Frahler Electric Company ~ C120065 Contract Number#L 1 P-CO40 S
CITY OF TIGARD,OREGON
PUBLIC CITY
FROMd ENj'CONTRACT–PWR COVERED PROJECT
s 10.0 MG RESERVOIR ACTIVE HARMONIC FILTERS
THIS CONTRACT,tnade and entered into this 8ffi dap of March 2012,by and between the City of Tigard, a
municipal corporation of the State of Oregon, hereinafter called City, and Frahler Electric Company,
heteinafter called "Contractor",duly authorized to petfottm such services in Oregon.
WHEREAS, the City requires services which Coactor its RECITALS able ofproviding,
heteinafter described;and P under terms and conditions
WHEREAS,time is of the essence in this contract and all work under this contract shall be completed within
the time period stated in the Bid Proposal;
'I'HEREF®RE,in consideration of the promises and
follows: covenants contained herein,the parties hereby agree as
1. Services E.
TERMS OF AGRE.AjENT
Contractor's services under this Agreement shall consist of the following:
The work to be performed under these specifications and drawi
materials and engs consists of furnishing all labor,
quipments as detailed in Attachment A, necessary for the installation of active
harmonic filters at the City's 10.0 MG Reservoir site-
2.
iteZ. Prevailing Wqge
The provisions of U.S. Department of.Labor's Labor Standards Provisions (29 CFR Part 5.5), ORS
Chapters 279A and 279C,and all other Oregon and Federal provisions pertaining to n initnum salaries
and wages shall be incorporated by reference as if fully set forth in any contract resulting from this
Invitation to Bid. The successful bidder shall agree that the workmen in each or occupation
required for the work to be done pursuant to the resultingcan
of
the resulting contract, either by the successful bidder any subcontractor OreinployeOther ther in theperson doing ce or
coattacting to do any part of the work contemplated by the Contractor shall be paid not less than the
prevailing,minimum hourly rate of wage specified by the Commissioner of the Bureau of Labor, and
attached hereto.
Notwithstanding any other provision of law and in a manner consistent with other provisions of this
Act, all laborers and mechanic employed by contractors and sub-contractors on projects funded
directly by or assisted in whole or in part by and through the Federal Government pursuant to this Act
shad to paid wages at rates not less than those Prevailing on projects of a character s" in the locality
as determined by the Secretary of Labor in accordance with subchapter N of chapter 31 of title 40,
United States Code (`Davis Bacon'). With respect to the labor standards specified in this
Secretary of Labor shall have the authority and functions set for in Reore
ganization Plan Numbered section, the
of 1950 (64 Stat 1267;S U.S.C.App.) and section 3145 of 14
title 40,United States Code.
Oregon law requires that workers on projects funded in whole ahi in Part with federal funds that rt✓quire
- ----
federal (Davis Bacon_preva�Ttng-mage fates will be id the
rates or
paid er of either the federal
---_ —Davis Bacon
prevailing wage rates (also called .q'WR I. In addition, the project is also subject.to
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compliance with all Bureau of Labor and Industries (BOLI} requirements. See QRS 279C.800 at
http://www k state of us/ots1279c htmL
House Bill 2021 enacted during the 2007 Assembly of the Oregon
Matures a public 14,11Y
liable anyWages, ftinge benefits, and liquidated damages unpaid
to workers as a result of the public
agency failing' to include information about ptevai % wage rat
ces in the specifications for public
ontracts. This law was effective Januaty 1,2008.
For contracts$50,000 or greater,the City shall pap a fee equal to one
of one percent(.001) of the
ore the first progress payment or 60 daps from.the
price of the contract The fee shall be paid on or bef
date work first began on rite. contract, whichevet comes first. The fee is payable to the Bureau of
Labor and Industties and shall be mailed or othetwisI-delivered to the Bureau at the following address:
Bureau ofLabor and Industries
Wage and Hours.Division
Prevailing Wage Unit
800 NE Oregon Street;#32
Portland,Oregon 97232
Contractor shall provide proof as requested to the City prior to the beginning of any of the mock that
rhe Contractor has fled a public Works bond with a corporate surety in the atno wt of$30,000 with the
Construction Contractors Board as required unclear Oregon,PWR law. Contractor shall also require in
every subcontract to this Agreement that the subcontractor file a public works bond with the
Construction Contractors Board in the amount of 830,000 prior to
otherwise exempt" starting work on this project unless
3. Mandato Pre-Construction Conference
Under the 191:1ixements of the Davis Bacon Act, a preconsttuction conference will be held after the
contract award, but prior to the start of construction. Those attending the conference must include e
representative of the developer.and the payroll clerk of the Contractor. The conferencincl
e
thorough instructions relative to all labor standatds xequitement�. ] ude
4. Contract Docurnems
The Cantractar is hereby bound to comply wi&all requirements of this aan e
gre
modifications in conditions as set fortthe- special conditions and
ment;the Contra.ctor's
ptoposat, the detaded specifications and requirements, the d=wings,
forth in the documents prepared y the Cita'and the performance
pertaining to this contract;in the City of Tigatd, Oregon, and by this reference made a part hereof to
the same legal force and effect as if set forth herein in fWL
5. City's Representative
For purposes hereof the City's authorized representative will be Rob Murchison, Project Engineer,
who can be reached snip snail at 13125 SW Hall Blvd., Tigard, Oregon 97223; by telephone at (503)
718-2699;of via email at row ' d-or gov.
�. ConUact tesentative
For purpose hereot the Contractor's authorized representative will be Dan Petdn, Project lblanager,
who can be reached by mail at 11860 SW Gleenburg Road, '
639-4627;or via email at daan@&,hlerelectdc com Tigard,
Oregon 97223;by phone at (503}
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7. Contractor Identification Contract Number
The City of Tigard Business Tax is requited from the Contractor. Chapter 5.4 of the Tigard
Municipal Code states any business doing business in the City of Tigard shall pay a City of Tigatd
Business Tax. No contracts shall be signed prior to the obi inintr of the City of Tigard Business
Tax. Contractor shall complete a Federal W-9, Request for Taxpayer Identification Number and
Certification Form for the City as well as provide the Contractor's Duns and Central Contractors
Registry (CCR) numbers. Federal Taxpayer Identification, Duns, and CCR numbers shall also be
Provided to the City for all sub-contractors on this project
8. Cons ensation.
Work under this ITB's resulting contract will.be funded,in part or in its entirety,with federal funds
from the American Recovery and Reinvestment Act through the Safe Drinking Water Revolving
Loan Fund.
A. Progress Payments:- City agrees to pay Contractor Forty Favre`I`housand Nine Hundred
Sixty One and 121104 I gHm W5,961.= for performance of those services provided
hereunder, which payment shall be based upon the following applicable tetras:
Payment shall be based upon the unit prices bid by the Contractor, as listed in attached
proposaL Contractor shall prepare and submit each month to the City Project Manager, 13125
SW Hall Blvd., Tigard, Oregon 97223, a statement of services rendered, (indicating the
description of each service used in the proposal and the dollar amount of each service
completed through the stated date), together with a request for payment duly verified by the
Contractor's Representative.
Payment by the City shall release the City from any further obligation for payment to
Contractor for services performed or expenses incurred as of the date of the statement of
services. Payment of installments shall not be considered acceptance or approval of any work
or waiver of any defects therein. City certifies that sufficient funds are available and authorized
for expenditure to finance costs of this contract,
Contractor shall include proof of payment to any and all subcontractors and suppliers with
each statement submitted to the City. The City shall retain the tight to withhold payments if
requited proof of payment to subcontractor andsuppliers is not included with a statement
As required under State of pregon Prevailing Wage Rate (PWR) Law, the City shallwithhold
25% of any progress payment amounts owed to Contractor if Contractor has failed to file
certified payrolls sheets with the City
Costs associated witli the green inftastructure components of this projects must be tracked
separately by the City and Contractor. Contractor shall break these cost out separately on any
billed invoice. The City will identify the green components prior work start
B. T'M'ngof Payments:Progress payments,less a five percent retainage as authorized by QRS
2790.555, shall be trade to the Contractor within twenty (20) days of the City's receipt of the
statement of services..The Contractor agrees that the"Tune.of Completion"is defined herein.,
and agrees to complete the work by said date. The Contractor and City agree that the City will
suffer damages each day the work remains uncompleted after the Time of Completion and
that the amount of those _ are difficult to calculate_ Contractor_and Cz ee_thata --..._..__..
-------------- -- -- t3'
reasonable .amount of .damages for _late Substantial Completion is 500 per P $2, p day and .
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Contractor agrees to pay damages in that amount if the work is not completed by the
Substantial Time of Completion, Contractor and City agree that a reasonable amount of
damages for late Final Completion is $1,000 per day and Contractor agrees to pay damages in
that amount if the work isnot completed by the Final Time of Completion. -
C. Time of Completion: Work shall be substantially completed on or before May 1, 2011.
Substantially completed, as defined generally within paragraph 14.8 of the General.Conditions
and more specifically herein, shall be when the Contractor and City agree that the entire Work
is operational following successful testing and startup and the City is able to take possession
of and have full operational use of the facilities. The Work shall be completed and ready for
final payment in accordance with paragraph 14.13 of the General Conditions on or before
October 1,2011.
D. Final Payment:The Contractor shall notify the City in wsittng when the Contractor considers
the project complete,and the City shall,within 15 days after receiving the written notice, either
accept the work or notify the Contractor of work yet to be performed on the contract
Upon acceptance by the City, the entire balance due to the Contractor,including the retained
percentage, shall be paid to the Contractor, by the City within 30 days after the date of said
final acceptance.
The City shall pay to the Contractor interest at the rate of one and one-half percent pet month
on the final payment due the Contractor, to commence 30 days after the work under the
Contract has been completed and accepted and to ran until the date when final payment is
tendered to the Contractor. If the City does not,within 15 days after receiving written notice
Of completion, notify the Contractor of work yet to be performed to fi-LI contractual
obligations, the interest provided by this subsection shall commence to run 30 days after the
end of the 15-dap period
As a further conditions of final acceptance, the City may require the Contractor to submit
evidence, satisfactory to the City's Representative, that all payrolls, material bills, and other
indebtedness connected with the project have been paid, except that in case of any disputed
indebtedness or liens,the Contractor may submit in lieu of evidence of payment,a surety bond
satisfactory to the City guaranteeing payment of all.such disputed amounts when adjudicated in
cases where such payment has not already been guaranteed by surety bond.
9. Bun American
The Contractor acknowledges to and for the benefit of the City of Tigard and the State of Oregon that
it understands the goods and services under this Agreement are being funded with monies made
available by the federal American Recovery and Reinvestment Act of 2009 (ARRA) (or ate being made
available for a project being funded with monies made available by the federal ARRA) and such law
contains provisions commonly known as "Buy American" that require SII of the iron, steel, and
manufactured goods used in the project be produced in the United States (`Buy American
Requirements")including iron, steel,and manufactured goods provided by the Contractor pursuant to
this Agreement The Contractor hereby represents and warrants to and for the benefit:of the City and
the State of Oregon that:
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E. Contractor certifies that it currently has a City business license or will obtain one prior to
delivering services under this Agreement
F. Contractor is not an offices, employee, or agent of the City as those terms ase used in ORS
30.265.
11. Subcontracts-Assig nment&Delegation
Contractor shall,submit a list of Subcontractors for approval by the City,and Contractor shall be fully
responsible for the acts or omissions of any Subcontractors and of all persons employed by there,and
neither the approval by City of any Subcontractor nor anything contained herein shall be deemed to
create any contractual relation between the Subcontractor and City.
This agreement, and all of the covenants and conditions hereof, shall inure to the benefit of and be
binding upon the City and the Contractor respectively and their legal representatives. Contractor shall
not assign any rights not delegate any duties incurred by this contract, ox any part hereof without the
written consent of City,and any assignment or delegation in violation hereof shall be void.
Effective January 1,2006,Oregon law requires that workers on projects fittded in whole or in part-with
federal.finds that require federal (Davis Bacon)prevailing wage rates ww&be paid the higher of either
the fedetal Davis Bacon rates or Oregon prevailing wage rates (also called "PWR . In addition, the
project-is also subject to compliance with all Bureau of Labor and.Industries (BOL) requirements. See
QRS 279c.800 at http.-www-leg-state-or.us/ors/279c.httnl
1.2. Non-Discrimination &Disadvantaged Business Enterprises
The Contractor shall not discriminate on the basis of race, color, national origins or sex in the
performance of the contract The Contractor shall carry out applicable requirements of 40 CFR part 33
in the'award and administration of contracts awarded under EPA financial assistance agreements.
Failure by the Contractor to catty out these requirements shall be considered a material breach of the
contract which may result in the termination of the contract or other legally available.remedies.
Contractor shall ensure that a good faith implementation of the six good faith efforts for procutement
from all types of Disadvantaged business Enterprises is in place prior to any work under this contract,
Documentation demonstrating that these six good faith efforts have been taken-must be included and
maintained in a monthly report to the City for the project's files. The six good faith efforts in soliciting
subcontractors shall be as follows:
A. Ensure DBEs are made aware of contracting opportunities to the fullest extent practicable
through outreach and recruitment activities.
B. Make information on forthcoming opportunities available to DBEs and arrange time.frames
for contracts and establish delivery schedules,where the requirements permit,in a way that
encourages and facilitates participation by DBEs in the competitive process. This includes,
whenever possible,posting solicitations for bids or proposals for a minitm]tn of 30 calendar
days before the bid or proposal closing date_
C. Consider in the contracting process whether firms competing for large contracts could
subcontract with DBEs. This map include dividing total requirements,when economically
feasible, into smaller tasks or quantities to permit Mai-irnum participation by DBEs in the
------competitive process; --
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A. The Contractor has reviewed and understands the Buy American Requitemmnts,
B. All of the.iron, steel, and manufactuted goods used in the project will be and/or have been
produced in the United States in a manner that complies with the Buy American
Requirements,unless a waiver of the requirements is approved,and.
C. The Contractor willl provide any further verified information, certification or assurance of
compliance with this condition, or documentation of a waiver and information necessary to
support a waiver of the Buy American Requirements, as may be requested by the City or the
State of Oregon
Notwithstanding any other provision of this Agreement, any failure to comply with Ibis condition by
the Contractor shall permit the City or the State of Oregon to -recover as damages against the
Contractor any loss,expense, or cost Cmcluding without limitation attorney's fees)incuxted by the City,
ot State of Oregon resulting from any such fa>7ure (ncluding without limitation any impairment or loss
of finding whether in whole or in part, from the State or the Environmental Protection
ency, as
the case may bor indemnification owed to the State of Oregon by the City)
y e�or any damages . While
the Contractor has no direct contractual privity with the State of Oregon, as a lender to the City, for
the fending of its project, the City and the Contractor agree that the State is a third party beneficiary
and neither this condition (nor any other provision of this Agreement necessary to give this condition
force or effect) shall be amended or waived without the prior written consent of the State.
10. Status Of Contractor As Independent Contract
Contractor certifies that
A. Contractor acknowledges that for all purposes related to this Agreement, Contractor is and
shall be deemed to be an independent Contractor as defined by ORS 670.600 and not an
employee of City,shall not be entitled to benefits of any kind to which an employee of City,is
entitled and shaIl be solely responsible for all payments and taxes required by law.
Furthermore, in the event that Contractor is found by a court of law or any adnninistcative
agency to be an employee of City for any purpose, City shall be entitled to offset
compensation due, or to demand repayment of any amounts paid to Contractor under the
terms of this Agreement, to the full extent of any benefits or other remnuneration Contractor
receives (from- City or third Patty) as a result of said finding and to the fill extent of any
payments that City is required to make (to Contractor or to a third'patty) as a result of said
finding.
B- The undersigned Contractor hereby represents that no employee of the City, or any
Partnership or corporation in which a City employee has an interests has or will receive any
remuneration of any description from Contractor, either directly or indirectly, in connection
with the letting or performance of this Agreement,except as specifically declared in writing.
C. If this payment is to be charged against Federal funds, Contractor certifies that he or she is not
currently employed by the Federal Government and the amount charged does not exceed his
or her normal charge for the type of service provided.
D. Contractor and its employees,if any, are not active members of the Oregon Public Employees
Retirement System and ate not employed for a-total of 600 hours or more in the calendar year
by any public employer participating in the Retirement System
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D* Encourage contracting with a consortium of DBEs when a contract is too
these firms to handle individually. large for one of
E. Utilize the services of the Small Business Administration (SBA) and the 1Vl=ino "
Development Agency of the Department of Commerce. my Business
F. Require the sub-contractors to take these six good-faith efforts in subcontracting with
Disadvantaged Business Enterprises fox any secondary subcontract that they let.
13. Contractor-papnent of Benefits-Hours of Work
A. The Contractor shalL•
1) Make payment promptly, as due, to all persons supplying to such Contractor labor or
material for the prosecution of the work provided for in this contract;
Z) Pap all contributions or amounts due the under the Industrial Accident Fund form the
Contractor or subcontractor incurred in the performance of this Agreement;
3) Pap to the Department of Revenue all
ORS 316.167. sums withheld from employees pursuant to
¢) Not permit any lien or claim to be filed or prosecuted against the City ofd'
account on
account of any labor or material furnished;
B. The Contractor or the Contractors Surety and every Subcontractor or the Subcontractor's
Surety shall fide certified statements with the City in writing is form pxescsibed b the
Commissioner of the Bureau of Labor and Industries, rate p
each woAer which the Contractor or the Subcontractor hasp p Dyed upon echo ubh work
f wage aid
and further cettifyiug that no worker employed upon such public work has been paid less than
the prevailing rate of wage,which certificate and statement shall be
e oath of the
Contractor or the Contractor's Surety,or Subcontractor or the Subc Victor's d by Sur that the
Contractor or Subcontractor has read such statement and certificateand knows the
thereof and that the same is true to the Contractor`s or Subcontractor, contents
s knowledge.
I) The certified s-tatemeats shall set out accurately and completely the payroll records for
the prior week, including the same and address of each work
classification,rate of pap, daily and weekly number of hours worked, deductions made
and acct rages paid, .
2) Each certified statement required herein shall be delivered or
or Subcontractor to the Ci mailed by the Contractor
City. A true copy of the certified statements shall also be filed
at the same time with the Commissioner of the Bureau of Labor and Industries.
Certified statements shall be submitted as follows:
a) For any proje� 9() daps or less from the date of the award of the contract to
the date of completion of work under the contra
submittedct first once before the the Statements shall. be
payment �,s
payruent is made of any sutra due on account of made, and once before final
the contract
h) For any project exceeding 90 days fro_ m the date of the award of the contract
to the date of completion of work. under contra
- submitted-once-befote-the-first a--- --- --- the statements shall be
. P Ym�-t.�-made,at 90
._ .,dap intervals therea{tezy
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and once before Contract Number
contract final, payment is made of any sura due on account of the
c) Each Contractor or Subcontractor shall preserve certified statements for a
Pcdod of three years from.the date of completion of the contract
C. The Contractor agrees that if the Contractor fags,neglects or refuses to make prom t Payment
of any claim for labor or services fin nished to the Contractor or a Snbcontra.cto x byme
Person in connection with this contract as such y
Ci of T' d ma a clakn becomes due, the proper o$ice of the
� y pay such claim to the person fimnishing the labor or services and charge the
atoount of the payment against finds due or to become due to the Contractor by reason of
such contract Payment of a claim in this
Contractor's Surety from obligation with r e�tO aGer shall not relieve the Contractor or the
y unpaid rlait„c.
D. Contractor agrees that no person shall be employed for more than. ten (10) hours in an one
dap, or 40 hours in.any one week, except in cases of necessity or em o y
deems it in the best interest of the public or policy absolutely requirescY x When the City
which eveni� the
Person so employed for excessive hours shall receive at least time and a half pay or the
following;
a For all overtime in excess of eight hours in any one day or 40 hours in any one
when the work meek is five consecutive days,Monday through Friday,ox week
b. For all overtime in excess of 10 hours in any one day or 40 hours in any one weals when
the work week is our consecutive days,Monday thto h F `
C. For all work performed on Saturdayand on the l riday;and
279C.540. �holidays specified in ORS
The Contractor agrees to pxovide a written schedule to all em to ees sho
hours per day and days per week the emln
ployee ay be required to work. .wmg the number of
F No City employee shall be required to work overtime or on a Saturday, Sunda
y or holiday in
the olfllrnent of this contract except where the Contractor agrees to-reimburse the City in the
amount of money paid the. employee for such work as determined by state law, the City's
Personnel rules Or union agreement The Contractor shall require every Subcontractor to
comply with this requirement.
G. If Contractor or any first-tet subcontracttar fa& to a a arson
within 30 days after recei t of a pay p famishinglabor or material
subcontracto p P Yment omx the City or from the Contractor to a
z, the Contractor or first tier subcontractor shall owe the person the amount due
plus interest commending at the end of the 10 day period that the payment is due under ORS279C.580, unless payment is subject to a good-faith uta
specified in ORS 279C_505{2). If rite Contractor or any subcontractor� � t mm shall be as
to a a personneglects,or refuses
bor or material, the person may file a complaint with the
Construction Contractors Boar
defined in ORS 279C.580. subject
the payment is subject to a good faith dispute as
Contractor shall include a clause in each contact with a subcontractor a requirement that the
contractor pay the subcontractor for satisfactoxy p�ormance 10
Payment from the City,for the work. Contractor shall include in contracts with subcontractors
days ofteceipt of
an interest provision for such
---- —--- -- _Payments in_compliance-with-(ORS-279C-580:-C- '---Ontrafor shall — -
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include a clause in each contract with a subcontractor requiting the subcontractor to meet the
same payineat and interest standards as required by ORS 279C.580 (4).
14. Drag Test=Program
ORS 279C_505 requires that all public improvement contracts contain a provision requiting contractors
to demonstrate that an employee drug-testing program 1a in place. The Contractor demonstrates that a
drug-testing program is in place by signing of the contact The drug testing program -ml apply to all
employees and will be maintained for the duration of the iContmct awarded. Failure to maintain a
program shall constitute a material breach of contract.
15. Contractor's Employee Medical Payments
Contractor agrees to pay promptly as due, to any person,,copartnership, associations or corporation
famishing medical, surgical, and hospital care or other needed care and attention incident to sickness
or injury to the Contractor`s employees,all sums which the Contractor agreed to pay for such services
and all money and sums which the Contractor collected of deducted from employee wages pursuant
to any law,contract or agreement for providing or paying for such service.
16. Earl TPt mynatiolr
A. This agreement may be terminated without cause prior to the expiration of the agreed upon
term by mutual written consent of the parties and fo�the following reasons:
i
1) If work under the Contract is suspended by an order of a public agency,for any reason
considered to be in the public interest other than by a labor dispute or by reason of
any third party judicial proceeding relating tothe work other than a suit or action filed
in regard to a labor dispute;or
2) If the circumstances or conditions are such that it is impracticable within a reasonable
time to proceed with a substantial portion of the Contract.
B. Payment of Contractor shall be as provided by ORS 279C.660 and shalt be prorated to and
include the day of termination and shall be in full, satisfaction of all claims by Contractor
against City tender this Agreement
C. Termination under any provision of this paragraph shall not affect any right, obligation, or
liability of Contractor or City which accrued prior to Mich termination.
17. Cancellation with Cause
A- City may tetttninate this Agreement effective upon delivety of written notice to Contractor, or
at such later date as may be established by City,unde`1 any of the following conditions:
1) If City fixnding from federal, state, local, or other sources is not obtained and
continued at levels sufficient to allow for the purchase of the indicated quantity of
services. This Agreement may be modified to accommodate a reduction in funds,
2) If Federal or State regulations or guidelinesmodified, changed, or interpreted in
such a way that the services are no longer allgl wable.or appropsdate for purchase under
this Agreement,
3) If any license or certificate required by law or regulation to be held by Contractor,its
subcontractors, agents, and employees to provide the services requited by this
Agreement is for any reason denied,revoked,or not renewed,or
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4} If Contractor becomes insolvents if voluntary or involuntary petition in bankruptcy is
fled by or against Contractor,if a receiver or trustee is appointed for Contractor, or if
there is an ass*utnent for the benefit of creditors of Contractor.
Any such termination of this agreement under paragraph (a) shall be without prejudice to any
obligations or liabilities of either party already accrued prior to such termination.
B. City, by written notice of default (Including breach of contract) to Contractor, may terminate
the whole or any part of this Agreement:
1} If Contractor fails to provide services called for by this agreement within the time
specified herein or any extension thereof,or
2) If Contractor fails to perform any of the other provisions of this Agreement, or so fails
to pursue the work as to endanger performance of this agreement in accordance with
its terms, and after receipt of written notice from City, fads to correct such failures
within ten(10) days or such other period as City may authorize.
The rights and remedies of City provided in the above clause related to defaults (including
breach of contract)by Contractor shall not be exclusive and are in addition to any other rights
and remedies provided by law or under this Agreement
If City terminates this Agreement under paragraph(b),Contractor shall be entitled to receive as
f&payment for all services salisfactotfly rendered and expenses incurred, an
bears the same ratio to the total fees ecdfied in this Agreement as the servicesmount satisfactoril
rendered by Contractor bear to the total services otherwise required to be performed for such
total fee; provided, that there shall be deducted from such amount the amount of damages,if
any,sustained by City due to breach of contract by Contractor. Damages for breach of contrac
shall be those allowed by Oregon law,reasonable and necessary attorney fees, t
and other costs
Of litigation at trial and upon appeal-3
18. Actress to Records
City shall have access to such book, documents, papers and records of Contractor as at directly
Pertinent to this Agreement for the purpose of making audit, examination,excerpts,and transcripts.
19- Work is Prover cif Cgly
All work performed by Contractor under this Agreement shall be the property of the City.
241. Adherence to J<.arotr
A. Contractor shall adhere to all applicable laws v
governing its relationship with its employees,
including but not limited to laws, tales, regulations, and policies concerning workers'
compensation,and minimum and prevailing wage requirements.
B• To the extent applicable,-the Contractor represents that it will comply-with Executive Order
11246 as amended, Executive Order 111¢1, Section. 503 of the Vocational lIcbabil-itation
of 1973 28 amended and the Age DisctI= nation Act of 1975, and all rules and reAct
ations
issued pursuant to the Acts. gul
----- — As provided by URS 279C.525, all applicable
ordinanceprovisions of federal, state or Iocal statutes
s an ,
d
—..regulations_dealulg witk_thepre e-ntlon--of_eavmtomnental-pollution-and-the
preservation of natural-resources that affect the-work under this-contract are by reference
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incorpotated herein to the same force and affect as if set forth herein in full. IE the Contractor
must undertake additional work due to the enactment of new orthe amendment of existing
statutes, ordinances or regulations occurring after the submission of the successful bid, the
City shall issue a Change Order setting forth the additional work that must be undertaken,
The Change Order shall not invalidate the Contract and there shall be, in addition to a
reasonable extension,if necessary,of the contract time,a reasonable adjustment in the contract
price,if necessaty,to compensate the Contractor for all costs and expenses incuxted,including
overhead and profits,as a tesult of the delay or additional work.
21. 1:bartges
City may at any time, and without notice, issue a written Change Order re additional work
within the general scope of this Contract, or any amendment thereto, or directing the omission of or
variation in work If such Change Order results in a material change in the amount of character of the
work, an equitable adjustment in the Contract price and other provis
affected ions of this Contract as may be
may be made Any claim by Contractor for and adjustment under this section shall be
asserted in writing within thirty (30) days from the date of receipt by Contractor of the notification of
change or the claim will not be allowed, Whether made pursuant to this section or by mutual
agreement,no change shall be binding upon.City until a Change Order is executed by the Authorized
Representative of City,which expressly states that it constitutes a Change Order to flys Contract The
issuance of information, advice, approvals, or instructions by City's Representative or other City
personnel shall not constitute an authorized chance pursuant to this section. Nothing
this section shall excuse the Contractor from proceeding contained in
accordance with the Contract;as changed. p with the prosecution of the work in
22. .Force IVl[ajeure
Neither City not Contractor shall be considered in default because of any delays in completion of
responsibilities hereunder due to causes beyond the control and without fault or negligence on the part
of the party so disenabled, including, but not restricted to, an act of God of of a public enerny,
volcano, earthquake, fire, flood, epidemic, quarantine, restriction, area wide strike, freight embargo,
unusually severe weather or delay of Subcontractor or suppliers due to such cause;provided that the
pasty so disenabled shall within ten (10) days from the beginning of such delay,no
in writing of the causes of delay and its probable extent Such notification shall not be the basis the other ora
claim for additional.compensation. Each party shall,however,make all reasonable efforts to remove
or eliminate such a cause of delay or default and shall, upon cessation of the cause, diligently pursue
performance of its obligation under Contract
23. Non- wa ver
The failure of the City to insist upon or enforce strict performance by Contractor of any of the terms
of this contract or to exercise any sights hereunder shall not be construed as a waiver or
relinquishment to any extent of its right to assert or rely upon such terms or on an
occasion. rights y future
24. Warranties
All work shall be guaranteed by the Contractor for a period of one year after the date of final
acceptance of the work by the Owner. Contractor warrants that all practices and procedures,
workmanship, and materials shall be the best available unless othetwisee
d in the proficn_
Neither acceptance of the work not payment therefore shall relieve Contractor fro liabilityessunder
warranties contained in or implied by this contract
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Contract Number t
25. �.toxne�'s Fees
In case suit or action is instituted to enforce the provisions of this contract, the parties agree that the
losing Party shall pay such sutra. as the Court may adjudge reasonable attorns fees and court costs
including attorney's fees and court costs on appeal ey'
26. Goverxring Law
The provisions of this Agreement shall be construed in accordance with the provisions of the lams of
the State of Oregon. Any action or suits involving any
brought in the appropriate court of the State of p egom questions arising under this Agreement must be
27. Conflict Be-tween Temas
It is further expressly agreed by and between the
ould there
between the terms of this instrument and the ptoposao the Conttactores hereto that hthis iustnexit
and nothbe any conflict
ing herein shall be considered as an acceptance of the said control
herewith. P terms of said proposal conflicting
28. ludemnification
Contractor warrants that all its woxk will be
professional practices and standards as well as �p�ormed in accordance with generally accepted
laws,it being understood that ac egwrements of applicable federal, state and local
acceptance of a contraactor's work by City shall not operate as a waiver or
release
Contractor agrees to indemnify and defend the City,its officers,
harmless from any and all liability, causes of actio age and employees and hold them
or expenses induding attorney's fees and witness co d (at both triy person or ti which
al and ses, damagr-s, judgments
leveL whether or
not a trial or appeal ever takes place) that mansa be asserted b an
e from, during or in connection with the performance of the work described in this c ntraen ty in any ay
except liabdi-ty arising out of the negligence of the City and its
indemnity shall be found to be illegal or invalid for airy reason whatsopeve If aspect: of this
shag not affect the validity,of the remainder of this indemnification. � such any
or invalidity
a9. Insurance
Contractor and its Subcontractors shall maintain
thro hoot the tn�,rance acceptable to City in full force and effect
ug terra of this contract. Such insur'atice shall cover all risks
out of Contractor's activities or work hereunder directly or indirectly
tier. Such ync�,r n m��g the operations of its subconttactors of any
ice shall.include provisions that such insurance is
interests of City and that any other insurance maintained insurance with respect to
utoxy
the
-insurance with the insurance requited heteunder excess and not cocontributory
The policy or policies of insurance m9intained by the Contractor and its subcontractor shall
least the following limits and coverages: Prove at
A- Commercial General Liabili Insurance: Contractor shall obtain,
peep in effect doting the tette of this contra Conn reh at conrtactor's expense, and
coveting $odt7Y Injutp and Pro P «Sive Gerieral.Liability Insurance
e alent. Property damage on an occurrence" form. (1996 ISO or
�' ) This coverage shall include Contxaceual Liabili
provided under this contract The folio tY insurance for the indemnity
wing insurance will be carried
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Coverage Limit
General Aggregate $4,000,000
Products-Completed Operations Aggregate $2,000,000
Personal&Advertising Injury $2,000,000
Each Occurrence $2,000,000
Fire Damage(Any one fire) $50,000
Medical Expense(Any one person) $5,000
Aggregate limit are to apply on a per project basis.
B. Commercial Automobile Insurance: Contractor shall also obtain, at contractor's expense, and
peep in effect during the tetra of the contract, "Symbol l" Commercial Automobile Liability
coverage including coverage for all owned, hired, and non-owned vehicles. The General
Aggregate shall not be less than$2,000,000.
C. Workers' Compensation Insurance: The Contractor, its subcontractors, if any, and all
employers providing work,labor or materials under this Contract are subject einployets under
the Oregon Workets'Compensation Law and shall comply with ORS 656.017,-which.requites
them to provide workers'compensation coverage that satisfies Oregon law for all theit subject
workers. Out-of-state employers must provide Oregon workers' compensation coverage for
their workers who work at a single location within Oregon for more than 30 days in a calendar
year. Contractors who perform work without the assistance or labor of any employee need
not to obtain such coverage. This shall include Employe2s Liability Iasuranco with coverage
Limits of not less than$500,000 each accident
D. Additional Insured Provision: The City of Tigard, Oregon, its officers, directors and
employees, and Murray, Smith & Associates, Inc. shall be added as additional insureds with
respect to this contract All Liability Insurance policies Will be endorsed to show this
additional coverage.
E. Insurance Carrier Ratine Coverage provided by the Contractor must be underwritten by an
insurance company deemed acceptable by the City. Insurance is to be placed with insurers
with an A.M. Best.rafting of no less than A-VII for all coverages other than Workers' Comp.
The City reserves the right to reject all or any insurance, cartiet(s) with an unacceptable
financial rating
F. Certificates of Insurance As evidence of the insurance coverage required by the contract, the
contractor shall furnish a Certificate of Insurance to the City. No contract shall be effected
until the-required certificates have been received and approved by the City. 'The certificate will
specify and document all provisions within this contract A renewal certificate will be sent to
the above address 10 days prior to coverage expiration.
G. Independent Contractor Status:The service or services to be rendered under this contract ate
those of an independent contractor. Contractor is not an officer, employee or agent of the
City as those terms ate used in ORS 30.265.
H. Primary Coverage Clarification: All parties to this contract heteby agree that the contractor's
coverage will be primary in the event of a loss.
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#
Ie Cross-Liab'iil Clause:Across-liability clause or separatioContract Number
n of insureds clause wA be included
in a)-general liability,professional liability,pollution and errors and Omissions policies required
by this contract.
J P� es. Property damage liability will provide explosion, collapse, and underground
1) Contractor shall purchase and maintain property insurance upon the Work at the site
in an amount equal to the full amount of the contract, subject to such deductible
amounts as may be required by Laws and Regulations. This insurance shall:
a) Include the interests of the City, Contractors Subcontractors, Fngineer,
Engineet's Consultants, and any other persons or entities identified in the
Supplementary Conditions, each of whom is deemed to have an insurable
interest and shalt be listed as an insured or additional insured;
b) Be written on a Builder's Risk, °`all,ride, or open peril or special causes of loss
Policy form that shall at least include insurance for physical Ioss and damage to
the World temporary buildings,false work,and Work in transit and shall insure
against at least the following perils: fire, hghtnm extended coverage, theft,
vandalism and malicious miscbiet earthquake, flood, collapse, debris removal,
demolition occasioned by enforcement of haws and
Regulations. water
damage,and such other perils as may be specifically required;
c) Include expenses incurred in the repair or Teplacement of an.insured property
(induding but not limited to fees and charges of engineers and architects);
d) Cover materials and equipment in transit for incorporation in the Work or
stored at the site or at another location that was agreed to in writing by City
prior to being incorporated in the Work, provided that such materials and
equipment have been included in an Application for Payment recoramended
by Engineer,and
e} Be maintained in effect until final payment is made sinless otherwise agreed to
in writing by City, Can-tractor, and Engineer with thirty daps written notice to
other additional insured to whom a certificate of insurance has been
-achissued_
A copy of each insurance policy, certified,as a true copy by an authorized representative of the is
insurance company,or at the discretion of. ,in lieu thereof,a sum
c � s certificate 2n forth satisfactory to City
ertifying to the issuance of such insurance shall be forwarded to:
City of Tigard
Atte: Office of Risk Management
13125 SW Hall Blvd
Tigard,Oregon 97223
Such policies or certificates must be delivered prior to commencement Of the work Tem. days
cancellation notice shalt be provided City by certified-inail to in
event of cancellation the name at the address listed above or nonrenewa
r's l of the insutanCe_ The prate of such.required iurance shall
ns
not be construed to limit contractoItability hereunder. NOtwistanding said insurance, Contractor
Shall be obligated for the total amount of any d.�, lm*ya or loss caused
connected with this.contract by negligence or neglect .. .
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30. Method and Place of Giving Notice,Submitting Bills and Malting Payments
.All notices, bills and payments shall be made in writing and may be given by personal delivery or by
mail. Notices,bills and payments sent by mail should be addressed as follows:
Crry of TIGmw rFRAB E E_LFcmc CoAeANY
r
_Atte Joe Barrett,Senior Management Analyst Attn: Dan Petrin
Address: 13125 SW Hall Blvd Address: 11860 SW Greenburg Road
Tigard, Oregon 97273 Tigard,Oregon 97223
Phone: (503)718-2583 Phone: (503)639-4627
Fam (503) 684-7297 Fax: (503) 639-4673
Ercall Address: oseuh@tjgurd-or- Emaal Address: dan@fraMerelec; r r.com
and when so addressed,shall be deemed given upon deposit in the United States.snail,postage prepaid.
In all other instances,notices,bills and payments shall be deemed given at the time of actual delivery.
Changes may be made in the names and addresses of the person to whom notices,bills and payments
are to be given by giving written notice pursuant to this paragraph.
31. Hazardous Materials
Contractor shall supply City with a list of any and all hazardous substances used in performance of this
Agreement. That list shall identify the location of storage and use of all such hazardous substances and
identify the amounts siored and used at each location. Contractor shall provide City txri material
safety data sheets for all hazardous substances brought onto City property, created on City opera or
delivered ro Citi- pursuant to dais Agieernent. 1 or die purpose of this secnon, "hazardous jubstznce
means hazardous substance as defined be QRS 453.30741. Contractor shall complete the State R
`.Lars h:tl]'s hazardous substance survey as requited by CARS'3-3.31-and ,ball assist Cin to complete am-
,uch sura, .v drat it n1a--be requited to complete because of subsr, ces used in die performance of dvs
Agreement.
32. Hazardous Waste
If, as a result of performance of this Agreement, Contractor generates any hazardous wastes,
Contractor shall be responsible for disposal of any such hazardous wastes in compliance -with all
applicable federal and state requirements. Contractors shall provide City with documentation,
including all required manifests, demonstrating proper transportation and disposal of any such
hazardous wastes. Contractor shall defend, indemnify, and hold harmless City for any disposal or
storage of hazardous wastes generated pursuant to this Contract and any releases or discharges of
hazardous materials.
33. Severability
In the event any provision or portion of this Agreement is held to be unenforceable or invalid by any
court of competent jurisdiction, the remainder of this Agreement shall remain in full force and effect
and shall in no may be affected or invalidated thereby.
34. Demolition—Salvage and ReWcum
As required by ORS 279C.510, Contractor shall salvage or recycle any construction and demolition
debris if feasible and cost-effective.
35. Complete Agreement
—---_-
This Agreeaneat and attached_exhibits_constitutes._the-entire.-Agreement_between_the_parties.—No-
waiver, consent, modification, or change of terms of this Agreement shall bind either party unless in
2012 PI r1RRr1 Funded-10.0 MG Reservoir Active Harmonic Filters Page 53
ContractNumber#
writing and signed by both patties. Such waiver, consent, modification, or change if made, shall be
effective only in specific instances and for the specific purpose given. There are no understandings,
agreements, or representations, oral or written, not specified herein regarding this Agreement.
Contractor,by the signature of its authorized representative,hereby acknowledges that he has.read this
Agreement,understands it and agrees to be bound by its terms and conditions.
IN WITNESS W11ER.EOF, City has caused this Agreement to be executed by its duly authorized
undersigned officer and Architect has executed this Agreement on the date hereinabove first written.
GnT of TiGARD RR AmER ELFcT CoNTANY
L AE
Signature Si�gn�ature
Martha Wme.City Manager
Printed Name&Titre Printed N e&Titre
1 Z ��X�1
Date Date
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ATTACHMENT A
SCOPE OF WORK
The work under this.Agreement shall include ffrunishing and wall mounting each Active Harmonic Filter(AHF)
according to the-manufacturer's installation guidelines. Harmonic filters specified are the Accusine Filter 50A
and the Accusine Filter 1 OOA. Details include,but shall not be.limited to,the following
L Tertn nation of the existing conduit for AIU circuits to enclosures.
2. Termination of existing power and control conductors in desk ated ft=nmal blocks of each AHF
enclosure as instructed by the manufacturer,
3. Removal of CT terminal block jumpers in the existing switchgear that are currently disabling the current
distortion feedback signal.
4. Energize existingAHF service breakers at switchgear upon completion of installation.
5. Perform m2nufacturees inspections and tests by factory certified field service personnel during startup.
6. Provide startup and commissioning assistance from the manufacturer to initialize all equipment
7. Prepare documented test reports that are signed and dated as directed in the specifications.
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