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HomeMy WebLinkAbout2015-205 Contract - Chamber of Commerce Contract for GOODS AND SERVICES Less than $25,000 CITY OF CONTRACTOR: Ashland Chamber of Commerce ASHLAND CONTACT: Sandra Slattery, Executive Director 20 East Main Street Ashland, Oregon 97520 ADDRESS: PO Box 1360, Ashland, OR 97520 Telephone: 541/488-6002 Fax: 541/488-5311 TELEPHONE: 541-482-3486 DATE AGREEMENT PREPARED: June 9, 2015 FAX: BEGINNING DATE: July 1, 2015 COMPLETION DATE:June 30, 2016 COMPENSATION: $25,000 GOODS AND SERVICES TO BE PROVIDED: Design, manage, conduct, analyze, compile and present results of a Business Retention and Expansion survey of between 35 and 50 Ashland based businesses. Results will identify existing local economic conditions, challenges, needs, expansion potential and "red flags" of the traded sector businesses being surveyed. See project scope of work attached as Exhibit B ADDITIONAL TERMS: In the event of conflicts or discrepancies among the contract documents, the City of Ashland Contract for Goods and Services will be primary and take precedence, and any exhibits or ancillary contracts or agreements having redundant or contrary provisions will be subordinate to and interpreted in a manner that will not conflict with the said primary City of Ashland Contract. NOW THEREFORE, pursuant to AMC 2.50.090 and after consideration of the mutual covenants contained herein the CITY AND CONTRACTOR AGREE as follows: 1. All Costs by Contractor: Contractor shall, provide all goods as specified above and shall at its own risk and expense, perform any work described above and, unless otherwise specified, furnish all labor, equipment and materials required for the proper performance of such work. 2. Qualified Work: Contractor has represented, and by entering into this contract now represents, that any personnel assigned to the work required under this contract are fully qualified to perform the work to which they will be assigned in a skilled and worker-like manner and, if required to be registered, licensed or bonded by the State of Oregon, are so registered, licensed and bonded. Contractor must also maintain a current City business license. 3. Completion Date: Contractor shall provide all goods in accordance with the standards and specifications, no later than the date indicated above and start performing the work under this contract by the beginning date indicated above and complete the work by the completion date indicated above. 4. Compensation: City shall pay Contractor for the specified goods and for any work performed, including costs and expenses, the sum specified above. Payments shall be made within 30 days of the date of the invoice. Should the contract be prematurely terminated, payments will be made for work completed and accepted to date of termination. Compensation under this contract, including all costs and expenses of Contractor, is limited to $25,000.00, unless a separate written contract is entered into by the City. 5. Ownership of Documents: All documents prepared by Contractor pursuant to this contract shall be the property of City. 6. Statutory Requirements: ORS 27913.220, 27913.225, 27913.230, 27913.235, ORS Chapter 244 and ORS 670.600 are made part of this contract. 7. Living Wage Requirements: If contractor is providing services under this contract and the amount of this contract is $20,14210 or more, contractor is required to comply with chapter 3.12 of the Ashland Municipal Code by paying a living wage/, as defined in this chapter, to all employees performing work under this contract and to any subcontractor who performs 50% or more of the work under this contract. Contractor is also required to post the notice attached hereto as Exhibit B predominantly in areas where it will be seen by all employees. 8. Indemnification: Contractor agrees to defend, indemnify and save City, its officers, employees and agents harmless from any and all losses, claims, actions, costs, expenses, judgments, subrogations, or other damages resulting from injury to any person (including injury resulting in death), or damage (including loss or destruction) to property, of whatsoever nature arising out of or incident to the performance of this contract by Contractor (including but not limited to, Contractor's employees, agents, and others designated by Contractor to perform work or services attendant to this contract). Contractor shall not be held responsible for any losses, expenses, claims, subrogations, actions, costs, judgments, or other damages, directly, solely, and proximately caused by the negligence of City. 9. Termination: a. Mutual Consent. This contract may be terminated at any time by mutual consent of both parties. b. City's Convenience. This contract may be terminated at an time b City upon 30 days' notice in writing Contract for Goods and Services Less than $25,000, Revised 06/02/2015, Page 1 of 5 and delivered by certified mail or in person. C. For Cause. City may terminate or modify this contract, in whole or in part, 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: i. If City funding from federal, state, county or other sources is not obtained and continued at levels sufficient to allow for the purchase of the indicated quantity of services; ii. If federal or state regulations or guidelines are modified, changed, or interpreted in such a way that the services are no longer allowable or appropriate for purchase under this contract or are no longer eligible for the funding proposed for payments authorized by this contract; or iii. If any license or certificate required by law or regulation to be held by Contractor to provide the services required by this contract is for any reason denied, revoked, suspended, or not renewed. d. For Default or Breach. i. Either City or Contractor may terminate this contract in the event of a breach of the contract by the other. Prior to such termination the party seeking termination shall give to the other party written notice of the breach and intent to terminate. If the party committing the breach has not entirely cured the breach within 15 days of the date of the notice, or within such other period as the party giving the notice may authorize or require, then the contract may be terminated at any time thereafter by a written notice of termination by the party giving notice. ii. Time is of the essence for Contractor's performance of each and every obligation and duty under this contract. City by written notice to Contractor of default or breach, may at any time terminate the whole or any part of this contract if Contractor fails to provide services called for by this contract within the time specified herein or in any extension thereof. iii. The rights and remedies of City provided in this subsection (d) are not exclusive and are in addition to any other rights and remedies provided by law or under this contract. e. Obligation/Liabilit rV of Parties. Termination or modification of this contract pursuant to subsections a, b, or c above shall be without prejudice to any obligations or liabilities of either party already accrued prior to such termination or modification. However, upon receiving a notice of termination (regardless whether such notice is given pursuant to subsections a, b, c or d of this section, Contractor shall immediately cease all activities under this contract, unless expressly directed otherwise by City in the notice of termination. Further, upon termination, Contractor shall deliver to City all contract documents, information, works-in-progress and other property that are or would be deliverables had the contract been completed. City shall pay Contractor for work performed prior to the termination date if such work was performed in accordance with the Contract. 10. Independent Contractor Status: Contractor is an independent Contractor and not an employee of the City. Contractor shall have the complete responsibility for the performance of this contract. 11. Non-discrimination Certification: The undersigned certifies that the undersigned Contractor has not discriminated against minority, women or emerging small businesses enterprises in obtaining any required subcontracts. Contractor further certifies that it shall not discriminate in the award of such subcontracts, if any. The Contractor understands and acknowledges that it may be disqualified from bidding on this contract, including but not limited to City discovery of a misrepresentation or sham regarding a subcontract or that the Bidder has violated any requirement of ORS 279A.110 or the administrative rules implementing the Statute. 12. Asbestos Abatement License: If required under ORS 468A.710, Contractor or Subcontractor shall possess an asbestos abatement license. 13. Assignment and Subcontracts: Contractor shall not assign this contract or subcontract any portion of the work without the written consent of City. Any attempted assignment or subcontract without written consent of City shall be void. Contractor shall be fully responsible for the acts or omissions of any assigns or subcontractors and of all persons employed by them, and the approval by City of any assignment or subcontract shall not create any contractual relation between the assignee or subcontractor and City. 14. Use of Recyclable Products: Contractor shall use recyclable products to the maximum extent economically feasible in the performance of the contract work set forth in this document. 15. Default. The Contractor shall be in default of this agreement if Contractor: commits any material breach or default of any covenant, warranty, certification, or obligation it owes under the Contract; if it loses its QRF status pursuant to the QRF Rules or loses any license, certificate or certification that is required to perform the work or to qualify as a QRF if Contractor has qualified as a QRF for this agreement; institutes an action for relief in bankruptcy or has instituted against it an action for insolvency; makes a general assignment for the benefit of creditors; or ceases doing business on a regular basis of the type identified in its obligations under the Contract; or attempts to assign rights in, or delegate duties under, the Contract. 16. Insurance. Contractor shall at its own expense provide the following insurance: a. Worker's Compensation insurance in compliance with ORS 656.017, which requires subject employers to provide Oregon workers' compensation coverage for all their subject workers b. General Liability insurance with a combined single limit, or the equivalent, of not less than Enter one: $200,000, $500,000, $1,000,000, $2,000,000 or Not Applicable for each occurrence for Bodily Injury and Property Damage. Contract for Goods and Services Less than $25,000, Revised 06/02/2015, Page 2 of 5 C. Automobile Liability insurance with a combined single limit, or the equivalent, of not less than Enter one: $200,000, $500,000, $1,000,000, or Not Applicable for each accident for Bodily Injury and Property Damage, including coverage for owned, hired or non-owned vehicles, as applicable. d. Notice of cancellation or change. There shall be no cancellation, material change, reduction of limits or intent not to renew the insurance coverage(s) without 30 days' written notice from the Contractor or its insurer(s) to the City. e. Additional Insured/Certificates of Insurance. Contractor shall name The City of Ashland, Oregon, and its elected officials, officers and employees as Additional Insureds on any insurance policies required herein but only with respect to Contractor's services to be provided under this Contract. As evidence of the insurance coverages required by this Contract, the Contractor shall furnish acceptable insurance certificates prior to commencing work under this contract. The contractor's insurance is primary and non-contributory. The certificate will specify all of the parties who are Additional Insureds. Insuring companies or entities are subject to the City's acceptance. If requested, complete copies of insurance policies, trust agreements, etc. shall be provided to the City. The Contractor shall be financially responsible for all pertinent deductibles, self-insured retentions and/or self- insurance. 17. Governing Law; Jurisdiction; Venue: This contract shall be governed and construed in accordance with the laws of the State of Oregon without resort to any jurisdiction's conflict of laws, rules or doctrines. Any claim, action, suit or proceeding (collectively, "the claim") between the City (and/or any other or department of the State of Oregon) and the Contractor that arises from or relates to this contract shall be brought and conducted solely and exclusively within the Circuit Court of Jackson County for the State of Oregon. If, however, the claim must be brought in a federal forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon filed in Jackson County, Oregon. Contractor, by the signature herein of its authorized representative, hereby consents to the in personam jurisdiction of said courts. In no event shall this section be construed as a waiver by City of any form of defense or immunity, based on the Eleventh Amendment to the United States Constitution, or otherwise, from any claim or from the jurisdiction. 18. THIS CONTRACT AND ATTACHED EXHIBITS CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE PARTIES. NO WAIVER, CONSENT, MODIFICATION OR CHANGE OF TERMS OF THIS CONTRACT 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 THE SPECIFIC INSTANCE AND FOR THE SPECIFIC PURPOSE GIVEN. THERE ARE NO UNDERSTANDINGS, AGREEMENTS, OR REPRESENTATIONS, ORAL OR WRITTEN, NOT SPECIFIED HEREIN REGARDING THIS CONTRACT. CONTRACTOR, BY SIGNATURE OF ITS AUTHORIZED REPRESENTATIVE, HEREBY ACKNOWLEDGES THAT HE/SHE HAS READ THIS CONTRACT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. 19. Nonappropriations Clause. Funds Available and Authorized: City has sufficient funds currently available and authorized for expenditure to finance the costs of this contract within the City's fiscal year budget. Contractor understands and agrees that City's payment of amounts under this contract attributable to work performed after the last day of the current fiscal year is contingent on City appropriations, or other expenditure authority sufficient to allow City in the exercise of its reasonable administrative discretion, to continue to make payments under this contract. In the event City has insufficient appropriations, limitations or other expenditure authority, City may terminate this contract without penalty or liability to City, effective upon the delivery of written notice to Contractor, with no further liability to Contractor. 20. Prior Approval Required Provision. Approval by the City of Ashland Council or the Public Contracting Officer is required before any work may begin under this contract. 21. Certification. Contractor shall sign the certification attached hereto as Exhibit A and herein incorporated by reference-) Contract City of Ashland i. By ",b rAve~45~~~ By Signa Department Head Print Name Print Name s CLA Title Date W-9 One copy of a W-9 is to be submitted with the signed contract. Purchase Order No. Contract for Goods and Services Less than $25,000, Revised 06/02/2015, Page 3 of 5 EXHIBIT A CERTIFICATIONS/REPRESENTATIONS: Contractor, under penalty of perjury, certifies that (a) the number shown on the attached W-9 form is its correct taxpayer ID (or is waiting for the number to be issued to it and (b) Contractor is not subject to backup withholding because (i) it is exempt from backup withholding or (ii) it has not been notified by the Internal Revenue Service (IRS) that it is subject to backup withholding as a result of a failure to report all interest or dividends, or (iii) the IRS has notified it that it is no longer subject to backup withholding. Contractor further represents and warrants to City that (a) it has the power and authority to enter into and perform the work, (b) the Contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable in accordance with its terms, (c) the work under the Contract shall be performed in accordance with the highest professional standards, and (d) Contractor is qualified, professionally competent and duly licensed to perform the work. Contractor also certifies under penalty of perjury that its business is not in violation of any Oregon tax laws, and it is a corporation authorized to act on behalf of the entity designated above and authorized to do business in Oregon or is an independent Contractor as defined in the contract documents, and has checked four or more of the following criteria: (1) 1 carry out the labor or services at a location separate from my residence or is in a specific portion of my residence, set aside as the location of the business. (2) Commercial advertising or business cards or a trade association membership are j purchased for the business. V/ (3) Telephone listing is used for the business separate from the personal residence listing. (4) Labor or services are performed only pursuant to written contracts. -1~ (5) Labor or services are performed for two or more different persons within a period of one ar. (6) 1 assume financial responsibility for defective workmanship or for service not provided as evidenced by the ownership of performance bonds, warranties, errors and omission insurance or liability insurance relating to the labor or services to be provided. W-/5--- ctor (Date) Contract for Goods and Services Less than $25,000, Revised 06/02/2015, Page 4 of 5 Exl~d; t B Scope of Work Business Retention and Expansion Study, 2015 Ashland Chamber of Commerce May 2015 1. Design of the Business Retention and Expansion Survey Instrument (May - July 2015) a. Meet with Business Retention and Expansion Committee to establish survey objectives and priorities for kinds of business information needed. b. Develop BR&E survey. Integrate questions from previous BR&E surveys c. Review survey with primary contact and Committee. d. Pre-test survey instrument with three businesses and refine where necessary. e. Time estimate: 40 hours f. Cost estimate: $5,500 - $6,000 2. Computerize Survey Data (September 2015) a. Input survey data into spreadsheet, exportable to various database or statistical analysis software (assume 60 surveys). b. Time hours: 20 hours c. Cost estimate: $2,500 - $3,000 3. Analysis of Data (October 2015) a. Tabulate scaled responses and summarize qualitative data. Correct for non-response and missing data. b. Meet with the Committee interviewers to discuss survey process and their perceptions. c. Time Estimate: 30 hours d. Cost Estimate: $4,000 - $4,500 4. Final Report (October - December 2015) a. Summarize survey results b. Create graphs and tables. c. Be available for additional technical assistance. d. Time Estimate: 70 hours e. Cost estimate: $9,500 - $10,000 5. Presentations (January 2015 - February 2016) a. Develop a 1/2-hour PowerPoint presentation targeted at community and business- related groups. b. Time Estimate: 20 hours c. Deliver three presentations d. Cost estimate: $2,500 - $3,000 Total Project Cost: $25,000 BR&E timeline and process 2015 - 16 • February 2015 Meet with City Staff/Write proposal • March Submit proposal - meet with Council Study Session • April - July Budget Committee/Council decision for 2015-16 • May Leadership Team formed Task Force selected and organized Independent Researcher interviewed/selected • Aug - September Review/analysis of previous surveys and firms interviewed Development of survey questions Task Force selects firm interviewers Recruitment of firm interviewers Conduct training of firm interviewers Select firms to interview Assign firms • Sept - Dec Contact businesses to interview - make appointments Conduct interviews • January 2016 Gather all surveys/follow-up Input surveys Aggregate survey results Analyze report • February Write report • February Present report results to Task Force • March Present report to City Council Staff costs to implement the BR&E program include during the planning and visit phase: • Proposal development/meetings/project coordination • Developing the survey materials • Recruitment, training and coordination of the Leadership Team and Task Force members • Production and distribution of training materials • Coordination and training of the volunteer teams • Determining types of businesses to survey • Inviting the businesses to participate - letters, follow-up • Assist Task Force members as needed with scheduling appointments • Survey collection communication with Task Force members • Interfacing with the economic consultant • Review of the document • Keeping the project on task and within budget • Thanking the volunteers and businesses who participated • Coordinating the final document and presentations • Staff estimate of hours: 80 hours proposal submission/management/oversight 160 hours project coordinator 50 hours of secretarial Materials, room, refreshments Mailings, phone calls, emails • In-kind: 180 hours (45 hours each for leadership team members x 4 people) 500 hours (20 hours each for task force members x 25 people) 375 hours (15 hours each for volunteer firm visits x 25 people) 25 hours (firms time to be interviewed Significant business volunteer contributions are required for this project to be effective and are considered as in-kind contributions. They include meetings, contacting the businesses for appointments, explaining the process, conducting the interviews, filling out the survey and writing the responses. This estimate is based on 25 businesses surveyed and is estimated to be in excess of $25,000. The primary costs are for the independent paid economic consultant to assist the committee in the development of the survey instrument including pre and post survey meetings, data input, data analysis and creation of the written report and final presentations. In addition, the consultant will be reviewing previous survey results in order to form the final report and comparisons of change in economic conditions and challenges (see separate scope of work). Page 1 / 1 CITY 0-F- ASHLAND DATE :::gFPO NUMBER pirTAM114mal 20 E MAIN ST. 8/5/2015 13045 ASHLAND, OR 97520 (541) 488-5300 VENDOR: 000024 SHIP TO: City of Ashland ASHLAND CHAMBER OF COMMERCE (541) 488-6002 PO BOX 1360 20 E MAIN STREET ASHLAND, OR 97520 ASHLAND, OR 97520 FOB Point: Ashland, Oreqon Req. Na.: Terms: Net Dept.: Req. Del. Date: contact: Adam Hanks Special Inst: Confirmini? NO Quantity Unit Description Unit Price Ext. Price Business Retention and Expansion Survev 25,000.00 (Per attached scope of work) Contract for Goods and Services Beginninq date: July 1, 2015 Completion date: June 30, 2016 i SUBTOTAL 25 000.00 BILL TO: Account Payable TAX 0.00 20 EAST MAIN ST FREIGHT 0.00 541-552-2010 TOTAL 25,000.00 ASHLAND, OR 97520 Account Number Project Number Amount Account Number Project Number Amount E 110.01.02.00.60410 25000.00 i " P Authorize f VENDOR COPY nature FFO"#3 CITY OF ASHLAND REQUISITION Date of request: 7/29/15 Required date for delivery: Vendor Name Ashland Chamber of Commerce Address, City, State, Zip PO Box 1360 Ashland OR 97520 Contact Name & Telephone Number Sandra Slattery, Executive Director 541-482-3486 Fax Number SOURCING METHOD ❑ Exempt from Competitive Biddinq ❑ Emergency ❑ Reason for exemption: ❑ Invitation to Bid (Copies on file) ❑ Form #13, Written findings and Authorization ❑ AMC 2.50 Date approved by Council: ❑ Written quote or proposal attached ❑ Written -quote or proposal attached Attach co of council communication If council approval required, attach co of CC ❑ Small Procurement Cooperative Procurement Less than $5,000 ❑ Request for Proposal (Copies on file) State of Oregon ❑ Direct Award Date approved by Council: ❑ Verbal/Written quote(s) or proposal(s) -(Attach copy of council communication) Contract # ❑ State of Washington Intermediate Procurement ❑ Sole Source Contract # GOODS & SERVICES ® Applicable Form (#5,6, 7 or 8) ❑ Other government agency contract $5.000 to $100,000 ❑ Written quote or proposal attached Agency ❑ (3) Written quotes and solicitation attached ❑ Form #4, Personal Services $5K to $75K Contract # PERSONAL SERVICES ❑ Special Procurement Intergovernmental Agreement $5,000 to $75,000 ❑ Form #9, Request for Approval ❑ Agency ❑ Less than $35,000, by direct appointment ❑ Written quote or proposal attached Date original contract approved by Council: ❑ (3) Written proposals/written solicitation Date approved by Council: (Date) ❑ Form #4, Personal Services $5K to $75K Valid until: Date - (Attach copy of council communication) Description of SERVICES Total Cost Design, Manage conduct, analyze, compile and present results of a Business Retention and $25000 Expansion surve , Item # Quantity Unit Description of MATERIALS Unit Price Total Cost TOTAL COST ❑ Per attached quote/proposal $25000 Project Number-- Account Number 110.01.02.00.604100 AccountNumber_--- Account Number - - - - *Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. IT Director in collaboration with department to approve all hardware and software purchases: eY~ IT Director 1 Date Support -Yes/No By signing this requisition form, 1 certify that the C' 's public contracting requirements have been satisf; ied- Employee: Department Head. (Equal to or greater than $5,000) Department Manager/Supervisor: City Administrator: (Equal to or greater than $25,000) Funds appropriated for current fiscal year: (J / NO ay< _ Finance Director- (Equal to or greater n $5,000) Date Comments: Form #3 - Requisition FORM #7 CITY OF ASHLAND SOLE-SOURCE DETERMINATION AND WRITTEN FINDINGS PERSONAL SERVICES Less than $75,000 To: Dave Kanner, City Administrator From: Adam Hanks, Management Analyst Date: June 8, 2015 Re: Sole Source Determination and Written Findinl4s for Personal Services In accordance with AMC 2.50.090(F), the Department Head shall determine in writing that there is only one provider of a product or service of the quality and type required available. Estimated total value of contract: 25,000 Project name: Business Retention and Expansion Survey and Analysis Description of project: Design, manage, conduct, analyze, compile and present results of a Business Retention and Expansion survey of between 35 and 50 Ashland based businesses. Results will identify existing local economic conditions, challenges, needs, expansion potential and "red flags" of the traded sector businesses being surveyed. Background: The City of Ashland has contracted with the Ashland Chamber of Commerce in 2006 and 2012 to conduct local business retention and expansion surveys. The process involves the development of questions to obtain feedback from the selected businesses in the desired business sectors on the current state of the local economy, strengths and weaknesses of the local business climate, resource needs for business success and growth and problem areas or "red flags" that may exist and be causing businesses to close or relocate out of Ashland. As was the case with the 2006 and 2012 survey processes, the Chamber of Commerce is uniquely positioned to manage and conduct the project due to its previous history and original partner level involvement in the creation of the concept and its continuity over time. Additionally, the survey process requires a level of comfort and confidentiality between the business and the survey interview team. The Chamber of Commerce has the ability to train and deploy interview teams that have previous experience in the process, have a trusted, peer to peer Form #7 - Sole Source -Personal Services - Less than $75,000, Page 1 of 2, 6/10/2015 relationship with the businesses and can deliver a final published report that maintains confidentiality while also capturing the aggregate data collected in the survey/interview process. Findings: Pursuant to ORS 279B.075 (2)(d): Any other findings that support the conclusion that the goods or services are available from only one source. 1) The Ashland Chamber of Commerce has specific prior, local history and experience in managing, training, conducting, analyzing and presenting results using the Business Retention and Expansion survey program model. 2) The Ashland Chamber of Commerce can convene a project management team with relevant local experience and standing within the business community across a wide array of business fields. 3) The Ashland Chamber of Commerce has experience and expertise in training interview teams to confidentially conduct interviews, maintain required business level relationships, interpret and clarify responses if/when needed 4) The Ashland Chamber of Commerce has an experienced and deep volunteer resource pool from which to select interview teams to meet the projected timeline of the interview portion of the project. Market Research Overall finding: No other entity has the local business relationships, the history with conducting local business interviews or the team of volunteers with the needed skills ready and available to conduct the interviews to meet the required project timeline. Form #7 - Sole Source -Personal Services - Less than $75,000, Page 2 of 2, 6/10/2015