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Mocon Contactors ~ CP12001 Contract#: CP12001 ATTACHMENT F CITY OF TIGARD Iff PUBLIC IMPROVEMENT CONTRACT TIGARD' GREENFIELD DRIVE&130TH PLACE STORM PIPE REPAIR THIS CONTRACT, made and entered into this 16th day of August. 2011, by and between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called "City" and Mocon Contractors hereinafter called "Contractor",duly authorized to perform such services in Oregon. RECITALS WHEREAS,the City requires services which Contractor is capable of providing,under terms and conditions hereinafter described;and 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;and WHEREAS,the City has sufficient appropriation in the FY 2010-11 budget for this (or portion of this) project. THEREFORE,in consideration of the promises and covenants contained herein,the parties hereby agree as follows: TERMS OF AGREEMENT 1. Services Contractor's services under this Contract shall consist of the following: A. Installation of storm drainage pipe using the slip lining method B. Installation of dust&erosion/sedimentation control device C. Pavement Restoration D. Performance of additional and incidental work as called for by the specifications and plans. 2. Prevailing Wage The provisions of ORS Chapters 279A and 279C and all other Oregon and Federal provisions pertaining to minimum salaries and wages are incorporated herein by reference as if fully set forth. As the City will utilize funds from a to pay for a percentage of the work covered under this agreement The Contractor agrees that the workmen in each trade or occupation required for the work to be done pursuant to the contract, employed in the performance of the Contract, either by the Contractor or Subcontractor or other person doing or contracting 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. For contracts $50,000 or greater, the City shall pay a fee equal to one-tenth of one percent (.001) of the price of the contract. The fee shall be paid on or before the first progress payment or 60 days from the date work first began on the contract, whichever comes first. Greenfield Drive & 130th Place Storm Repair 1 Contract#: CP12001 The fee is payable to the Bureau of Labor and Industries and shall be mailed or otherwise delivered to the Bureau at the following address: Bureau of Labor 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 work that the Contractor has filed a public works bond with a corporate surety in the amount of$30,000 with the Construction Contractors Board as required under Oregon PWR law. 3. Contract Documents The Contractor is hereby bound to comply with all requirements of the Contract Documents prepared by the City and the performance pertaining to this contract, in the City of Tigard, Oregon, and by this reference made a part hereof to the same legal force and effect as if set forth herein in full. The contract documents include the documents with the following titles that are bound in the solicitation documents and the standard documents comprised of the Oregon Standard Specification for Construction,2008,Volume 1 and Volume 2. Solicitation Documents • Advertisement for Bids • Bidding requirements and procedures • Award and execution of contract • Proposal • Acknowledgement of Addenda • Bid Certifications—Non-discrimination Clause • First Tier Subcontract Disclosure Form • Bid Bond From • Public Improvement Contract • Performance Bond • Payment Bond • Supplementary General Conditions • Special provisions • Drawings Standard Documents • General conditions (Oregon Standard Specification for Construction, 2008 Volume 1 as amended by the special provisions) • Standard Specifications (Oregon Standards Specifications for Construction, Volume 2 as amended by Technical Specifications) Greenfield Drive & 130th Place Storm Repair 2 Contract#: CP12001 4. City's Representative For purposes hereof, the City's authorized representative will be Greg Berry, P.E., City Engineer, who can be reached by mail, at 13125 SW Hall Blvd., Tigard, Oregon 97223; by telephone at 503-718-2468, or via email at greg(atigard-or.gov. 5. Contractor's Representative For purpose hereof, the Contractor's authorized representative will be Rob Morrow, who can be reached by mail at 49950 Jefferson St., Suite C-200, Indio, California or by phone at 760- 564-2536. 6. Contractor Identification Contractor shall furnish to the City the Contractor's employer identification number, as designated by the Internal Revenue Service, or Contractor's social security number, as City deems applicable. 7. Compensation Progress Payments: City agrees to pay Contractor an amount not to exceed Ninety-Nine Thousand Eight Hundred and Twenty-Seven Thousand and No/100s Dollars ($99,827.00) for performance of those services provided hereunder, which payment shall be based upon the following applicable terms: The City will pay only for measured Pay Item quantities incorporated into the Work or performed according to the terms of the Contract. The Contractor understands and agrees that Pay Item quantities listed in the Schedule of Items do not govern payment. Payment constitutes full compensation to the Contractor for furnishing all Materials, Equipment, labor, and Incidentals necessary to complete the Work; and for risk, loss, damage, and expense arising from the nature or prosecution of the Work or from the action of the elements, subject to the provisions of 00170.80. The Contractor shall include the costs of bonds and insurance for the Project in the unit price for each Pay Item of Work to be performed. When the Specifications state that the unit price for a Pay Item is compensation for certain Materials or Work essential or Incidental to the Pay Item, the same Materials or Work will not be measured or paid under any other Pay Item. Contractor shall prepare and submit each month to the City Engineer, 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. . The City certifies that funds are appropriated and available Greenfield Drive & 130th Place Storm Repair 3 • Contract#: CP12001 in the current fiscal year's budget for work on this project. In the event the project crosses into subsequent fiscal years,appropriations will be determined during the budget process. 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 right to withhold payments if required proof of payment to subcontractor and suppliers is not included with a statement. As required under State of Oregon Prevailing Wage Rate (PWR) Law, the City shall withhold 25% of any progress payment amounts owed to Contractor if Contractor has failed to file certified payrolls sheets with the City Timing of Payments: Progress payments, less a five percent retainage as authorized by ORS 279C.555, shall be made to the Contractor within thirty (30) days of the City's receipt of the statement of services. The Contractor agrees that the "Time of Completion" is defined in the Bid Proposal, 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 amounts of those damages are difficult to calculate. Contractor and City agree that a reasonable amount of damages for late completion is $150.00 per day and Contractor agrees to pay damages in that amount if the work is not completed by the Time of Completion. Final Payment:The Contractor shall notify the City in writing 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 established in ORS 279C.570 on the final payment due the Contractor,to commence 30 days after the work under the Contract has been completed and accepted and to run 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 fulfill contractual obligations,the interest provided by this subsection shall commence to run 30 days after the end of the 15-day 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. Greenfield Drive& 130th Place Storm Repair 4 Contract#: CP12001 8. Status Of Contractor As Independent Contractor 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 shall 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 administrative 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 remuneration Contractor receives (from City or third party) as a result of said finding and to the full extent of any payments that City is required to make (to Contractor or to a third party) as a result of said fording. B. The undersigned Contractor hereby represents that no employee of the City, or any partnership or corporation in which a City employee has an interest, 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 are not employed for a total of 600 hours or more in the calendar year by any public employer participating in the Retirement System. 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 officer, employee, or agent of the City as those terms are used in ORS 30.265. 9. Subcontracts -Assignment& 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 them, 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 insure to the benefit of and be binding upon the City and the Contractor respectively and their legal representatives. Contractor shall not assign any rights nor delegate any duties incurred by this contract, or any part hereof without the written consent of City, and any assignment or delegation in violation hereof shall be void. Greenfield Drive & 130th Place Storm Repair 5 Contract#: CP12001 Any and all subcontracts issued by the contractor shall contain a provision that workers shall be paid not less that the PWR Law specified minimum wage. 10. Contractor-Payment 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; 2) Pay all contributions or amounts due the under the Industrial Accident Fund form the Contractor or subcontractor incurred in the performance of this Agreement; 3) Pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. 4) Not permit any lien or claim to be filed or prosecuted against the City of Tigard, on account of any labor or material furnished; B. The Contractor or the Contractor's Surety and every Subcontractor or the Subcontractor's Surety shall file certified statements with the City in writing in form prescribed by the Commissioner of the Bureau of Labor and Industries, certifying the hourly rate of wage paid each worker which the Contractor or the Subcontractor has employed upon such public work, and further certifying that no worker employed upon such public work has been paid less than the prevailing rate of wage, which certificate and statement shall be verified by the oath of the Contractor or the Contractor's Surety or Subcontractor or the Subcontractor's Surety that the Contractor or Subcontractor has read such statement and certificate and knows the contents thereof and that the same is true to the Contractor's or Subcontractor's knowledge. 1) The certified statements shall set out accurately and completely the payroll records for the prior week,including the same and address of each worker, the worker's correct classification, rate of pay, daily and weekly number of hours worked, deductions made and actual wages paid. 2) Each certified statement required herein shall be delivered or mailed by the Contractor or Subcontractor to the City at least once a month by the fifth business day of the following month. a) Each Contractor or Subcontractor shall preserve certified statements for a period of three years from the date of completion of the contract. C. The Contractor agrees that if the Contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to the Contractor or a Subcontractor by any person in connection with this contract as such claim becomes due, the proper office of the City of Tigard may pay such claim to the person furnishing the labor or services and charge the amount of the payment against funds due or to become due to the Contractor by reason of such contract. Payment of a claim in this manner shall not relieve the Contractor or the Contractor's Surety from obligation with respect to any unpaid claims. Greenfield Drive & 130th Place Storm Repair 6 Contract#: CP12001 D. Contractor agrees that no person shall be employed for more than ten (10) hours in any one day, or 40 hours in any one week, except in cases of necessity or emergency or when the City deems it in the best interest of the public or policy absolutely requires it, in which event, the person so employed for excessive hours shall receive at least time and a half pay for the following: 1) For all overtime in excess of eight hours in any one day or 40 hours in any one week when the work week is five consecutive days,Monday through Friday;or 2) For all overtime in excess of 10 hours in any one day or 40 hours in any one week when the work week is four consecutive days,Monday through Friday; and 3) For all work performed on Saturday and on the legal holidays specified in ORS 279C.540. E. No City employee shall be required to work overtime or on a Saturday, Sunday or holiday in the fulfillment 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. F. If Contractor or any first-tier subcontractor fails to pay a person furnishing labor or material within 30 days after receipt of payment form the City or from the Contractor to a subcontractor, 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 ORS 279C.580, unless payment is subject to a good-faith dispute. The interest rate shall be as specified in ORS 279C.505(2). If the Contractor or any subcontractor fails, neglects, or refuses to pay a person furnishing labor or material, the person may file a complaint with the Construction Contractors Board, unless the payment is subject to a good faith dispute as defined in ORS 279C.580. G. Contractor shall include a clause in each contact with a subcontractor a requirement that the contractor pay the subcontractor for satisfactory performance within 10 days of receipt of payment from the City for the work. Contractor shall include in contracts with subcontractors an interest provision for such payments in compliance with ORS 279C.580. Contractor shall include a clause in each contract with a subcontractor requiring the subcontractor to meet the same payment and interest standards as required by ORS 279C.580 (4). 11. Drug Testing Program ORS 279C.505 requires that all public improvement contracts contain a provision requiring contractors to demonstrate that an employee drug-testing program is in place. The Contractor demonstrates that a drug-testing program is in place by signing of the contact. The drug testing program will apply to all employees and will be maintained for the duration of the Contract awarded. Failure to maintain a program shall constitute a material breach of contract. 12. Contractor's Employee Medical Payments Greenfield Drive & 130th Place Storm Repair 7 Contract#: CP12001 Contractor agrees to pay promptly as due, to any person, co-partnership, association or corporation furnishing 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 or deducted from employee wages pursuant to any law, contract or agreement for providing or paying for such service. 13. Early Termination A. This agreement may be terminated without cause prior to the expiration of the agreed upon term by mutual written consent of the parties, or unilaterally by the City upon a finding that it is in the best interest of the public,and for the following reasons: 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 to the 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 shall be prorated to and include the day of termination and shall be in full satisfaction of all claims by Contractor against City under 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 such termination. 14. Cancellation with Cause A. City may terminate this Agreement effective upon delivery of written notice to Contractor, or at such later date as may be established by City, under any of the following conditions: 1) If City funding 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 guidelines are modified, changed, or interpreted in such a way that the services are no longer allowable or appropriate 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 required by this Agreement is for any reason denied,revoked, or not renewed, or 4) If Contractor becomes insolvent, if voluntary or involuntary petition in bankruptcy is filed by or against Contractor, if a receiver or trustee is appointed for Contractor, or if there is an assignment for the benefit of creditors of Contractor. Greenfield Drive & 130th Place Storm Repair 8 Contract#: CP12001 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, fails 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 full payment for all services satisfactorily rendered and expenses incurred, an amount which bears the same ratio to the total fees specified in this Agreement as the services satisfactorily 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 contract shall be those allowed by Oregon law, reasonable and necessary attorney fees, and other costs of litigation at trial and upon appeal.3 15. Access to Records City shall have access to such book, documents, papers and records of Contractor as are directly pertinent to this Agreement for the purpose of making audit, examination, excerpts, and transcripts. 16. Work is Property of City All work performed by Contractor under this Agreement shall be the property of the City. Greenfield Drive& 130th Place Storm Repair 9 Contract#: CP12001 17. Adherence to Law A. Contractor shall adhere to all applicable laws governing its relationship with its employees,including but not limited to laws,rules,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 11141, Section 503 of the Vocational Rehabilitation Act of 1973 as amended and the Age Discrimination Act of 1975, and all rules and regulations issued pursuant to the Acts. C. As provided by ORS 279C.525, all applicable provisions of federal, state or local statutes, ordinances and regulations dealing with the prevention of environmental pollution and the preservation of natural resources that affect the work under this contract are by reference incorporated herein to the same force and affect as if set forth herein in full. If the Contractor must undertake additional work due to the enactment of new or the 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 necessary, to compensate the Contractor for all costs and expenses incurred, including overhead and profits,as a result of the delay or additional work. 18. Changes City may at any time, and without notice, issue a written Change Order requiring 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 or character of the work, an equitable adjustment in the Contract price and other provisions of this Contract as may be affected 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 this Contract. The issuance of information, advice, approvals, or instructions by City's Representative or other City personnel shall not constitute an authorized change pursuant to this section. Nothing contained in this section shall excuse the Contractor from proceeding with the prosecution of the work in accordance with the Contract, as changed. 19. Force Majeure Neither City nor 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 or of a public enemy, 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 party so disenabled shall within ten (10) days from the beginning of such delay, notify the other party in writing of the causes of delay and its probable extent. Greenfield Drive & 130th Place Storm Repair 10 • Contract#: CP12001 Such notification shall not be the basis for a 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. 20. Non-waiver 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 rights hereunder shall not be construed as a waiver or relinquishment to any extent of its right to assert or rely upon such terms or rights on any future occasion. 21. 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 otherwise specified in the profession. Neither acceptance of the work not payment therefore shall relieve Contractor from liability under warranties contained in or implied by this contract. 22. Attorney'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 sum as the Court may adjudge reasonable attorney's fees and court costs including attorney's fees and court costs on appeal. 23. Governing Law The provisions of this Agreement shall be construed in accordance with the provisions of the laws of the State of Oregon. Any action or suits involving any questions arising under this Agreement must be brought in the appropriate court of the State of Oregon. 24. Conflict Between Terms It is further expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument and the proposal of the Contractor, this instrument shall control and nothing herein shall be considered as an acceptance of the said terms of said proposal conflicting herewith. 25. Indemnification Contractor warrants that all its work will be performed in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state and local laws, it being understood that acceptance of a contractor's work by City shall not operate as a waiver or release. Contractor agrees to indemnify and defend the City, its officers, agents and employees and hold them harmless from any and all liability, causes of action, claims, losses, damages, judgments or other costs or expenses including attorney's fees and witness costs and (at both trial and appeal level,whether or not a trial or appeal ever takes place) that may be asserted by any person or entity which in any way arise from, during or in connection with the performance of the work described in this contract, except liability arising out of the negligence of the City and its employees. If any aspect of this indemnity shall be found to be Greenfield Drive & 130th Place Storm Repair 11 • Contract#: CP12001 illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of this indemnification. 26. Insurance Contractor and its subcontractors shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work hereunder, including the operations of its subcontractors of any tier. Such insurance shall include provisions that such insurance is primary insurance with respect to the interests of City and that any other insurance maintained by City is excess and not contributory insurance with the insurance required hereunder. The policy or policies of insurance maintained by the Contractor and its subcontractor shall provide at least the following limits and coverages: A. Commercial General Liability Insurance: Contractor shall obtain, at contractor's expense, and keep in effect during the term of this contract, Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include personal and advertising injury liability and products and completed operations coverage. Coverage may be written in combination with Commercial General Liability and Commercial Automobile Liability Insurance with separate limits for both. Combined single limit per occurrence and annual aggregate limit shall not be less than the dollar amount indicated below. This coverage shall include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried: Coverage Limit General Aggregate $2,000,000 Products-Completed Operations Aggregate $1,000,000 Personal&Advertising Injury $1,000,000 Each Occurrence $1,000,000 Fire Damage (Any one fire) $50,000 Medical Expense (Any one person) $5,000 B. Commercial Automobile Insurance: Contractor shall also obtain, at contractor's expense, and keep in effect during the term of the contract, "Symbol 1" Commercial Automobile Liability coverage including coverage for all owned,hired,and non-owned vehicles.The Combined Single Limit per occurrence shall not be less than$1,000,000. C. Workers' Compensation Insurance: The Contractor, its subcontractors, if any, and all employers providing work, labor or materials under this Contract are subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017,which requires them to provide workers'compensation coverage that satisfies Oregon law for all their 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 Greenfield Drive & 130th Place Storm Repair 12 Contract#: CP12001 coverage." This shall include Employer's Liability Insurance with coverage limits of not less than$100,000 each accident. D. Additional Insured Provision: The City of Tigard, Oregon, its officers, directors, and employees shall be added as additional insureds with respect to this contract. All Liability Insurance policies will be endorsed to show this additional coverage. E. Notice of Cancellation: There shall be no cancellation, material change, exhaustion of aggregate limits or intent not to renew insurance coverage without 30 days written notice to the City. Any failure to comply with this provision will not affect the insurance coverage provided to the City. The 30 days notice of cancellation provision shall be physically endorsed on to the policy. F. Insurance Cartier Rating: Coverage provided by the Contractor must be underwritten by an insurance company deemed acceptable by the City. The City reserves the right to reject all or any insurance carrier(s)with an unacceptable financial rating. G. 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. The Contractor shall obtain, or ensure that the appropriate subcontractors obtain, insurance coverages required under this Contract from companies authorized to issue insurance in the State of Oregon. H. Independent Contractor Status: The service or services to be rendered under this contract are those of an independent contractor. Contractor is not an officer, employee or agent of the City as those terms are used in ORS 30.265. I. Primary Coverage Clarification: All parties to this contract hereby agree that the contractor's coverage will be primary in the event of a loss. J. Cross-Liability Clause: A cross-liability clause or separation of insureds clause will be included in all general liability,professional liability,pollution and errors and omissions policies required by this contract. Contractor's insurance policy shall contain provisions that such policies shall not be canceled or their limits of liability reduced without thirty (30) days prior written notice to City. A copy of each insurance policy, certified as a true copy by an authorized representative of the issuing insurance company,or at the discretion of City,in lieu thereof,a certificate in form satisfactory to City certifying to the issuance of such insurance shall be forwarded to: City of Tigard Attn: Joe Barrett, Sr. Management Analyst 13125 SW Hall Blvd Tigard, Oregon 97223 Greenfield Drive & 130th Place Storm Repair 13 Contract#: CP12001 Email address: joseph cx tigard-or.gov Such policies or certificates must be delivered prior to commencement of the work. Ten days cancellation notice shall be provided City by certified mail to the name at the address listed above in event of cancellation or non-renewal of the insurance. The procuring of such required insurance shall not be construed to limit contractor's liability hereunder. Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage, injury, or loss caused by negligence or neglect connected with this contract. 27. Method and Place of Giving Notice Submitting Bills and Making 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: CITY OF TIGARD MOCON CONTRACTORS Attn: Greg Berry,PE Attn: Rob Morrow Address: 13125 SW Hall Blvd Address: 49950 Jefferson St., Suite C-200 Tigard, Oregon 97223 Indio,California Phone: 503-718-2468 Phone: 760-564-2536 Fax: 503-684-7297 Fax: 760-543-3686 Email Address: : e_ ! ti.. d-or..ov Email Address: rob @mocontrenchless.com and when so addressed, shall be deemed given upon deposit in the United States mail, 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. 28. 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 stored and used at each location. Contractor shall provide City with material safety data sheets for all hazardous substances brought onto City property, created on City property or delivered to City pursuant to this Agreement. For the purpose of this section, "hazardous substance" means hazardous substance as defined by ORS 453.307(5). Contractor shall complete the State Fire Marshall's hazardous substance survey as required by ORS 453.317 and shall assist City to complete any such survey that it may be required to complete because of substances used in the performance of this Agreement. 29. 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. Greenfield Drive & 130th Place Storm Repair 14 Contract#: CP12001 30. Demolition—Salvage and Recycling As required by ORS 279C.510, Contractor shall salvage or recycle any construction and demolition debris if feasible and cost-effective. 31. Governing Law and Venue The provisions of this Contract shall be construed in accordance with the provisions of the laws of the State of Oregon. Any action or suits involving any question arising under this Contract must be brought in the appropriate court of the State of Oregon. 32. 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 way be affected or invalidated thereby. 33. Complete Agreement This Agreement 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 writing and signed by both parties. 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 WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned officer and Contractor has executed this Agreement on the date hereinabove first written. Contract approved and awarded by Tigard's Local Contract Review Board at their August 9, 2011 meeting. CITY OF TIGARD ' e ON CONT'. C 'o ' 1 471 jfr 414114 a ow A al Signature Signature / t 1'I o 04 TZ0gAft-r.1. t orato,ai PieslOG► Printed Name&Title CA Printed Name&Title 4dl ' (-4 �1. uS',' 21'2011 Date / /�+ Date Greenfield Drive & 130th Place Storm Repair 15