering Engineer’s liability arising out of negligent acts, errors or omissions in its performance of work or services under this Contract.  Such policy will have a combined single limit of not less than $2,000,000 per each claim, incident or occurrence and a $4,000,000 aggregate.  Such policy will be either on a claims made basis and will have an extended claims reporting period of five (5) years after final completion or on an occurrence basis.  (Proof of coverage will be attached to this Contract).

e.          Umbrella Excess Liability:  Excess umbrella liability insurance shall not be less than $5,000,000 per occurrence and shall be at least as broad and apply in excess and follow form of the primary liability coverages required hereinabove in the amount of. The policy shall provide “drop down” coverage where underlying primary insurance coverage limits are insufficient or exhausted.

f..         The limits required in this Section 7.1 may be met with a combination of underlying and umbrella coverage.

7.2 Except as required in 7.1(d) above, if any of the above required insurance is arranged on a “claims made” basis instead of an occurrence basis, “tail” coverage will be required at final completion or termination of this Contract for a duration of two (2) years.

7.3 Policies shall provide that City, its Council, officers, representatives, employees, and agents will be included as an additional insured with respect to the coverages required in Section 7.1(a) and Section 7.1(b) and a waiver of subrogation against them shall be obtained for all coverages.

7.4 All coverages under Section 7.1 shall be primary over any insurance City may carry on its own. City shall procure and maintain general liability insurance during the full term of this contract which provides insurance coverage up to the limits of the Oregon Tort Claims Act, in connection with any actions suit, or claim from any third party caused by City’s negligent acts, omissions, activities or services by City or its officers, employees or agents.

7.5 City shall be solely responsible for any loss, damage or destruction to its own property, equipment, and materials used in conjunction with the work or services under this Contract if the loss, damage or destruction is due to the City’s negligence or fault.

7.6 All policies of insurance shall be issued by good, responsible companies that are qualified to do business in the State of Oregon and listed by A.M. Best as an A- VIII or above.

7.7 Engineer shall furnish City with certificates of insurance evidencing all required coverages prior to commencing any work or services under this Contract. If requested by City, Engineer shall furnish City with executed copies of such policies of insurance. Engineer shall furnish City with at least 30 days’ written notice of cancellation of, or any modification to, the required insurance coverages. Failure to maintain any required insurance coverages in the minimum required amounts shall constitute a material breach of this Contract and shall be grounds for immediate termination of this Contract.

8. Workers’ Compensation

8.1 Engineer, its subconsultants, if any, and all employers working under this Contract are subject employers under the Oregon Workers’ Compensation Law and shall comply with ORS 656.017, which requires them to provide workers’ compensation coverage for all subject workers.

8.2 Engineer warrants that all persons engaged in Contract work and subject to the Oregon Workers’ Compensation Law are covered by a workers’ compensation plan or insurance policy that fully complies with Oregon law. Engineer shall indemnify City for any liability incurred by City as a result of Engineer’s breach of the warranty under this Section.

9. Hours of Employment

Engineer shall comply with all applicable state and federal laws regarding employment.

10. Assignment

Engineer may not assign any of its responsibilities under this Contract without City’s prior written consent, which consent may not be withheld in City’s sole discretion. Engineer may not subcontract for performance of any of its responsibilities under this Contract without City’s prior written consent, which consent shall not be unreasonably withheld. Engineer’s assigning or subcontracting of any of its responsibilities under the Contract without City’s consent shall constitute a material breach of this Contract. Regardless of any assignment or subcontract, Engineer shall remain liable for all of its obligations under this Contract.

11. Labor and Material

Engineer shall provide and pay for all labor, materials, equipment, tools, water, heat, utilities, transportation, and other facilities and services necessary for the proper execution and completion of all Contract work, all at no cost to City other than the compensation provided in this Contract.

12. Ownership of Work and Documents

12.1 Ownership of Work, Unauthorized Use of Work. All work performed by Engineer and compensated by City pursuant to this Contract shall be the property of City upon full compensation for that work performed or document produced to Engineer, and it is agreed by the parties that such documents are works made for hire. Engineer hereby conveys, transfers and grants to City all rights of reproduction and the copyright to all such documents. However, in the event City reuses or modifies any engineering documents furnished to City by Engineer, without Engineer’s involvement or consent, then Engineer shall not be responsible for the materials.

12.2 Intellectual Property.

a. The interest in any intellectual property, including but not limited to copyrights and patents of any type, arising from the performance of this Contract shall vest in City, except for work exempted by Section 12.2.b below. Upon request, Engineer shall execute any assignment or other documents necessary to give effect to this Section. Engineer will retain a nonexclusive right to use intellectual property vested in City as part of this Contract.

b. Engineer shall retain all intellectual property rights (including but not limited to copyrights and/or patents of any type) for work completed by Engineer prior to execution of this Contract, or completed for other clients or outside of the scope of this Contract. This includes but is not limited to design elements developed on previous projects, as well as standard contract documents, standard specifications, design standards manuals, standard details or other standard documents, details or drawings developed prior to execution of or outside the scope of this Contract.

c. City will retain a nonexclusive right to utilize documents and materials provided to City by Engineer which are excluded under Section 12.2.b, but shall not profit from such use, and shall not provide these documents or materials for use by other jurisdictions without authorization from Engineer.

13. Termination or Suspension for Convenience

13.1 This Contract may be terminated or suspended by mutual consent of the parties upon written notice.

13.2 In addition, City may terminate or suspend all or part of this Contract upon determining that such action is in the best interest of City by giving seven (7) days’ prior written notice, without waiving any claims or remedies it may have against Engineer.

13.3 Upon termination under this Section, Engineer shall be entitled to payment in accordance with the terms of this Contract for Contract work completed and accepted before termination less previous amounts paid and any claim(s) City has against Engineer. Only if previously approved in writing by City will City pay Engineer’s reasonable costs actually incurred in the orderly closing out of specific work tasks or projects underway under this Contract. Pursuant to this Section, Engineer shall submit an itemized invoice for all unreimbursed Contract work completed before termination and any previously approved Contract closeout costs actually incurred by Engineer. City shall not be liable for any costs invoiced later than thirty (30) days after termination, unless Engineer can show good cause beyond its control for the delay.

14. Termination or Suspension for Cause

14.1 City may terminate or suspend this Contract effective upon delivery of written notice to Engineer, or at such later date as may be established by City, under any of the following conditions:

a. If City funding is not obtained and continued at levels sufficient to allow for purchases of the indicated quantity of services. The Contract may be modified to accommodate a reduction in funds.

b. If federal or state regulations or guidelines are modified, changed, or interpreted in such a way that the services are no longer allowable or appropriate for purchase under this Contract or are no longer eligible for the funding proposed for payments authorized by this Contract.

c. If any license or certificate required by law or regulation to be held by Engineer to provide the services required by this Contract is for any reason denied, revoked, or not renewed.

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