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HomeMy WebLinkAbout2012-302 CONT AMND #5 - Loomis Page 1 / 1 CITY OF ASHLAND DATE BER 200 EMAIN ST8/22/2012 11113 ASHLAND, OR 97520 (541) 488-5300 VENDOR: 016800 SHIP TO: City of Ashland LOOMIS, LOOMIS ORE. HOLDINGS LLC (541) 488-6002 M/S 15 20 E MAIN STREET PO BOX 4300 ASHLAND, OR 97520 PORTLAND, OR 97208-4300 FOB Point: _ Req. No.: Terms: Net Dept.: Req. Del. Date: Contact: Barbara Christensen Special lnst: Confirming? No Quanti Unit - Description Unit Pricer.. Ext; Price THIS IS A REVISED PURCHASE ORDER 11.00 Mos Armored Car Service - FY 2013 295.00 3,245.00 This purchase is placed aqainst State of Oreqon solicitation #102-1066-06 and price aqreement #2559 (formerly #7834). The price aqreement is incorporated herein by reference.and takes precedence over all other conflicting terms and conditions, express or implied. Amendment #4 to Price Aqreement #2559 . has extended the contract to May 23, 2013 SUBTOTAL 324500 BILL TO: Account Payable TAX 0.00; 20 EAST MAIN ST FREIGHT 0.00 541-552-2010 TOTAL 3,245.00' ASHLAND, OR 97520 Account Number, Projeat.Number •Amount Account Number' ~ Project Number Amount' E 10. 04.00.00.60410( 3,245.00 Authorized Signature VENDOR COPY AMENDMENT No. 05 to - Price Agreement No. 2559 1. This is Amendment No. 05 to Price Agreement # 2559 (as amended from time to time, the "Price Agreement") dated March23, 2007 between the State of Oregon, acting by and through its Department of Administrative Services, State Procurement Office, hereafter called "DAS SPO" or "State" and Oregon Armored Services, Inc. hereafter called "Contractor". This Amendment is effective on the date it has been signed by every party and approved in accordance with applicable law. The purpose of this Amendment is to add locations, for service and quoted pricing. Jr. The Price Agreement is hereby amended as follows (new language is indicated by underline and bold font): a. City of Salem Locations and Quoted Cost: Item # Quantity/Unit Description Unit Cost 139 I/Month City of Salem 275.00 Finance Dept ' 5555 Liberty St SE, Rm 230 Salem OR 97301 Daily Pickup (M-F) 2:00- 2:30PM Change Orders to US Bank, All other Deposits to Bank of America Item # Quantity/Unit Description Unit Cost 140 I/Month City of Salem 173.90 Parking Services 340 Chemeketa St NE Salem OR 97301 Daily Pickup O WF) 2:00- 2:30PM Brinks processes metered coiu. All other Deposits to Bank of America Item # Quantity/Unit Description Unit Cost 1~4 1Month City of Salem 150.00 Center 50+ 2615 Portland Rd NE Salem OR 97301 Pickup - Tuesday and Frldayl:W 1:30PM Deposits to Bank of America Item # Quamity/Unit Description Unit Cost 142 1/Month City of Salem 150.00 EMS 2742 25`a St SE Salem OR 97302 Pickup - Tuesday and Friday1:00.1:30PA Deposits to Bank of America Pries Agreement # 2559, A,nu+dment 5.doc I I07 0012 Master No. 56881-12 b. City of Ashland Location and Quoted Cost: Item# Quantity/Unit Description Unit Cost 143 I/Month City of Ashland $295.00 City Hall Utility Bid 20 E Main St Ashland, OR 97520 Dally Pickup: M-P 11:00AM -12: OOPM. Deposit to Banlc of America Ashland C. Multnomah County Location and Quoted Cost: Item# Quantity/Unit Description Unit Cost .144 1/Month Multnomah County 278.00 Circuit Court 18480 SE Stark Portland, OR 97233 Daily Pielcup (M-P) 9:06-10:00 AM Item # Quantity/Unit Description Unit Cost 145 VEACH Multnomah County JdC 15.00 1401 NE 68' Ave Portland, OR 97213 As Needed, 11:00 AM-12:00 PM d. Deschutes County Location and Quoted Cost Item# Quamtity[Unit Description Unit Cost 146 1/A4onth Deschutes County 278.00 Circuit Court 1100 NW Bond St., Bend, OR 97701 Daily Pickup tM-P) 11:00 AM Hl.. Except as expressly amended above, all other terns and conditions of the Price Agreement are stilt in full force and effect. Contractor certifies that the representations, warranties and certifications contained in the Price Agreement are true and correct as of the effective date of this Amendment and with the same effect as though made at the time of execution of the Price Agreement. Certifrcadon: 2beiradividualsigningonbehalfofConkaaot-haebyeertifimandnmarstmderpataltyofpedity: (a)Contractoris not subject to backup withholding because CoMraacr s exempt from backup withholding, (in) Contractor hasnot been notified by the IRS that Conbnclor is.mbjm1 to backup withholding as a result ofafailure to report all tnterest ordividends, or (dt) the IRS has notified Conlmetor that Contractor is no longersubjecrto backup withhold ng; (b) s/he is authorized la acron betmlfafContractor, s/he has authority ondknowledge regarding Cantractor'spaynton ofr x and to the 7msl of her/his knowledge, Contractor is not in Price Agreement 82559, Amendment 5.doe 2 102612012 Master No. 56861-12 violation ofarpiOregon taxlmw'(ncluding, ividwul linofation, thefollo'wbrgpurntant to OAR l50-305.335(6)-(B): For purposes of lhls certif,cadon, "Oregon laxlmrs"means dre lax /mvs names is ORS305.380 (4), including without linfinva n drestate inheritance fat, go? tax, Irersonal income tax willdwlding tar, corporation income and excise laeeq mmrsement device tax, timber lases, croaretfe fax, other tobacco fax, 9-1-1 emergency comnnmications lax, the hosawnw rs and ranters property tox reliefprngrant and local rases administered by the Department ofRevenue (Mulnwmah County BusfnemIncorne Tax, Lane T}wnxitDistrict Tar, Tri- Metropolitan TYansit Disafct Employer Fa)no 11 Tas, and T ri-Metropoltlan District Se¢Employvrent Tax' (c) Contractor is an independent contractor as defined in ORS 670.600; and (d) tae supplied Contractor data is Min and accurate. CONTRACTOR: Loomis Arno d US, LLC. n By. Name: Title: Date DEPARTMENT OFADLVIirISTRATIVE SERVICES, STATE PROCUREMENT OFFICE: / Approved By: Name: - Titlh Dart APPROVED AS TO LEGAL SUFFICIENCY Approved By: Not required per OAR 137-045-0050 (2) Price Agreement # 2559, Amoodmast 5.doc 3 M26/2012 vfaster No. 56381-12 Kari Olson From: KERLEE Dion * SSD SPO [dion.kerlee@state.or.us]. Sent: Wednesday, December 12, 2012 10:47 AM To: 'Kari Olson' Cc: 'Barbara Christensen' Subject: RE: Questions regarding contract with Loomis Armored Services Attachments: 2559 Amendment 05_v1.2_(executed).pdf Hello Kariann, Hope your Wednesday is going well. City of Ashland has been added to the contract and is able to use Contract 2559. The letter you received from Loomis is a form letter sent from the Loomis Corporate Headquarters and does not apply to users of The Oregon Price Agreement 2559. Price adjustments to PA 2559 are by amendment to the contract only and authorized purchasers would be notified through the State's list serve "buyer link". An upcoming Buyer Link release will address this matter. To register to receive or cancel "buyer link" please do so at the following link. http://listsmart.osi.state.or.us/mailman/Iistinfo/buyer-Iink Does that answer your questions? Is there anything else I can assist with? Respectfully, Dion Kerlee DAS-EGS Procurement Services Phone 503.378.2816 From: Karl Olson [mailto:olsonk@ashland.or.us] Sent: Tuesday, December 11, 2012 4:25 PM To: 'KERLEE Dion * SSD SPO' Cc: kari.olson@ashland.or.us; 'Barbara Christensen' Subject: Questions regarding contract with Loomis Armored Services Hello Dion, I left you a voice mail to let you know I would be emailing you regarding the City's status on this contract and we are hoping you can assist us with a couple of things. 1 Way back when ...the City of Ashland was going to be added to this contract. We were told this request was "in process"; however, 1 am not seeing the City of Ashland listed on the contract. Can you please confirm for us that the City of Ashland is in fact included in the contract? Also, a letter was received from Loomis stating there would be a 3% increase in their fees. Can you please confirm for us that this is an authorized price increase in the contract? If.you need more information, please let me know. Thank you. Kariann Kariann Olson Purchasing Representative City of Ashland 90 N. Mountain Ave. Ashland, Oregon 97520 Tel 541-488-5354 Fax 541-488-5320 TTY 800-735-2900 kari.olsonpashland.or.us Visit the City's web site at: www.ashland.or.us This email transmission is official business of the City of Ashland, and it is subject to Oregon Public Records law for disclosure and retention. If you have received this message in error, please contact me at (541) 488-5354. Thank you. 2 December 1, 2012 Dear Loomis Customer: Thank you for your continued loyalty. We are committed to meet and exceed your expectations by providing superior service. In today's business climate, that objective is becoming more and more challenging. As an industry, the number of attempted robberies is trending downward, but these attacks have become much more violent. At Loomis, we have not been immune from these acts of violence which have resulted in two separate employees being shot. Fortunately, neither incident resulted in a fatality, and both individuals are now recovering. We take our business very serious and will continue to take all precautions to protect our people and your assets. j" As in most businesses, we work diligently to improve efficiencies, yet costs conth to increase. As a result, your next invoice will reflect an adjustment necessary for us t%rriaintain the highest level of service and security. Specifically, your invoice will reflect a 3.00% increase. We wish to thank you again for being a valued partner, and kno tw hat you will understand the necessity for this price increase. If you have any questions, please go to our website at www.loomis.us and select "Contact Us". Your inquiry will be acknowledged and then directed to the nearest Loomis branch for a personal response. Sincerely, 14 G~ ~t e7 Tom Hochradel Senior Vice President of Sales .5 CT ~I Loomis US C f 2500 CityWest Blvd.. Suite 900 Houston, TX 77042 AMENDMENT # 04 to Price Agreement # 2559 i ~ I- This is Amendment No. 04 to Price Agreement # 2559 (as amended from time to time, the "Price Agreement") dated March 23, 2007 between the State of Oregon, acting by and through its Department of Administrative Services, Procurement Services, hereafter called "DAS" or "State" and Loomis Armored US, tLC hereafter called "Contractor". This Amendment is effective on the date it has been signed by every party and approved in . accordance with applicable law. The purpose of this Amendment is to extend the term of the Price Agreement. IL The Price Agreement is hereby amended as follows: a. The current term ending October 22, 2012 is extended to May 23, 2013. I M. Except as expressly amended above, all other terms and conditions of the Price Agreement are still in full force and effect, Contractor certifies that the representations, warranties and certifications contained in the Price Agreement are true and correct as of the effective date of this Amendment and with the same effect as though made at the time of execution of the Price Agreement. Cerdj7catlon: The individual signing on behalfofContractor hereby certifies and swears underpenaUy ofperjury: (a) Contractor a not subject to backup withholding because (t) Contractor is exempifrom backup withholding, (Ii) Contractor has not been notlRed by the IRS that Contractor is subject to backup withholding as a result ofa fallure to report all interest or dividemis, or ad) the IRShar noted Contractor that Contractor is no longer subject to backup withholding; (b) s/he Is authorized to act on behatfofContractor, s/he has authority and knowledge regarding Contractor's paymentofuzres, and to the best ofher/his knowledge, Contractor Is not to violation ofany Oregon lax laws (including without ltmitation, the followingpursuant to OAR 150-305385(6)-(B): Forpurposer of this cerlincatton, "Oregon tax laws"means the tax laws names is ORS 305.380 (4), tncludingwithout limitation the state inheritance - tax, go tax, personal income tax, withholding tax, corporation income and exc/se taxes; amusement device tax timber taxee, , cigarette tax other tobacco tax, 9.1-1 emergency communications tax, the homeowners and renters properly tax rellefprogram and to cat taxes, administered by the Department of Revenue (Mu/momah County Business ]Maine Tax Lane Ransit District Tax, Rl- Metropolitan Drnmt District Employer Payro It Tax, and Pi-Metropolitan District Self-Employment Tax; (c) Contractor is an independent contractor as defined In ORS 670.600; and (e{) the supplied Contractor data is true and accurate. CONTRALTO tois rmored US, LLC. By; ~zt=via GEFj 28° 2mL2- Name: at>re.t 4t-~j Title: Date DEPARTMENT OF ADMINISTRATIVE SERVICES, PROCUREMENT SERVICES: ~ ) //r t II Appro), led73y:': G! 'Wc.-C. [F(Cf SiC (.LLtecc ~L!li /!Z z ,T Name:l,,~- Title: tl`1'I.IS ~ . Date T-~ APPROVED AS TO LEGAL SUFFICIENCY Approved By: Not required per OAR 137-045-0050 (2)(a),137-045-0050 (2)(b (B) I Price Agreement #2559, Amd 4.doo 7 9/28/2012 - MasterNo. 56881-12 , nnw. Award Summary Page 1 of 41 Award Summary Trade Services Armored Car Services Oregon ProcurementlnformalYOn (Prod) Supplier Address Contract ed # .F Loomis Armored Us, Inc. 2559 O0 2121 SE 6th Ave ~~l.%yy"ryp Amendment # 4 h;-;~, .,,stay Portland, Oregon Revision Date 97214 10/95/2012 Contract Start Date 03/23/2007 ' 4ptl ~ ~X ~Y lg_g 9.- Expiration Date 03/23/2013 Contact: Tom Merrill Supplier Number Phone: 1 (503) 232-2825 43884 Fax: All dates are mm/dd/yyyy Email: tom.merrill®us.loomis.com Attachments Exist Amendment/Revision Comments Exist Secondary Suppliers Do Not Exist User Comments Do Not Exist Contract Administrator Receiving Address Contract Filed At State Procurement Office see purchase order DAS SPO 1225 Ferry Street SE, U140 Salem, Oregon 97301-4285 Contact: Dion Kerle Ie Phone: 1 (503) 378-2816 Fax: 1 (503) 373-1626 Email: dion.kerleeodas.state.or.us Header Comments ( Amendment 2, Revision # 1, Updates contractor FEIN number, (1-750117200). Loomis Oregon Holdings, LLC, DBA Loomis Armored US, LLC. Secratary of State Registry Number 817636-91 https:Horpin,oregon,gQv/open, dil/showDQcSummarv?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 2 of 41 This Price Agreement 2559 replaces Price Agreement 7834 in it's entirety. Delivery Requirements See Specifications Payment Terms Net 45 FOB (Not Applicable) Item # Quantity / Description Unit Cost Unit 1 1 Commodity No. 990-10-18 $275.85 MONTH Armored Car Services Contruction Contractors Board 700 Summer Street NE Salem, OR 97301 Daily Pickup 2 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Justice 1162 Court Street Salem, OR 97301 Daily Pickup 3 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Justice 4600 25th Ave NE, Suite 180 Salem, OR 97301 Daily Pickup 4 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Administrative Services (Financial Svcs) 155 Cottage Street NE, 4th Floor Salem, OR 97301 Daily Pickup 5 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Adminstrative services - .4imina .C>n~i ne+a https:Horpin. oregon.gov/open.dll/showDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 3 of 41 1665 Salem Industrial Drive Salem, OR 97303 Daily Pickup 6 1 Commodity No. 990-10 $306.95 MONTH Armored Car Services Dept. of Administrative Services Facilities Division 1225 Ferry Street BE Salem, OR 97301 Daily Pickup Weekly Coin pickup. (Pickup day varies on coin) 7 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Consumer & Business Services 350 Winter Street NE Salem, OR 97301 Daily Pickup 8 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Vetrans Affairs 700 Summer Street WE Salem, OR 97301 Daily Pickup 9 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Human Services 2850 Broadway Street NE Salem, OR 97301 Daily Pickup 10 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Division of State Lands 775 Summer Street NE Salem, OR 97301 Daily Pickup 11 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Corrections, Accouting 2575 Center Street NE Salem, OR 97301 Daily Pickup 12 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Dept. of Corrections, Central Trust 3601 State Street Salem, OR 97301 https:Horpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disld=150455... 12/11/2012 Award Summary Page 4 of 41 Daily Pickup 13 1 Commodity No. 990-10 $0.00 Cancelled MONTH Armored Car Services Cancelled Cancelled CANCELLED Employment Department 875 Union Street NE - Salem, OR 97301 Daily Pickup 14 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services - Legislative Admistration Committee 900 Court Street NE RM 140C Salem, OR 97301 Daily Pickup 15 1 Commodity No. 990-10 $0.00 MONTH Armored Car Services Legislative Council Committee 900 Court Street, RM 101 Salem, OR 97301 Daily Pickup $275.85 - Effective 9/14/09, Discontinue service to location. 16 1 Commodity No. 990-10-18 $275.85 MONTH ARMORED CAR SERVICES Dept. of Agriculture 635 Capitol Street NE Salem, OR 97301 Daily Pickup 17 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Housing and Communit Services 1600 State Street Salem, OR 97301 Daily Pickup 18 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Judicial Department 1162 Court Sreet NE Salem, OR 97301 Daily Pickup 19 1 Commodity No. 990-10 $275.85 MONTH AYSROYed Car Services Oregon State Hospital Business Office https://orpin.oregon.gov/open.dlUshowDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 5 of 41 2680 center Street NE Salem, OR 97301 Daily Pickup 20 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Department of Transportation 355 Capitol Street HE Salem, OR 97301 Daily Pickup 21 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services _ Oregon Dept. of Motor Vehicles 2640 Portland Road NE Salem, OR 97301 Daily Pickup 22 1 Commodity No..990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles Headquarters 1905 Lana Ave NE Salem, OR 97303 Daily Pickup 23 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Revenue 955 Center Street NE Salem, OR 97301 Daily Pickup 24 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Parks & Recreation Dept. (Fair) 2330 17th Street NE Salem, OR 97303 Daily Pickup 25 1 Commodity No. 990-10 $176.29 EACH Armored Car Services Oregon Parks & Recreation Dept. (Fair) 2330 17th Street NE Salem, OR 97303 Mornings During Fair 26 1 Commodity No. 990-10 $293.47 EACH Armored Car Services Oregon Parks & Recreation Dept. (Fair) 2330 17th Street NE Salem, OR 97303 Evenings During Fair https:Horpin.oregoD.gov/open.dll/showDocSummary?sessionID=5005793&disld=150455... 12/11/2012 Award Summary Page 6 of 41 27 1 Commodity No. 990-10 $275.85 EACH Armored Car Services Oregon State Treasury 900 Court Street NE Salem, OR 97301 Daily Pickup 28 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Public Utility Commission 550 Capitol Street NE Salem, OR 97301 Daily Pickup 29 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Real Estate Agency 1177 Center Street NE Salem, OR 97301 Daily Pickup 30 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Secretary of State 900 Court Street NE Salem, OR 97301 Daily Pickup 31 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 8428 BE Sunnyside Road Clackamas, OR 97015 Daily Pickup 32 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 10 82nd Drive Gladstone, OR 97027 Daily Pickup 33 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 19250 SW Allen Blvd. Beaverton, OR 97008 https:Horpin.oregon.gov/open.dll/showDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 7 of 41 Daily Pickup 34 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 2221 East Powell Blvd Gresham, OR 97080 Daily Pickup 35 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1300 SW Oak Hillsboro, OR 97123 Daily Pickup 36 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor vehicles 185th and Cornell Blvd. Hillsboro, OR 97123 Daily Pickup 37 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 3 Monroe Parkway V Lake Oswego, OR 97035 Daily Pickup 38 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Health Division 800 NE Oregon Street Portland, OR 97232 Daily Pickup 39 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Portland State University 724 SW Harrison Portland, OR 97207 Registration Periods 40 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Portland State University 724 SW Harrison Portland, OR 97207 Other Periods 41 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services https://orpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disId=150455... 12/11/2012 Award Summary Page 8 of 41 Oregon Dept. of Motor vehicles 1836 NE 82nd Ave Portland, OR 97220 Daily Pickup 42 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 8710 SW Powell Blvd Portland, OR 97266 Daily Pickup 43 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 8260 Interstate Ave Portland, OR 97217 Daily Pickup - 44 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor vehicles 1502 SW 6th Ave Portland, OR 97201 Daily Pickup 45 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 990 Lloyd Center Portland, OR 97232 Daily Pickup 46 1 Commodity No. 990-10 $275.85 EACH Armored Car Services Oregon Board of Nursing 800 NE Oregon Street, Suite 465 Portland, OR 97232 Daily Pickup 47 1 Commodity No. 990-10 $275.85 EACH Armored Car Services Oregon Dept. of Revenue 800 NE Oregon Street - Portland, OR 97232 Daily Pickup 48 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Bureau of Labor & Industries 800 NE Oregon Street Portland, OR 97232 https:Horpin.ore~on.gov/open.dll/showDocSummary?sessionID=5005793&disId=150455... 12/11/2012 Award Summary Page 9 of 41 49 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Parks and Recreation Dept. Reservations NW 2501 SW First Ave, Suite 100 Portland, OR 97201 Daily Pickup 50 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Fish & Wildlife 3406 Cherry Ave NE Salem, OR 97303 Daily Pickup 51 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Justice 1515 SW Fifth Ave, Suite 410 Portland, OR 97201 Daily Pickup 52 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 14240 Galbreath Drive Sherwood, OR 97140 Daily Pickup 53 1 Commodity No. 990-10 $508.13 MONTH Armored Car Services Eugene Water & Electric Board (H.Q.) 500 East 4th Ave Eugene, OR 97401 Daily Pickup 54 1 Commodity No. 990-10 $347.40 MONTH Armored Car Services University of Oregon Business Office U of O Campus Eugene, OR 97403 Registration Periods 55 1 Commodity No. 990-10 $347.40 MONTH Armored Car Services University of Oregon Business Office U of O Campus Eugene, OR 97403 Other Periods https://orpin.oregon.gov/open.dll/showDoeSummary?sessiordD=5005793&disId=150455... '12/11/2012 Award Summary Page 10 of 41 56 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services University of Oregon ERB Memorial union U of O Campus Eugene, OR 97403 Daily Pickup 57 1 Commodity No. 990-10 $345.32 MONTH Armored Car Services University of Oregon Athletic Department U of 0 Campus Eugene, OR 97403 Daily Pickup 58 1 Commodity No. 990-30 $386.80 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 705 West Marine Drive Astoria, OR 97103 Daily Pickup 59 1 Commodity No. 990-10 $298.66 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 3550 SW Dechutes Corvallis, OR 97333 Daily Pickup Services Suspended effective 9/18/09 60 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Oreogn Dept. of Motor Vehicles 4422 West Devils Lake Road Lincoln City, OR 97367 Daily Pickup 61 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 158 NE 5th Newport, OR 97365 Daily Pickup 62 1 Commodity No. 990-10 $285.18 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 500 Columbia River St. Helens, OR 97051 https:Horpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disId=150455... 12/11/2012 Award Summary Page 11 of 41 ' Daily Pickup 63 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1550 Industrial Ave Woodburn, OR 97071 Daily Pickup 64 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Portland State University University Place 310 SW Lincoln Portland, OR 97201 Daily Pickup 65 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Washington County Finance Division 155 N. First Ave, Suite 330 Hillsboro, OR 97124 Daily Pickup 66 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 2242 Santiam Hwy Albany, OR 97322 Daily Pickup 67 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 2485 South 2nd Street Lebanon, OR 97355 Daily Pickup 68 1 Commodity No. 990-10 $362.-95 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1661 North Hwy 99W McMinnville, OR 97128 Tuesday - Saturday Pickup Deposits made to Bank of America Depository 69 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles (West Eugene) 2780 West 10th Eugene, OR 97401 Daily Pickup https://orpin.oregon.gov/open. dll/showDoeSunimary?sessionlD=5005793 &disld=150455... 12/11/2012 Award Summary Page 12 of 41 70 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor vehicles 1250 North 18th St. Springfield, OR 97477 Daily Pickup 71 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 142 Gateway Blvd. Cottage Grove, OR 97424 Daily Pickup 72 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services 'Oregon Dept. of Motor vehicles 235 West 4th Ave Junction City, OR 97448 Daily Pickup 73 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor vehicles 456 valley River Center Eugene, OR 97401 Daily Pickup 74 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1331 NE Cedar Rosburg, OR 97470 Daily Pickup 75 1 Commodity No. 990-10 $461.47 MONTH Armored Car Services Oregon Dept. of Motor vehicles 1000 SW Emkay Drive Bend, OR 97702 Daily Pickup 76 1 Commodity No. 990-10 $487.39 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1649 SE Odem Medo Road Redmond,.OR 97756 Daily Pickup 77 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services https://orpin.oregon,gov/open,di VshowDocSummarv?sessionID=5005793 &disId=150455... 12/11/2012 Award Summary Page 13 of 41 Oregon Dept. of Motor Vehicles 4555 Liberty Road South, suite 300 Salem, OR 97302 Tuesday - Saturday Pickup 78 1 Commodity No. 990-10 $275.85 .MONTH Armored Car Services Oregon Dept. of Motor Vehicles 37395 Hwy 26 Sandy, OR 97055 Daily Pickup 79 1 Commodity No. 990-10 $368.80 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 600 Marine Park Hood River, OR 97031 Daily Pickup 80 1 Commodity No. 990-10 $386.80 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 3313 Bret Clodfelter Way The Dalles, OR 07058 Daily Pickup 81 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 514 East Ellendale Dallas, OR 97338 Daily Pickup Dropping to Bank of America Depository 82 1 Commodity No. 990-10 $282.06 MONTH Armored Car Services Springfield Utility Board 5755 Main Street Springfield, OR 97478 Drop Box Pick Up. Monday-Friday Pick Up Deliver to Sub at 250 A Street by 12:30 PM 83 1 Commodity No. 990-10 $262.06 MONTH Armored Car Services Springfield Utility Board 1891 Pioneer Parkway Springfield, OR 97477 Drop Box Pick Up. Monday-Friday Pick Up Deliver to Sub at 250 A Street by 12:30 PM 84 1 Commodity No. 990-10 $193.92 MONTH Armored Car Services https:Horpin.oregon.gov/open.dll/shOWDOCSummary?sessionID=5005793&disld=150455... 12/11/2012 Award Summary Page 14 of 41 3000 Gateway Springfield, OR 97477 Drop Box Pick Up. Monday, Wednesday, Friday Pick Up Deliver to Sub at 250 A Street by 12:30 PM 85 1 Commodity No. 990-10 $193.92 MONTH Armored Car Services Springfield Utility Board 2000 Marcola Road Springfield, OR 97477 Drop Box Pick Up. Monday, Wednesday, Friday Pick Up Deliver to Sub at 250 A Street by 12:30 PM 86 1 Commodity No. 990-10 $327.69 MONTH Armored Car Services Springfield Utility Board 250 A Street Springfield, OR 97477 Drop Box Pick Up. Monday, Wednesday, Friday Pick Up Deliver to Sub at 250 A Street by 12:30 PM 87 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon State Police 255 Capitol Street NE, Suite 400 Salem, OR 97301 Daily Pickup 88 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1955 Lana Ave NE Salem, OR 97301 Daily Pickup 89 1 Commodity No. 990-10 ' $275.85 MONTH Armored Car Services Oregon Dept. of Human Services 2575 Bittern Street NE,. Bldg # 33 Salem, OR 97301 Daily Pickup 90 1 Commodity No. 950-10 $266.00 Cancelled MONTH Armored Car Services Cancelled Cancelled Josephine County Courthouse 2nd Floor Accounting window 500 N.W. 6th Street Grants Pass, OR 97526 Daily Pickup Deposits made to Wells Fargo Depository 91 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Education https:Horpin.oregon. gov/open.dll/showDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 15 of 41 3rd Floor Accounting Services 255 Capitol Street NE Salem, OR 97310 Daily Pickup 92 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services - Lincoln County Circuit court 225 West Olive Street Newport, OR 97365 Daily Pickup Deposits to West Coast Bank, North Newport Branch 93 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oreoon Dept. of Revenue 1550 NW Eastman Parkway, # 220 Gresham, OR 97030 Daily Pickup 94 1 Commodity No. 990-10. $275.85 MONTH Armored Car Services Oregon Dept. of Revenue 1600 Valley River Drive Eugene, OR 97401 Daily Pickup 95 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Revenue 6405 Rosewood Street Lake Oswego, OR 97035 Daily Pickup 96 1 Commodity Nod 990-10 $275.85 MONTH Armored Car Services Oregon Parks & Recreation Dept Headquarters 725 Summer Street NE, Suite C Salem, OR 97301 Daily Pickup 97 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services DPSST Training Academy 4190 Aumsville Hwy BE, Bldg A Salen, OR 97301 Daily Pickup 98 1 Commodity No. 990-10 $88.15 MONTH Armored Car Services Oregon State Penitentary 2605 State Street Salem, OR 97310 https://orpin.oregon. gov/open.dll/showDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 16 of 41 weekly Pickup 99 1 Commodity No. 990-10 $88.15 MONTH Armored Car Services Oregon State Correction Institution 3405 Deer Park Drive BE Salem, OR 97310-9385 Weekly Pickup 100 1 Commodity No. 990-10 $68.15 MONTH Armored Car Services Santiam Correctional Institution 4005 Aumsville Hwy BE Salem, OR 97301-9112 weekly Pickup 101 1 Commodity No. 990-10 $88.15 MONTH Armored Car Services Columbia River Correctional Institution 9111 NE Sunderland Ave Portland, OR 97211-1708 Weekly Pickup 102 1 Commodity No. 990-10 $175.00 MONTH Armored Car Services Coffee Creek Correctional Facility 24499 BE Grahms Ferry Road Wilsonville, OR 97070 Tuesday and Friday Pickup 103 1 Commodity No. 990-10 $125.48 MONTH Armored Car Services Shutter Creek Correctional Institution 95200 Shutters Landing Drive North Bend, OR 97459-0303 Weekly Pickup 104 1 Commodity No. 990-10 $125.48 MONTH Armored Car Services South Fork Forest Camp 48300 Wilson River Hwy Tillamook, OR 97141-9799 Weekly Pickup 105 1 Commodity No. 990-10 $119.26 MONTH Armored Car Services Two Rivers Correction Institution 82911 Beach Access Road Umatilla, OR 97882 Weekly Pickup 106 1 Commodity No. 990-10 $119.26 MONTH Armored Car Services hAtps:Horpin.ore~on.gov/open.dll/showDocS ummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 17 of 41 Eastern Oregon Correctional Institution 2500 Westgate Pendleton, OR 97801 weekly Pickup 107 1 Commodity No. 990-10 $148.29 MONTH Armored Car Services Deer Ridge Correctional Institution 3920 East Ashwood Road Madras, OR 97741 Weekly Pickup on Wednesday 108 1 Commodity No. 990-10 $88.15 MONTH Armored Car Services Linn County LCCC 118 Second Ave SE, Suite F Albany, OR 97321 Weekly Pickup 109 1 Commodity No. 990-10 $88.15 MONTH Armored Car Services Douglas County DCCC 1036 BE Douglas Street, RM 206 Roseburg, OR,97470 Weekly Pickup 110 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon State Police ID Services Bureau 3772 Portland Road NE Salem, OR 97301 Daily Pickup 111 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Community Colleges & Workforce Development 255 Capitol Street NE, 3rd Floor Salem, OR 97310-1300 Daily Pickup . 112 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Economic & Community Development Dept. 775 Summer Street NE, Suite 200 Salem, OR 97301 Daily Pickup 113 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Lane County Circuit Court 125 East 8th Ave Eugene, OR 97401 lleily DinY.m https://orpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disld=150455... 12/11/2012 Award Summary Page 18 of 41 114 1 Commodity No. 990-10 $25.93 EACH Armored Car Services Lane County Pre-Trial Services 101 West 5th Ave Eugene, OR 97401 On Call with 24 Hours Notice 115 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services City of Grants Pass 101 NW A Street Grants Pass, OR 97526 Daily Pickup Deposits made to Wells Fargo Depository 116 1 Commodity No. 990-10 $461.47 MONTH Armored Car Services Department of Revenue - Bend 951 SW Simpson Ave, Suite 100 Bend, OR 97702-3118 Daily Pickup 117 1 Commodity No. 990-10 $347.40 MONTH Armored Car Services r Oregon Dept. of Revenue - Medford 3613 Aviation Way, Suite 102 Medford, OR 97504 Daily Pickup 118 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Dept. of Motor Vehicles 1155 S. 5th Erect Coos Bay, OR 97420 Daily Pickup Deposits made to Wells Fargo Bank 119 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Oregon Dept. of Motor vehicles 749 Riverside Drive, Suite B Coquille, OR 97423 Daily Pickup Deposits made to US Bank 120 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Oregon Dept.. of Motor Vehilces 1 Shopping Center Drive Brookings, OR 97415 Daily Pickup Deposits made to Umpqua Bank https://orpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 19 of 41 121 1 Commodity No. 990-10 $409.62 EACH Armored Car Services Oregon Dept. of Motor Vehilces 2056 Hwy 101 North Florence,.OR 97439 Daily Pickup Deposits made to US Bank 122 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1174 Progess Drive, Suite 103 Medford, OR 97504 Daily Pickup Deposits made to Bank of America 123 1 Commodity No. 990-10 $222.96 EACH Armored Car Services Oregon Dept. of Motor Vehilces 600 Tolman Creek Road Ashland, OR 97520 Tuesday-Friday Pickup Deposits made to Bank of America 124 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 531 NE F Street Grants Pass, OR 97526 Daily Pickup/Deposits made to US Bank Services Suspended effective 10/19/09 125 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Motor Vehicles 1909 Austin Street Klamath Falls, OR 97603 Daily Pickup Deposits made to Washington Mutual 126 1 Commodity No. 990-10 $301.77 MONTH Armored Car Services Portland Public Schools BESC 501 N. Dixon Portland, OR 97227 _ Monthly Rate $266.00 Safe Fee $ 25.00 127 1 Commodity No. 990-10 $275.85 . MONTH Armored Car Services Oregon Dept. of Transportation (MCTD) 12348 N. Center Ave Portland, OR 97217 https:Horpin.oregon.gov/open.dll/showDocSummary?sessionlD=5005793&disId=150455... 12/11/2012 Award Summary Page 20 of 41 Daily Pickup 128 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Transportation Ashland Port of Entry PO Box 666, Interstate 5, Milepost 1B Ashland, OR 97520-0023 Daily Pickup 129 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Umatilla Port of Entry Registration office 1801 SW Hwy 730E) Umatilla, OR 97882 Daily Pickup . 130 1 Commodity No. 990-10 $275.85 MONTH Armored Car Services Oregon Dept. of Revenue 4275 Commercial Street SE Building 2, Suite 180 Salem OR 97302 Daily Pickup 131 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Oregon Dept. of Revenue 700 SE Emigrant, Suite 310 ' Pendleton, OR 97801 Daily Pickup 132 1 Commodity No. 990-10 $409.62 MONTH Armored Car Services Oregon Dept. of Revenue 1155 S. 5th Street, Suite A Coos Bay, OR 97420 Daily Pickup 133 1 Commodity No. 990710 $409.62 MONTH Armored Car Services Oregon Dept. of Revenue 119 4th Street NE, # 4 Newport, OR 97365 Daily Pickup 134 1 Commodity No. 990-10-18 $275.85 MONTH ARMORED CAR SERVICES Washington County Sherriff 215 SW Adams, Room A-2005 Hillsboro, OR 97123 Daily Pickup https://orpin.oregon.gov/open.dll/showDoeSummaly?sessionID=5005793&disId=150455... 12/11/2012 Award Summary Page 21 of 41 i» i ~ommoeiey rvo. 7y~-r~-in ae in.n~ ' MONTH ARMORED CAR SERVICES Department of Human Services 500 Summer St. NE Salem, OR 97301 Daily pickup 136 1 Commodity No. 990-10 $50.00 EACH Armored Car Services Dept. of Administrative Services State Parking 1225 Ferry St. BE Salem, OR 97301 On Call Pickup Next Day Coin Delivery (cost is per call) 137 1 Commodity No. 990-10 $175.55 MONTH Armored Car Services Oregon State Hospital Business Office 2680 Center Street NE Salem, OR 97301 Daily 138 1 Commodity No. 990-10 $395.00 MONTH Armored Car Services Dept. of Justice Civil Enforcement 340 Vista Ave. SE Salem, OR 97302 Daily Pickup 1:30pm - 2:30pm Deposits made to US Bank I Daily Pickup 3:30pm - 4:15pm Deliver to Administration Office 1162 Court Street NE. Salem, OR 97301 Mandatory or Convenience Renewal Option Current Amendment Value Mandatory - Minimum Order $0 N/A Return Policy Previous Contract Value N/A Warranty $750,000 N/A Best Value Analysis Current Amended Value $750,000 Freight / Surcharge Trailer Comments SUPPLEMENTAL INFORMATION: https://orpin.oregon.gov/open.dll/showDoeSummary?sessionlD=5005793&disld=150455... 12/11/2012 Award Summary Page 22 of 41 TABLE OF CONTENTS: SECTION A INTRODUCTION SECTION B NOT USED SECTION C GENERAL DEFINITIONS SECTION D SPECIFICATIONS SECTION E NOT USED SECTION F ORCPP AND WSPC PARTICIPANTS SECTION G PRICE AGREEMENT TERMS AND CONDITIONS SECTION H STANDARD TERMS AND CONDITIONS SECTION I SPECIAL TERMS AND CONDITIONS SECTION J INSURANCE REQUIREMENTS SECTION A- INTRODUCTION This supplemental information provides an overview of Contract 7834 and in no way replaces the terms and conditions set forth in the Contract resulting from the original ITB. For a complete description of this Contract, please reference the original ITB. If there is any discrepancies between this supplemental information and the terms and conditions of the Contract, the terms and conditions will supersede. This section should be used for reference only. This is a Contract between Oregon Armored Services and the State of Oregon to provide Armored Car Services for the State of Oregon, and its political subdivisions. SECTION B - NOT USED SECTION C - GENERAL BIDDING INFORMATION C.1 GENERAL DEFINITIONS: C.1.1. "Addendum" or ~-Addenda" means an addition or deletion to, a material change in, or clarification.of, the ITB. Addendum or Addenda shall be labeled as such and shall be made available to all interested Bidders in accordance with the OAR 125-247-0430. C.1.2 "Authorized Purchaser" means DAB and Purchasing Agencies ordering Services pursuant to DAS purchasing authority and direction. It may also include ORCPP and WSPC Participants with appropriate purchasing authority under their applicable rules or regulations. C.1.3 --Bid" means the Bidders written offer submitted in response to an ITS, including all necessary attachments. (Refer to Section C.4.1.) C.1.4 "Bid Closing" means the date and time set in the ITB for Bid submission, after which Bids may not be submitted, modified, or withdrawn by Bidder. C.1.5 "Bid Opening" means the same date and time set for Bid Closing, unless otherwise specified in Section C.10. C.1.G "Bidder" means the person or organization that submits a Bid in response to an ITS. C.1.7 "Contract" means the entire agreement between the Contractor and the Authorized Purchaser, comprised of Sections C.1, D, H, I, J, K and I through VI of the ITB, the Bidder's Bid, and a signed Purchase Order. C.1.8 "Contractor" means the person or organization with whom the State enters into a Price Agreement setting prices for the purchase of Services and Goods pursuant to the ITB, and with whom Authorized Purchasers subsequently contract through submittal of Purchase Orders. C.1.9 "DAS" means the State of Oregon, acting by and through the https://orpin.oreQon.gov/open.dll/showDocSummary?sessionID=5005793&disId=150455... 12/11/2012 Award Summary Page 23 of 41 Purchasing Section of the Tranaportat ion, Purchasing & Print Services Division of the Department of Administrative Services (DAB Central Purchasing). C.1.10 "Good" means all those items supplied under the Contract that are incidental to the provision of Services. C.1.11 "Invitation to Bid" or "ITS" means the entire solicitation document, including all parts, sections, exhibits, attachments, and Addenda. C.1.12 "ORCPP" means the Oregon Cooperative Purchasing Program, whose Participants include but are not limited to: cities, counties, . school districts, special districts, Qualified Rehabilitation Facilities (QRFs), residential programs under contract with the Oregon Department of Human Services, United States governmental agencies, and American Indian tribes or agencies. C.1.13 "Participants" means members of ORCPP and WSPC. C.1.14 "Price Agreement" means the Invitation to Bid and the successful Bidder's Bid. It is the agreement between the Contractor and the State under which the Contractor agrees to hold prices, terms and conditions firm for a specified period of time for the benefit of Authorized Purchasers. C.1.15 "Project" means the scope of the Contract, including all Services and Goods to be provided thereunder. C.1.16 "Purchase Order" means the document submitted to Contractor for the purchase of Services and Goods. C.1.17 "Purchasing Agency" means the State of Oregon, acting by and through a State Agency subject to DAB purchasing authority under ORS 279A.050 and ORS 279A.140. C.1.18 "Services" means all work required to be performed under a Contract. C.1.19 "State" means the State of Oregon. C.1.20 "State Agency" means every board, commission, department, or agency of the State of Oregon, whose costs are paid, in whole or in part, from funds held in the State Treasury. C.1.21 "State Procurement Office" (SPO) means the central purchasing office of the State Services Division of DAS. C.1.22 "WSPC" means "Washington State Purchasing Cooperative," whose Participants include State of Washington cities, counties, school districts, United States governmental agencies, and American Indian tribes or agencies, who have entered into a cooperative agreement with the State of Washington to purchase from state contracts for Goods and services. SECTION D - SPECIFICATIONS D.1 GENERAL PROVISIONS: D.1.1 SILENCE OF SPECIFICATIONS: The apparent silence of the ITS specifications or supplemental specifications as to any detail, or the apparent omission of a detailed description concerning any point, shall be regarded as meaning that only the best commercial practice is to prevail and that only materials and workmanship of first quality are to be used. However, if any omitted specification results in ambiguity as to material characteristics of Services or Goods for which a Bid is being submitted, and clarification is necessary to enable a https:Horpin.oregon. gov/open.dll/showDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 24 of 41 such characteristics, Bidder shall submit formal request for change as set forth in Section C.5.4. Failure to make such a request is at Bidder's risk, and the Bidder awarded a Price Agreement shall be required to provide Services and Goods meeting the Authorized Purchaser's needs with regard to any omitted specification for which clarification was not sought. D.1.2 ADHERENCE TO THE SPECIFICATIONS: Bids containing any deviations from the specifications set out in the ITB may be rejected as nonresponsive. D.1.3 MANDATORY USE CONTRACT: This shall be a mandatory use Contract by those State Agencies subject to DAB Authority. Independent agencies and ORCPP members have the option to use this Contract. D.2. RESERVED D.3. CONTRACTOR RESPONSIBILITIES: CONTRACTOR'S WORK SCHEDULE: D.3.1 Armored Car Service: The Contractor shall provide secure collection, transportation and deposit of cash, monetary instruments and other valuable items. The Contractor shall adhere to a route schedule, based upon the times specified in the Collection and Delivery Schedule (Attachment A of the ITS). If the time for pickup that is desired by an Authorized Purchaser is not feasible, the Contractor and Authorized Purchaser may agree to an alternate time. In no case shall an Authorized Purchaser be scheduled for a time that is not offered by that Authorized Purchaser. D.3.2 The collection and delivery time for each Authorized Purchaser shall vary no more than 15 minutes from the approved route schedule. Collection of deposits shall not be scheduled for later than 4:30 PM. Deposits shall be delivered to the location(s) designated below by the times shown on the day the deposit is collected, unless otherwise specified. Collection days shown exclude State-observed holidays, unless otherwise requested by the Authorized Purchaser. If a pick-up time requested by the Authorized Purchaser is after the deposit cutoff time, the Contractor shall hold the deposit in its vault overnight for deposit the following business day. D.3.3 Contractor shall provide sufficient personnel and a back-up transport to insure that service will be provided in a timely manner. D.3.4 Authorized Purchasers and locations may be added or deleted from this Price Agreement upon 30 days' written notification to the Contractor. D.3.5 DEPOSIT DELIVERY: The Contractor shall deliver all items to the depository cash vault utilized by Authorized Purchasers the same day as collected. In the event the Contractor fails to deliver all items same day, the Oregon Department of Treasury may . compute lost interest for the number of days the delivery was delayed based on the Federal Discount Rate. Contractor will reimburse Oregon State Treasury for the lost interest. Note, the Oregon Department of Treasury shall collect lost revenue from interest for State of Oregon Agency deposits only. Participating ORCCPS shall have the right to collect lost revenue for their deposits only. D.3.5.1 DEPOSITORY LOCATIONS AND TIMES: Deposits shall be made on a daily basis at the following locations by the following times: Portland U.S. Bank 5:00 PM US Bank Tower 111 SW 5th Ave Portland, OR 97204 Salem U.S. Bank 4:00 PM Ladd & Bush Branch 302 State Street Salem, OR 97301 Eugene U.S. Bank 4-:00 PM Main Branch 800 Willamette Street Eugene, OR https:Horpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 25 of 41 Contractor shall not deviate from depositing to these locations without written permission from the State Procurement Office. There shall be absolutely no bank branch deposits, supermarket branch deposits, or after hours deposits in depository boxes under this Price Agreement. The State Procurement Office reserves the right to change deposit locations in the event the State of Oregon enters into a new Price Agreement with a different financial institution. For Department of Motor vehicles (DMV) deposits, the Contractor may deviate from the depository locations established in this Section D.3.5.1 at the request of each DMV location. The DMV location shall specify depository location to the Contractor. Further, for DMV locations outside of the Willamette Valley, Contractor may use bank branches as depository locations. Authorized Purchasers who are ORCPP members may specify alternate depository locations to the Contractor. _ D.3.5.2 CASH VAULT ACCESS: Contractor shall adhere to the following requirements for Armored Carrier Access to US Bank cash vault docks. 1. The Contractor shall provide a copy of the business license to operate as an armored car company within the local area or service region. 2. The Contractor shall have Commercial and General Liability and Automobile Liability insurance with of $1,000,000 in coverage. A copy of an insurance certificate shall be presented to US Bank. 3. The Contractor shall furnish US Bank with a recent photograph and signature list of all Contractor personnel requesting access. This list shall be on Contractor's letterhead or authorized signature cards designed for that purpose. These shall be updated any time staff additions or deletions are made. At no time will a Contractor employee be admitted into a US Bank cash vault facility without first having their picture and signature sample on file at that facility. 4. US Bank cash vault management shall be notified within 24 hours whenever an authorized employee of the Contractor is dismissed or otherwise severs that employment. 5. Admittance to the cash vault shall only be granted to a qualified armored vehicle with the Contractors name prominently displayed on the vehicle. Other vehicles such as vans, passenger automobiles, courier trucks and the like shall not be granted access to the dock area. Note: Unmarked armored vehicles may be granted access upon receiving prior approval from local US Bank Cash Vault Management. ' 6. Company uniforms and company issued photo identification badges shall be were by Contractors employees at all times while on bank premises. D.3.5.3 DEPOSITORY REQURIEMENTS: 1. Contractor.shall not pick-up any depository bags that are not COMPLETELY sealed or that are damaged. 2. Contractor shall only accept tamper proof depository bags that are labeled with an identification number. 3. Contractor shall verify that the deposit slip is visible and readable through the clear depository bags. If non-clear bags are used, Contractor shall verify bag identification numbers only. https://orpin.oregon.gov/open.dil/showDocSummary?sessionlD=5005793&disld=150455... 12/11/2012 Award Summary Page 26 of 41 4. Contractor shall require a signature from US Bank cash vault employee on its manifest acknowledging the receipt of the deposit. D.3.5.4 SPECIAL REQUIREMENTS: Special circumstances may occur at various Authorized Purchasers certain times of the year that generate large volumes of deposits, i.e. University registration periods, athletic events, State Fairs, tax collections, etc. Contractor shall mutually agree with Authorized Purchaser to any special depository requirements as needed by that Authorized Purchaser. Contractor shall be notified by Authorized Purchaser of any special requirements at least one week prior to the event(s). D.3.6 ARMORED VEHICLE REQUIRED: An armored vehicle shall be used at all times while performing the services under this Price Agreement. Under no circumstances shall the Contractor allow the use of a non-armored vehicle under this Price Agreement. In the event of an armored vehicle break down, Contractor shall acquire an appropriate substitute (armored) vehicle to complete the services required under the Price Agreement. D.3.7 ARMORED VEHICLE SPECIFICATIONS: Armored vehicles used under this Price Agreement shall be of industry standards required to perform armored car services. At a minimum, the vehicle shall contain armored plating made of steel or fiberglass with ballistic resistance, bullet proof windshield and glass, bullet proof or self sealing tires, separate compartments for the hopper and driver and radio or cellular communications. D.3.8 UNIFORMS AND I.D. REQUIRED: Contractor's employees performing the collection of moneys and picking up the daily deposits from agencies are required to wear security guard uniforms and have photo identification pinned to the left front side of uniform while performing services. D.3.9 TWO-GUARD CREWS: Contractor shall provide two-guard crews when operating under this Contract. Armored vehicles shall NOT to be left unattended at any time and two guards are required for each vehicle operating under this Contract. One guard shall stay with the vehicle, while the other guard picks up the receipts. D.3.10 ONE VEHICLE: Contractor shall pick up receipts and those receipts shall stay secured in the same vehicle used until the receipts are deposited at the cash vault. The Contractor shall not transfer receipts from one vehicle to another, unless a circumstance prevents the original vehicle from completing the delivery to the cash vault. If a second vehicle is required, an armored vehicle is required per Sections D.3.6 and D.3.7. THIS SECTION UPDATED BY AMENDMENT NO. 1. D.4 COLLECTION TIMES: The State reserves the right to modify pick-up times and schedules to different times and schedules that are in its best interest. D.3.5.5 ON-CALL PICK-UPS: Special circumstances may occur that require an on-call pick-up by the Contractor. The Contractor shall be available for an on-call pick-up with 24 hours notice provided to the Contractor by the Authorized Purchaser. The price for the on-call pick-up shall be quoted to the Authorized Purchaser, at the time of request, by the Contractor. The Contract automatically shall be amended, at the time the Authorized Purchaser accepts the Contractor's quoted price, to include the quoted price for each subsequent on-call pick-up from the location designated in the Authorized Purchasers request for on-call pick-up. SECTION F -ORCPP AND WSPC PARTICIPATION Bidder shall specify below whether it will accept orders from, and provide the Goods and Services specified in the ITB to, ORCPP _ and/or WSPC Participants ("Contract Authorization"). CONTRACT AUTHORIZATION FOR ORCPP PARTICIPANTS: Yes No Signature: X CONTRACT AUTHORIZATION FOR WSPC PARTICIPANTS: Yes No Signature: X NOTE: The Price Agreement resulting from this solicitation may be used by authorized WSPC Participants if the Contractor determines that the https://orpin.ore~on.gov/open.dll/showDocSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 27 of 41 use of the Price Agreement does not have any negative effect on Oregon Participants. SECTION G - PRICE AGREEMENT TERMS AND CONDITIONS G.1. TERM OF PRICE AGREEMENT: The initial term of the Price Agreement shall be 1 year(s), beginning on the date the Price Agreement is awarded. Upon concurrence of the parties, the Price Agreement may be extended for additional terms ("Extension Terms"). Provided, however, that the maximum duration of the Price Agreement, including all Extensions Terms, shall be five (5) years. G.2 EXTENSIONS: DAS shall notify Contractor in writing of the State's intent to extend the Price Agreement ("Renewal Notice") at least 60 calendar days prior to the expiration of the then-current term. If Contractor consents to the extension, it shall sign and return the Renewal Notice to DAB within the time period specified therein. If Contractor does not consent, the Price Agreement shall expire according to its terms, unless earlier terminated. G.3 EXTENSION TERM PRICE ADJUSTMENTS: Contractor may seek a rate increase of up to the Consumer Price Index (CPI), based on the Portland and Salem Urban Consumers percentage adjustment for increased labor, operating and raw material costs ("Production Costs") for an Extension Term by submitting a written request to DAS, including all appropriate Production Cost increase documentation, within the period specified in the Renewal Notice. If approved, the rate increase shall be firm for the duration of the Extension Term. Provided, however, no more than one rate increase shall be allowed during any twelve-month period regardless of the number of Extension Terms entered into during that time. G.4 ONE MONTH EXTENSION OPTION: Notwithstanding the foregoing Sections G.1 through G.3, the State reserves the right in its sole discretion to extend the Price Agreement for a maximum of one (1) calendar month beyond any term. DAS shall notify Contractor in writing of the one-month extension prior to the expiration of the then-current term. Production Cost rate adjustments are not available for one- month extensions obtained pursuant to this Section G.4. Consecutive one-month extensions under this Section are also not allowed. . G.5 GOODS AND SERVICES TO BE FURNISHED: During the term of the Price Agreement Contractor agrees to deliver all Goods and provide all Services ordered by Authorized Purchasers in accordance with the terms and conditions of the Contract. G.6 YEARLY PURCHASE ORDER: Contractor shall secure a yearly purchase order from each of the Authorized Purchasers included in this Price Agreement (including any Authorized Purchasers who are added to this Price Agreement through amendment) in order to provide service to them. This yearly Purchase Order shall be deemed to incorporate the special and standard terms and conditions of this Price Agreement by reference, and shall bind the Contractor and the Authorized Purchaser to the terms and conditions of this Price Agreement. Contractor shall not accept any Purchase Order that does not comply with the following requirements: G.6.1 STATE AGENCIES. Purchasing Agencies will use the DAS-approved Purchase Order forms to order Services under the Price Agreement unless otherwise authorized by DAS. Purchase Orders will incorporate the Price Agreement by reference, and will the identify the Price Agreement and ITS by number. DASCPP Participants will use either the DAS-approved Purchase Order forms or their own internal Purchase Order forms incorporating the Price Agreement by reference and identifying the Price Agreement and ITB by number. However, no language in a Purchase order submitted by a State Agency shall vary, amend, modify, or add terms or conditions to the Price Agreement. Operative provisions in Purchase Orders shall be limited to: designation of Authorized Purchaser and its authorized representative; term of Contract; itemization of Services ordered; optional Services and Goods, if any, offered under the terms of the Price Agreement; delivery schedules in accordance with the terms of - the Price Agreement; and Service Location and invoicing address. G.6.2 ORCPP PARTICIPANTS. ORCPP Participants shall use their own littps:Horpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disld=150455... 12/11/2012 Award Summary Page 28 of 41 Purchase order forms to order under the Price Agreement. The Mandatory Purchase Authorization Language set out in Section G.6.4 shall be required on the front page of each Purchase Order submitted to Contractor by an ORCPP Participant for Goods and Services ordered under the Price Agreement. G.6.3 WSPC PARTICIPANTS (if applicable). WSPC Participants shall use their own Purchase Order forms to order under the Price Agreement. The Mandatory Purchase Authorization Language set out in Section G.6.4 shall be required on the front page of each Purchase Order. submitted to Contractor by a WSPC Participant for Goods and Services ordered under the Price Agreement. G.6.4 MANDATORY PURCHASE ORDER LANGUAGE: THIS PURCHASE IS PLACED AGAINST STATE OF OREGON SOLICITATION # 102-1066-06 AND PRICE AGREEMENT # [ORDERING ORGANIZATION WILL INSERT PRICE AGREEMENT THE PRICE AGREEMENT IS INCORPORATED HEREIN BY REFERENCE AND TAKES PRECEDENCE OVER ALL OTHER CONFLICTING TERMS AND CONDITIONS, EXPRESS OR IMPLIED. G.7 WASHINGTON TAXES: WSPC Participants who enter into a Contract shall be responsible for paying all sales, use and other taxes, fees, and charges imposed by the State of Washington on the transaction. G.8 SALES TO UNAUTHORIZED PURCHASERS. It is the Contractor's responsibility to verify purchasers' authority to contract pursuant to the Price Agreement. If Contractor is found to have entered into two or more Contracts with an entity other than an Authorized Purchaser, Contractor will be deemed to be in material breach of the Price Agreement. G.9 VERIFICATION OF PARTICIPANT AUTHORITY: G.9.1 ORCPP: ORCPP Participants can be verified via on-line Oregon Procurement Information Network (ORPIN). ORPIN can be accessed by the'Worldwide Web: http://orpin.oregon.gov; or (D) Procurement Centers (located throughout Oregon). Call (503) 378-4649 for information or to view list of centers identified on DAB State Procurement Office's Web page. G.9.2 WSPC: WSPC Participants can be verified (A) by accessing Internet Address: www.wa.gov/DIS/DBWW/; or (B) by calling (360)902- 7415. G.10 VOLUME SALES REPORTS: 0.10.1 CONTENT. Contractor shall furnish to DAB quarterly reports of sales made under the Price Agreement. The reports shall identify the ITS and Price Agreement number(s), and shall provide information in the following specific categories: G.10.1(a) Bid item number. G.10.1(b) Recycled/non-recycled content of Goods. G.10.1(c) Customer name of Authorized Purchaser, if applicable. G.10.1(d) Purchase Order number. G.10.1(e) Date ordered. G.10.1(f) Total dollar value of each Bid item ordered. G.10.1(9) Rate charged for each Bid item ordered. G.10.2 COMPLIANCE AUDITS. Contractor will be monitored by DAB for compliance through Price Agreement volume sales reports required throughout the term of the Price Agreement. DAB reserves the right to audit Contractor's Price Agreement and contract files. G.10.3 REPORTING DATES. Volume sales reports are due by the 15th day following the end of each calendar quarter. Calendar quarters https:Horpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disld=150455... 12/11/2012 Award Summary Page 29 of 41 CL3LL ...Q. oun1 ~V, JCp1. C11WC1' JV G1lLL wuu: 11 , J.. V#C 1V SUBMIT SALES REPORTS WHEN DUE SHALL CONSTITUTE MATERIAL BREACH JUSTIFYING PRICE AGREEMENT TERMINATION. G.11 LIMITATION OF LIABILITY: Contractor acknowledges and agrees that the State shall bear no liability on Contracts entered into for purchases by non-State Agencies, which liability the State expressly disclaims. With regard to non-State Agencies, Contractor agrees to look solely to the respective contracting party for any rights and remedies Contractor may have at law or in equity arising out of the sale and purchase of Contractor's Services and Goods, and the resulting contractual relationship, if any, with each such contracting party. G.12 INDEMNIFICATION: Contractor shall defend, save, hold harmless, and indemnify the State and its officers, employees and agents from and against all claims, suits, actions, losses, damages, liabilities, costs and expenses of any nature whatsoever resulting from, arising out of, or relating to the Price Agreement and Contracts entered into thereunder, including but not limited to (1) the activities of Contractor or its officers, employees, subcontractors, or agents, (2) the Services provided, and (3) the Goods sold, if any. G.12.1 Provided, however, the Oregon Attorney General must give written authorization to any legal counsel purporting to act in the name of, or represent the interests of, the State and/or its officers, employees and agents prior to such action or representation. Further, the State, acting by and through its Department of Justice, may assume its own defense, including that of its officers, employees and agents, at any time when in the State's sole discretion it determines that (i) proposed counsel is prohibited from the particular representation contemplated; (ii) counsel is not adequately defending the interests of the State and/or its.officers, employees and agents; (iii) important governmental interests are at stake; or (iv) the best interests of the State are served thereby. Contractor's obligation to pay for all costs and expenses shall include those incurred by the State in assuming its own defense and/or that of officers, employees, and agents pursuant to (i) and (ii) above. G.13 TERMINATION OF PRICE AGREEMENT. G.13.1 The Price Agreement may be terminated at any time by mutual written consent of Contractor and the State, or the State may at its sole discretion terminate the Price Agreement for convenience. G.13.2 The State may terminate the Price Agreement immediately upon notice to Contractor, or at such later date as it may establish in such notice, upon the occurrence of either of the following events: (i) federal or State laws, regulations, or guidelines are modified or interpreted in such a way that the purchase by any Authorized Purchaser of the Services offered under the Price Agreement is prohibited; or (ii) Contractor breaches any material provision of the Price Agreement or Contract(s) entered into thereunder. G.13.3 Upon receipt of written notice of termination from DAS, Contractor shall stop performance under the Price Agreement as directed by the State. G.14 REMEDIES: In the event of any dispute arising out of the Price Agreement, the State shall be entitled to recover only incidental and actual damages incurred. The Contractor's remedy shall be limited to reinstatement of the Price Agreement, if improperly terminated. Neither party shall be entitled to recover indirect or consequential damages. Further, with the exception of defense costs and expenses recoverable by the State pursuant to G.12, , . neither party shall be entitled to attorney's fees, costs, or expenses of any kind. G.15 NOTICES: All notices required to be given by Contractor under the Price Agreement shall be in writing and addressed to the DAS point of contact identified in the ITB. All notices required to be given by the State shall be in writing, addressed to the Contractor's representative, and sent to the address specified in the Bid. Mailed https://orpin.oregon.gov/open. dll/showDoeSummary?sessionlD=5005793 &disId=150455... 12/11/2012 Award Summary Page 30 of 41 i u v u yivcu a . a uoya ai a- yua vu,cincu, wuv, deposited, aproperly caddressed and prepaid, into the U.S. postal service. Faxed notices shall be deemed given upon electronic confirmation of successful transmission to the designated fax number. G.16 ACCESSiTO RECORDS: ACCESS TO RECORDS: Contractor shall retain and keep accessible all records relevant to Contractor's performance of the Contract (collectively, "Records") for a minimum of 3 years, or such longer period as may be required by applicable law following expiration or termination of the Contract, or until the conclusion of any audit, controversy or litigation arising out of or related to the Contract, whichever date is later (the "Record Retention Period"). Further, Contractor shall maintain all fiscal Records relating to the Contract in accordance with generally-accepted accounting principles. During the Record Retention Period Authorized Purchaser and its duly authorized representatives shall have access to Records for purposes of examination and copying. G.17 SEVERABILITY: If any provision of the Price Agreement is declared by a court of competent jurisdiction to be illegal or otherwise invalid, the validity of the remaining terms and provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Price Agreement did not contain the particular provision held to be invalid. G.18 SURVIVAL: Termination of the Price Agreement shall not extinguish or prejudice the State's right to enforce the warranty, access to records, indemnification, goverping law, venue, consent to jurisdiction, and remedies provisions. G.19 ASSIGNMENT, SUBCONTRACTS AND SUCCESSORS: Contractor shall not assign, sell, transfer, or subcontract rights or delegate responsibilities under the Price Agreement, in whole or in part, without the prior written approval of DAS. Further, no such written approval shall relieve Contractor of any obligations under the Price Agreement, and any assignee, transferee, or delegate shall be considered the agent of Contractor. The provisions of the Contract shall be binding upon and shall inure to the benefit of the parties to the Contract and their respective successors and permitted assigns. G.20 GOVERNING LAW: The Price Agreement shall be governed by and construed in accordance with the internal laws of the State of Oregon without regard to principles of conflicts of law. G.21 VENUE; CONSENT TO JURISDICTION: Any claim, action, suit or . proceeding (collectively, "Claim") between the State and Contractor that arises from or relates to the Price Agreement shall be brought and conducted solely and exclusively within the Circuit Court of Marion County for the State of Oregon; provided, however, if a Claim must be brought in a federal forum, then unless otherwise prohibited by law it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon. CONTRACTOR, BY SUBMITTAL OF ITS SIGNED BID, CONSENTS TO THE IN - PERSONAM JURISDICTION OF SAID COURTS. Nothing herein shall be construed as a waiver of the State's sovereign or governmental immunity, whether derived from the Eleventh Amendment to the United States Constitution or otherwise, or of any defenses to Claims or jurisdiction based thereon. G.22 MERGER CLAUSE; AMENDMENT; WAIVER: The Price Agreement constitutes the entire agreement between the Contractor and the State on the subject matter thereof. There are no understandings, agreements, or representations, oral or written, not specified therein regarding the Price Agreement. No waiver, consent, or amendment of the Price Agreement shall be binding upon.parties to: '(a) the Price Agreement or (b) subsequent Contracts entered into thereunder, unless such waiver, consent, or amendment is in writing, is signed by both parties to the Price Agreement, and all necessary approvals have been obtained. Waivers and consents shall be effective only in the specific instance and for the specific purpose given. The failure of the State to enforce any provision of the Price Agreement shall not constitute a waiver by the State of that or any other provision. G.23 PRICE AGREEMENT ADMENDMENTS: The terms of this Price Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever without prior written approval and notice from State Procurement Office. Only SPO has the authority to execute changes, notices or amendments to this Price Agreement. The SPO contact person for this Price Agreement is: Tim Hay https:Horpin. oreZon.gov/open.dll/showDocSummary?sessionlD=5005793 &disId=150455... 12/11/2012 Award Summary Page 31 of 41 State Procurement Office 1225 Ferry St SE U140 Salem, OR 97310-4285 Telephone: (503) 378-4650 E-mail: tim.hay@state.or.us Fax: (503) 373-1626 G.24 All notices, request for change or other communications hereunder shall be in writing and shall be deemed given when: G.24.1 Delivered; or G.24.2 Seven (7) days after being deposited in the United States mail with postage fully prepaid to the address; G.24.3 By facsimile when the receipt of the transmission is generated by the transmitted machine and confirmed by the sending party by telephone notice to the receiving party. SECTION H - STANDARD CONTRACT TERMS AND CONDITIONS H.1 ORDER OF PRECEDENCE: The printed Terms and Conditions set out in this Section H are the Standard Terms and Conditions for State of Oregon contracts. The State has also provided Price Agreement Terms and Conditions in Section G and Special Terms and Conditions in Section I. whenever possible, all Contract terms and conditions are to be harmonized. In the event of a conflict between or among the Price Agreement Terms and Conditions; the Standard Terms and Conditions; and the Special Terms and Conditions, the,Special Terms and Conditions take precedence, unless the Price Agreement term or Standard term in question is required by law. In the event of any other conflict, the Contract shall be interpreted utilizing the following order of precedence: (i) amendments; (ii) the Special Contract Terms and Conditions; (iii) Section D specifications; (iv) these Standard Contract Terms and Conditions; (v) the Price Agreement Terms and Conditions; (vi) the Bid; and (vii) the Purchase Order. H.2 CONTRACT TERM; EXTENSIONS: The Contract shall be for the initial term specified in the Purchase Order, and may be extended upon mutual agreement of the parties for additional terms ("Extension Terms"). Provided, however, the maximum duration of the Contract, including all extensions, may not exceed five (5) years. H.3 MANNER OF OBTAINING CONTRACT EXTENSIONS: Authorized Purchaser shall submit written notice to Contractor at least 30 calendar days prior to the expiration of the then-current term of its intent to extend the Contract. Written notice shall include the ITS number, the Price Agreement number, if any, the original Purchase Order number, and the duration of the proposed extension. If Contractor agrees to extend the Contract, it shall sign the notice indicating its acceptance; and shall return same to Authorized Purchaser within 20 days of date of notice. H.4 RESERVED H.5 PURCHASE ORDERS: H.5.1 PURCHASING AGENCIES; Purchase orders shall incorporate the Price Agreement by reference, and shall identify the Price Agreement and ITB numbers. However, no language in a Purchase Order shall vary, amend, modify, or add terms or conditions to the Price Agreement. . Operative provisions in Purchase Orders shall be limited to: designation of Authorized Purchaser and its authorized representative; time for Performance or term of Contract; itemization of Services ordered; order quantities; optional Services or Goods offered under the terms of the Price Agreement; delivery schedules in accordance with the terms of the Price Agreement; and Service Location and invoicing address. H.5.2 ORCPP, WSPC PARTICIPANTS. The Mandatory Purchase Authorization Language set out in Section H.5.3 shall be required on the front page of each Purchase Order submitted to Contractor by an ORCPP or WSPC Participant for Goods and Services ordered under the Price Agreement. H.5.3 ORCPP AND WSPC MANDATORY PURCHASE ORDER LANGUAGE: https:Horpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793&disld=150455... 12/11/20 12 Award Summary Page 32 of 41 THIS PURCHASE IS PLACED AGAINST STATE OF OREGON SOLICITATION # 102-1066-06 AND PRICE AGREEMENT # (ORDERING ORGANIZATION WILL INSERT PRICE AGREEMENT THE PRICE AGREEMENT IS INCORPORATED HEREIN BY REFERENCE AND TAKES PRECEDENCE OVER ALL OTHER CONFLICTING T'S AND C'S, EXPRESS OR IMPLIED. H.5.4 Should a court of competent jurisdiction determine that a Purchase Order submitted is an offer, rather than an acceptance, Contractor's acceptance shall be limited to the terms of the Contract, as set cut in the ITS. H.6 PAYMENT; OVERDUE ACCOUNT CHARGES: Payment shall be due and owing no later than thirty (30) days from date of acceptance or expiration of the inspection, testing, and acceptance period, whichever occurs first. Contractor may only assess overdue account charges, in accordance with the provisions of ORS 293.461(3), up to a maximum rate of two-thirds of one percent per month (88 per annum). H.7 INVOICES: Contractor shall invoice the Authorized Purchaser on a monthly basis for services performed. Each invoice shall include the Purchase Order number and shall itemize all Services rendered and Goods sold, if any. Each invoice shall also include the address to which payment shall be sent. Payment shall be made in accordance with the payment provisions specified in Section H.G. ' H.8 MOST FAVORABLE PRICES AND TERMS: Contractor represents that all prices, terms and benefits offered by Contractor are equal to or better than the equivalent prices, terms and benefits being offered by Contractor to any other state or local government unit or commercial customer. H.8.1 Should Contractor, during the term of the Contract, enter into any contract, agreement or arrangement that provides lower prices, more favorable terms or greater benefits to any other such government unit or commercial customer, the Contract shall thereupon be deemed amended to provide the same price or prices, terms and benefits to the Authorized Purchaser. This provision applies to comparable Goods and Services, and to purchase volumes by the Authorized Purchaser that are not less than the purchase volumes of the government unit or commercial customer that has received the lower prices, greater benefits or more favorable terms. H.8.2 Donations of Goods or Services to charitable, nonprofit or government entities, if the donations are recognized as such and are deductible under the federal Internal Revenue Code, shall not be considered contracts, agreements, sales or arrangements with other government units or commercial customers that call for the application of this paragraph. H.9 RESERVED H.10. WARRANTIES: H.10.1. AUTHORITY; BINDING OBLIGATION. Contractor represents and warrants that Contractor has the power and authority to enter into and perform the Contract and that the Contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable in accordance with its terms. H.10.2. WARRANTY ON SERVICE STANDARDS. Contractor warrants that Contractor shall perform all Services as set forth in this Contract in accordance with the highest applicable professional and industry standards by properly licensed or certified individuals, and that only equipment and workmanship of first quality shall be used in the _ performance of this Contract. H.10.3 WARRANTIES CUMULATIVE. The warranties set forth in this section are in addition to, and not in lieu of, any other warranties provided in the Contract. All warranties provided in the Contract shall be cumulative, and shall be interpreted expansively so as to afford the Authorized Purchaser (or the State, if Authorized Purchaser is a State Agency) the broadest warranty protection available. H.11 INDEPENDENT CONTRACTOR: RESPONSIBILITY FOR TAXES AND WITHHOLDING: https:Horpin.oregon.gov/open, dll/showDocSummary?sessionID=5005793 &disId=150455... 12/11/2012 Award Summary Page 33 of 41 H.11.1 Contractor shall perform all required Services as an independent contractor. Although Authorized Purchaser reserves the right (i) to determine (and modify) the delivery schedule for the Services to be performed and (ii) to evaluate the quality of the completed performance, Authorized Purchaser cannot and will not control the means or manner of Contractor's performance. Contractor is responsible for determining the appropriate means and manner of performing the Services. ,H.11.2 If Contractor-is currently performing work for the State or the federal government, Contractor warrants and certifies that: Contractor's performance of Services under the Contract creates no potential or actual conflict of interest as defined by ORS 244 and no rules or regulations of Contractor's employing agency (State or federal) would prohibit Contractor's performance of Services under the Contract. Contractor is not an "officer", "employee", or "agent" of Authorized Purchaser,. as those terms are used in ORS 30.265. H.11.3 Contractor shall be responsible for all federal or State taxes applicable to compensation or payments paid to Contractor under the Contract, and unless Contractor is subject to backup withholding, Authorized Purchaser will not withhold from such compensation or payments any amount(s) to cover Contractor's federal or State tax obligations. Contractor is not eligible for any social security, unemployment insurance or workers' compensation benefits from compensation or payments paid to Contractor under the Contract, except as a self employed individual. H.12 COMPLIANCE WITH APPLICABLE LAWS AND STANDARDS: H.12.1 Contractor shall comply with all federal, state and local laws, regulations, executive orders and ordinances applicable to the Contract. without limiting the generality of the foregoing, Contractor expressly agrees to comply with the following laws, regulations and executive orders to the extent they are applicable to the Contract: (i) Titles VI and VII of Civil Rights Act of 1964, as amended; (ii) Sections 503 and 504 of the Rehabilitation Act of 1973, as amended; (iii) the Americans with Disabilities Act of 1990, as amended; (iV) Executive Order 11246, as amended; (v) The Age Discrimination in Employment Act of 1967, as amended, and the Age Discrimination Act of 1975, as amended; (vi) The Vietnam Era Veterans' Readjustment Assistance Act of 1974, as amended; (vii) ORS Chapter 659, as amended; (viii) all regulations and administrative rules established pursuant to the foregoing laws; and (ix) all other applicable requirements of federal and State civil rights and rehabilitation statutes, rules and regulations. The laws, regulations, and executive orders applicable to the Contract are incorporated by reference where so required by law. For public Contracts as defined in ORS 279A.010, Authorized Purchaser's performance is conditioned upon Contractor's compliance with ORS ORS 279B.020, 279H.220, 2798.230 and 279B.235, the terms of which are incorporated by reference into such Contracts. H.12.2 In the event of a conflict between the drawings or specifications requirements, if any, and applicable federal or State laws, the federal or State laws shall prevail. Provided, however, in the event any conflict is based solely upon minimum standards, such as quality or safety, the higher or more stringent standard shall apply. Contractor shall be responsible for making any modifications required to achieve compliance with the required laws and standards. Contractor shall notify Agency immediately of any such required modifications upon receipt of knowledge or notification of such. H.12.3 In the event any Goods or equipment to be used in the performance of the Contract are recalled by a regulatory body or the manufacturer, or any such Goods, equipment, or the Services are discovered by Contractor not to be in compliance with the applicable standards, Contractor shall immediately notify Authorized Purchaser of the recall or non- compliance, and shall provide copies of the notice or other documentation. H.12.4 If, in the sole discretion of Authorized Purchaser, a change in the law or recall of a Goods or equipment to be used in the https:Horpin.oregon.gov/open.dlUshowDoeSummary?sessionlD=5005793 &disId=150455... 12/11/2012 Award Summary Page 34 of 41 performance of the Contract frustrates the purpose of the Contract or would result in a change in Contract price, Authorized Purchaser may terminate the Contract without penalty. Contractor's remedy shall be limited to reimbursement for the percentage of the Services completed. In the alternative, Authorized Purchaser may require Contractor to complete necessary modifications, where applicable, in a timely manner. Contractor shall be responsible for removing recalled or rejected Goods or equipment and for making any required modifications, including shipping, handling, parts, labor, and travel, and all other expenses, at no cost to the Authorized Purchaser. H.13 FOREIGN CONTRACTOR: If the amount of a Contract with an Oregon Authorized Purchaser exceeds $10,000 and if Contractor is not domiciled in or registered to do business in the State of Oregon, Contractor shall promptly provide to the Oregon Department of Revenue all information required by that Department relative to the Contract. The Oregon Authorized Purchaser shall be entitled to withhold final payment under the Contract until Contractor has met this requirement. H.14 SAFETY AND HEALTH REQUIREMENTS: Contractor warrants that Goods and services provided under the Contract comply with all applicable federal health and safety standards, including but not limited to, Occupational Safety and Health Administration (OSHA), and with all Oregon safety and health requirements, including, but not limited to, - those of the State Workers' Compensation Division. H.15 MATERIAL SAFETY DATA SHEET: Contractor shall provide the Authorized Purchaser with a Material Safety Data Sheet as defined by the Occupational Safety and Health Administration (OSHA) for any Goods provided under the Contract which may release or otherwise result in exposure to a hazardous chemical under normal conditions of use. In addition, Contractor must label, tag or mark such.Goods. H.16 RECYCLED PRODUCTS: Contractor shall use recycled and recyclable products to the maximum extent economically feasible in the performance of all Contracts with Authorized Purchasers subject to ORS 279B.270. These products shall include recycled paper, recycled PETE products, as defined in ORS 279A.010(ff), and other recycled plastic resin products. Contractor shall specify the minimum percentage of recycled product used. H.17 TIME IS OF THE ESSENCE: Contractor agrees that time is of the essence in Contractor's performance of its obligations under the Contract. H.18 FORCE MAJEURE: Neither Authorized Purchaser nor Contractor shall be held responsible for delay or default caused by fire, acts of God, war, or any other cause which is beyond the party's reasonable control. Contractor shall, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and shall, upon the cessation of the cause, diligently pursue performance of its obligations under the Contract. Authorized Purchaser may terminate the Contract upon written notice after reasonably determining that such delay or default will likely prevent successful performance of the Contract. H.19 EVENTS OF DEFAULT: H.19.1 CONTRACTOR. Contractor shall be in default under the Contract if: H.19.1(a) Contractor commits any material breach or default of any Contract covenant, warranty, certification, or obligation; H.19.1(b) Contractor 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 Contractor's obligations under the Contract; or H.19.2 AUTHORIZED PURCHASER. Authorized Purchaser shall be in default under the Contract if it commits any material breach or default of any Contract covenant, warranty, or obligation. . H.20 TERMINATION: H.20.1 MUTUAL CONSENT. The Contract may be terminated at any time by mutual written consent of the parties. https://orpin.oregon. gov/open.dll/showDoeSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 35 of 41 H.20.2 -AUTHORIZED PURCHASER. H.20.2(a) If Authorized Purchaser is a State Agency, it may at its sole discretion terminate the Contract, in whole or in part, for convenience. 20.2(b) Authorized Purchaser shall be excused from performance and may terminate the Contract, in whole or in part, immediately upon notice to Contractor, or at such later date as Authorized Purchaser may establish in such notice, upon the occurrence of any of the following events: (i) Authorized Purchaser fails to receive funding, or appropriations, limitations or other expenditure authority at levels sufficient to pay for the Service and Goods, if any, to be provided under the Contract; or (ii) federal or State laws, regulations, or guidelines are modified or interpreted in such a way that either purchase by Authorized Purchaser of the Services and Goods, if any, under the Contract is prohibited, or Authorized Purchaser is prohibited from paying for such Services and Goods, if any, from the planned funding source; or (iii) Contractor is in default under the Contract. Pursuant to this Section H.20.2(b), upon receipt of written notice, Contractor shall stop performance under the Contract as directed by Authorized Purchaser. H.20.3 CONTRACTOR. Contractor may terminate the Contract, in whole or in part, immediately upon notice to Authorized Purchaser, or at such later date as Contractor may establish in such notice, upon Authorized Purchaser's default under the Contract. H.21 INDEMNIFICATION: H.21.1 Contractor shall defend, save, hold harmless, and indemnify the Authorized Purchaser (or the State if Authorized Purchaser is a state Agency) and its officers, employees and agents from and against all claims, suits, actions, losses, damages, liabilities, and costs and expenses of any nature whatsoever resulting from, arising out of, or relating to (i) the activities of Contractor or its officers, employees, subcontractors, or agents, (ii) the Goods sold, if any, and (iii) the Services provided pursuant to the Contract. H.21.2 Provided, however, that with regard to State Agencies, the Oregon Attorney General must give written authorization to any legal counsel purporting to act in the name of, or represent the interests of, the State or its officers, employees and agents prior to such action or representation. Further, the State, acting by and through its Department of Justice, may assume its own defense, including that of its officers, employees and agents, at any time when in the State's sole discretion it determines that (i) proposed counsel is prohibited from the particular representation contemplated; (ii) counsel is not adequately defending the interests of the State or its officers, employees and agents; (iii) important governmental interests are at stake; or (iv) the best interests of the State are served thereby. Contractor's obligation to pay for all costs and expenses shall include those incurred by the State in assuming its own defense and that of its officers, employees, and agents under (i) and (ii) above. H.22 REMEDIES: H.22.1 AUTHORIZED PURCHASER. In addition to the remedies afforded elsewhere herein, Authorized Purchaser (or the State, if Authorized Purchaser is a State Agency) shall be entitled to recover for any and all damages suffered as the result of Contractor's breach of Contract, including but not limited to direct, indirect, incidental and consequential damages. Authorized Purchaser (or the State, if Authorized Purchaser is a state Agency) shall also be entitled to any equitable remedies to which it may show itself entitled. H.22.2 CONTRACTOR. Contractor's remedy shall be restricted to recovery of actual damages incurred as a result of Authorized https://orpin.oregon.gov/open,dll/showDoc$ummn}y?sessionlD=5005793 &di...sld=150455.,. 12/11/2012 Award Summary Page 36 of 41 Purchaser's breach of Contract. H.22.3 ATTORNEYS' FEES. With the exception of defense costs and expenses pursuant to H.20; neither party shall be entitled to recover attorney's fees, court and investigative costs, or any other fees or expenses associated with.pursuing a remedy for damages arising out of or relating to the Contract. H.23 STATE AGENCIES ONLY: FUNDS AVAILABLE AND AUTHORIZED; PAYMENTS: If Authorized Purchaser is a State Agency, the following applies: Authorized Purchaser has sufficient funds available and authorized within its biennial appropriation or limitation to finance the cost of purchases under the Contract prior to the end of the current biennium. Contractor understands and agrees that Authorized Purchaser's payment of amounts under the Contract attributable to purchases made after the last day of the current biennium is contingent on Authorized Purchaser's receiving from the Oregon Legislative Assembly appropriations, limitations, or other expenditure authority sufficient to allow Authorized Purchaser, in the exercise of its reasonable administrative discretion, to continue to make payments under the Contract. H.24 INSURANCE: Contractor shall obtain the insurance required under Section J prior to performing any work under the Contract, and shall maintain all such insurance for the duration specified in that Section. - With regard to workers' compensation insurance, all employers, including Contractor, that employ subject workers who work under the Contract in the State of Oregon shall comply with ORS 656.017 and provide the required workers' compensation coverage, unless such employers are exempt under ORS 656.126. Contractor shall ensure that each of its subcontractors, if any, complies with these requirements. H.25 TRADE SECRETS: Contractor shall label the information and documentation qualifying as trade secrets under ORS 293.501(2) that it wishes to protect from disclosure to third parties with the following: "This data constitutes a trade secret under ORS 192.501(2) and is not to be disclosed except as required by law." Authorized Purchaser will take reasonable measures to hold in confidence all such labeled information and documentation. Provided, however, Authorized Purchaser _ shall not be liable for release of any information when authorized or . required by law or court order to do so, whether pursuant to Oregon Public Records Law or otherwise. Further, if Authorized Purchaser is a State Agency, it shall also be immune from liability for disclosure or, release of information under the circumstances set out in ORS 646.473(3). H.26 ACCESS TO RECORDS: Contractor shall retain and keep accessible all records relevant to Contractor's performance of the Contract (collectively, "Recor{ls") for a minimum of 3 years, or such longer period as may be required by applicable law following expiration or termination of the Contract, or until the conclusion of any audit, controversy or litigation arising out of or related to the Contract, whichever date is later (the "Record Retention Period"). Further, Contractor shall maintain all fiscal Records relating to the Contract in accordance with generally-accepted accounting principles. During the Record Retention Period Authorized Purchaser and its duly authorized representatives shall have access to Records for purposes of examination and copying. H.27 NOTICES: All notices required under the Contract shall be in writing and addressed to the party's authorized representative. For Authorized Purchasers, the authorized representative shall be identified in the Purchase Order. Contractor's authorized representative shall be the individual specified in the Bid. Mailed notices shall be deemed given five (5) days after 'post marked, when deposited, properly addressed and prepaid, into the U.S. postal service. Faxed notices shall be deemed given upon electronic confirmation of successful transmission to the designated fax number. H.28 GOVERNING LAW: The Contract shall be governed by and construed in accordance with the internal laws of the State of Oregon without regard to principles of conflicts of law. With regard to Goods, the UCC shall govern this transaction, as modified, if so, by the terms of the Contract. H.29 VENUE; CONSENT TO JURISDICTION: H.29.1 STATE CONTRACT VENUE; CONSENT TO JURISDICTION. Any claim, action, suit or proceeding (collectively, "Claim") between a State Agency and Contractor that arises from or relates to the Contract https://orpin,oregon,goy/gpen, dll/sbowDocSummary?sessiQnID=5005793 &dsId=150455... 12/11/2012 Award Summary Page 37 of 41 i i~uyu~ ua ~ w coy c.~~ .coy wauu Circuit court of Marion County for the State of Oregon; provided, however, if a Claim must be brought in a federal forum, then unless otherwise prohibited by law it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon. CONTRACTOR HEREBY CONSENTS TO THE IN PERSONAM JURISDICTION OF SAID COURTS. Nothing herein shall be construed as a waiver of the State's sovereign or governmental immunity, whether derived from the Eleventh Amendment to the United States Constitution or otherwise, or of any defenses to Claims or jurisdiction based thereon. H.29.2 ORCPP, WSPC CONTRACT VENUE; CONSENT TO JURISDICTION. Any Claims between Contractor and an ORCPP OR WSPC Authorized Purchaser that arise from or relate to the Contract shall be brought and conducted solely and exclusively within the Circuit Court of the county in which such Authorized Purchaser resides, or at Authorized Purchaser's option, within such other county as Authorized Purchaser shall be entitled under the laws of the relevant jurisdiction to bring or defend Claims. If.any such Claim must be brought in a federal forum, then unless otherwise prohibited by law it shall be brought and conducted solely and exclusively within the United States District Court for the District in which such Authorized Participant resides. CONTRACTOR HEREBY CONSENTS TO THE IN PERSONAM JURISDICTION OF SAID COURTS. Nothing herein shall be construed as a waiver of Authorized Purchaser's sovereign or governmental immunity, if any, whether derived from the Eleventh Amendment to the United States Constitution or otherwise, or of any defenses to Claims or jurisdiction based thereon. H.30 SURVIVAL: Termination of the Contract shall not extinguish or prejudice Authorized Purchaser's (or the State's, if Authorized Purchaser is a State Agency) right to enforce the warranty, indemnification, access to records, governing law, venue, consent to jurisdiction, and remedies provisions. H.31 SEVERABILITY: If any provision of the Contract is declared by a court of competent jurisdiction to be illegal or otherwise invalid, the validity of the remaining terms and provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Contract did not contain the particular provision held to be invalid. H.32 ASSIGNMENT, SUBCONTRACT AND SUCCESSORS: Contractor shall not assign, sell, transfer, or subcontract rights or delegate responsibilities under the Contract, in whole or in part, without the-prior written approval of Authorized Purchaser (or DAS, if Authorized Purchaser is subject to DAB purchasing authority). Further, no such written approval shall relieve Contractor of any obligations under the Contract, and any assignee, transferee, or delegate shall be considered the agent of Contractor. The provisions of the Contract shall be binding upon and shall inure to the benefit of the parties to the Contract and their respective successors and permitted assigns. H.33 MERGER CLAUSE; AMENDMENT; WAIVER: The Contract constitutes the entire agreement between the parties on the subject matter thereof. There are no understandings, agreements, or representations, oral or written, not specified therein regarding the Contract. No waiver, consent, or amendment of the Contract shall bind either party unless in writing and signed by both parties and all necessary approvals have been obtained (including that of DAS if Authorized Purchaser is subject to DAS purchasing authority). waivers and Consents shall be effective only in the specific instance and for the specific purpose given. The failure of the Authorized Purchaser to enforce any provision of the Contract shall not constitute a waiver by the Authorized Purchaser of that or any other provision. Amendments. The State has determined that during the term of the Price Agreement and Contracts, the parties may need to modify selected terms, conditions, price(s) and types of work under circumstances related to the following illustrative, although not exhaustive, categories of anticipated amendments: (a)Amendments required as a result of necessary changes in the State's business process that may restructure a State Agency, Authorized Purchasers, or the Enterprise; (b)Amendments.to the Statement of Work of a Contract to add Services within the scope of the ITS, the Price and Services Agreement, and the Contract; (c)Amendments to delete Services from the Statement of Work of a Contract; (d)Amendments to extend the term of the Price and Services Agreement in accordance with Section G.1 and amendment to extend the term of a Contract; and haps://orpin.oregon.gov/open.dll/showDocSummary?sessionlD=5005793 &disId=150455... 12/11/2012 Award Summary Page 38 of 41 (e)Amendments to change pricing, but only in accordance with Section G.3 SECTION I - SPECIAL TERMS AND CONDITIONS I.1 PERFORMANCE: Contractor shall perform all Services required by this Price Agreement within the time specified in this Price Agreement, including extensions. All Services shall be performed in the most highly professional manner, and in accordance with the utmost industry standards. Unless the means or methods of performing a task is specified elsewhere in this Price Agreement, Contractor shall employ methods that are generally accepted and used by the industry. Failure to meet the performance requirements of this Price Agreement and any Purchase Orders submitted-pursuant to the Price Agreement shall constitute breach of Price Agreement and Contracts entered into by Authorized Purchasers. 1.1.1 State Procurement Office, by written notice to Contractor, may cancel the whole or any part of this Price Agreement: I.1.1.1 If Contractor fails to provide the Services required by this Price Agreement within the time specified or fails to perform any other provision of this Price Agreement; and 1.1.1.2 If Contractor, after receipt of written notice from the State, fails to correct such failures within the number of days specified in the written notice. The rights and remedies of the State provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Price Agreement. 1.2 BURDEN OF PROOF: State acknowledges that certain events that are described in Section H.18., under the heading FORCE MAJUERE, could cause Contractor to fail to meet its obligations under the Price Agreement. Contractor shall not be liable for damages nor will Contractor be held in default or charged with a breach of the Price Agreement when the delay in delivery or performance arises from the events described in Section H.18. FORCE MAJUERE and are beyond Contractor's reasonable control and without the fault or negligence of Contractor. Contractor shall bear the burden of proof of establishing that such delay in delivery or performance was not within its reasonable control or without its fault or negligence. 1.3. CONTACT PERSONS: Contractor shall designate one or more person(s) responsible for Contractor's work under this Price Agreement. Contractor shall provide to State the names, addresses and telephone numbers of such person(s) and shall keep this information current at all times. Should contact with such person(s) require long distance calls, the State reserves the right to call collect. 1.4 CHANGE IN SPECIFICATIONS: The Contractor shall notify SPO at any time that justified changes or modifications in the performance specifications would result in improved service. Major modifications which would involve a change in service charges can be made only by the mutual consent of all parties to the Price Agreement. 1.5 CONFIDENTIALITY: Contractor shall protect the confidentiality of all State records and other materials and information that are obtained or maintained as a result of this Price Agreement. Except for purposes directly connected to this Price Agreement, no information in possession of Contractor or obtained from State personnel shall be disclosed without the prior written consent of State. Contractor shall have written policies governing access to, duplication and dissemination of all such information. Contractor shall advise its employees, agents and permitted subcontractors, if any, that they are subject to these confidentiality requirements. Contractor shall provide its employees, agents and permitted subcontractors, if any, with a copy or written explanation of these confidentiality requirements before access to confidential data is permitted. I.6 ACCESS TO RECORDS: Contractor shall maintain all fiscal records relating to this Price Agreement in accordance with generally accepted accounting principles and shall maintain any other records, including but not limited to books, documents, papers, plans or writings of the Contractor which relate to this Price Agreement (collectively, fiscal records and all other records referred to as "Records") in such a manner as to clearly document Contractor's performance. SPO, State and its other agencies, the Secretary of State Audits Division, the federal government and their duly authorized representatives shall have hops://orpin.9reggn,gov/open,dlUshglyDOgSu11} ary?sessio..ID=5005793&disld=150455... 12/11/2012 Award Summary Page 39 of 41 t access to such Records that relate to this Price Agreement, to perform examination and audits and make excerpts and transcripts. Contractor shall maintain all Records for a minimum of three (3) years after termination or expiration of this Price Agreement. 1.7 LICENSING REQUIREMENTS: Contractor shall comply with the Private Security Providers Act as administered by the Oregon Department of Public Safety, Standards and Training, while performing the services required under this Price Agreement. Contractor or its employees shall have all required certifications and comply with all requirements as set forth in ORS 181.870 through 181.991. 1.8 CRIMINAL HISTORY CHECKS: Contractor shall provide a letter via certified mail or handed in person to SPO's authorized representative at the start of the Price Agreement period, attesting that Contractor has run background checks and screened all Contractor employees that will perform work under this Agreement or any Contracts arising under this Agreement, and that Contractor will run appropriate background checks before any employee will perform any work or provide Services. The Contractor shall establish verification by: I.8.a. requiring that the applicant, as a condition of employment, apply for and receive a criminal history check from the Oregon State Police (OSP), Criminal Identification office, or appropriate Federal/National Security Agency which shall be provided to the Contractor; or, _ I.e.b. by contacting the OSP, Criminal Identification office, and obtaining an "Oregon only" criminal history check on the applicant or employee. 1.9 RESTRICTIONS ON CONTRACTOR USE OF PERSONNEL WITH CRIMINAL HISTORY: Contractor shall not utilize any employee in the performance of Price Agreement Services who has been convicted of any crime involving dishonesty. Contractor shall not utilize any employee in the performance of Price Agreement Services who is under . indictment, has been convicted of ANY crime, or has any criminal, psychological, or employment history that in Contractor's reasonable judgment poses a risk to the security and confidentiality requirements of the Price Agreement, or to the safety of persons on Public Agency premises. SPO, and each participating Public Agency, reserve the right to refuse Contractor, its employees, and its agents access to Public Agency's premises. I.10 TRAVEL: Travel, parking and other expenses of the Contractor shall not be reimbursed by the State. SECTION J - INSURANCE REQUIREMENTS J.1 COMMERCIAL GENERAL LIABILITY. Contractor shall obtain, at Contractors expense, and keep in effect during the term of the Contract, commercial general liability insurance covering bodily injury and property damage. This insurance shall include personal injury coverage, contractual liability coverage for the indemnity provided under the Contract, and products/completed operations liability coverage. Combined single limit per occurrence shall not be less than $1,000,000. Each annual aggregate limit shall not be less than $1,000,000, when applicable. J.2 WORKERS' COMPENSATION. If Contractor will be a subject employer, as defined in ORS 656.023, with regard to work under the Contract, Contractor shall obtain, at Contractor's expense, and have in place prior to the performance of any work under the Contract, all required workers' compensation insurance coverage. J.3 AUTOMOBILE LIABILITY. Contractor shall obtain, at Contractor's expense, and keep in effect during the term of the Contract, automobile liability insurance covering owned, non-owned and/or hired vehicles, as applicable. This coverage may be written in combination with the commercial general liability insurance. Combined single limit per occurrence shall not be less than $1,000,000. J.4 EMPLOYEE DISHONESTY. THIRD PARTY FIDELITY BOND. AND MONEY AND SECURITIES. Contractor https://orpin.oregon.gov/open. dll/showDocSummary?sessionID=5005793 &disId=150455... 12/11/2012 Award Summary Page 40 of 41 r shall obtain, at Contractors expense, and keep in effect during the term of the Contract, Employee Dishonesty, Third Party Fidelity Bond, and Inside and Outside Money and Securities coverages for state-owned property in the care, custody and control of the Contractor. Coverage limits shall not be less than $50,000,000. J.5 "TAIL COVERAGE". If any of the required liability insurance is arranged on a "claims made" basis, "tail" coverage will be required at the completion of the Contract for a duration of 24 months. Contractor will be responsible for furnishing certification of "tail" coverage as described or continuous "claims made" liability coverage for 24 months following Contract completion. Continuous "claims made" coverage will be acceptable in lieu of "tail" coverage, provided its retroactive date.is on or before the effective date of the Contract. This will be a condition of final acceptance of work or services and related warranty(ies), if any. J.6 DURATION. All insurance will be required to be kept in effect during the entire duration of this contract including all extensions. J.7 ADDITIONAL INSURED. The liability insurance coverages, except professional liability if included, required for performance of the Contract shall include the Authorized Purchaser (or the State of Oregon, its agencies, divisions, officers and employees, if Authorized Purchaser is a State Agency) as Additional Insureds, but only with respect to the Contractor's activities to be performed under the Contract. J.8 NOTICE OF CANCELLATION OR CHANGE. There shall be no cancellation, material change, potential exhaustion of aggregate limits or intent not to renew insurance coverage(s) without 30 days' written notice from the Contractor or its insurer(s) to the Authorized Purchaser (or DAB if Authorized Purchaser is a State Agency subject to DAS purchasing authority). Any failure to comply with the reporting provisions of this insurance, except for the potential exhaustion of aggregate limits, shall not affect the coverage(s) provided thereunder. J.9 CERTIFICATE(S) OF INSURANCE. As evidence of the insurance coverages required by the Contract, the Contractor shall furnish Certificate(s) of Insurance to the Authorized Purchaser (of DAS if Authorized Purchaser is a State Agency subject to DAB Purchasing Authority) prior to Contractor's delivery of Goods or performance of - services under the Contract. The Certificate(s) will specify all of the parties who are Additional Insureds (or Loss Payees). Insurance coverages required under the Contract shall be obtained from acceptable insurance companies or entities. The Contractor shall be financially responsible for all deductibles, self-insured retentions, and/or self-insurance included hereunder. Amendment No. 1 AMENDMENT NO. 01 TO CONTRACT # 7834-PA 1. This is Amendment No. 01 to the Contract 7834-PA ("Contract") between the State of Oregon acting by and through its Department of Administrative Services, Procurement Office, ("SPO") and Oregon Armored Services, Inc. (hereafter called "Contractor"). 2. The undersigned parties to this Amendment No. 01 hereby agree to the changes and modifications as set forth herein. The parties further agree that the Contract as defined in section C.1.7 includes this Amendment No. 01. 3. The Contract is hereby amended as follows (new language is indicated by underlining and deleted language is indicated by strikethroughs): D.3.2 The collection and delivery time for each Authorized Purchaser shall vary no more than 15 minutes from the approved route schedule. Collection of deposits shall not be scheduled for later than 3:30 PM [4:30 PM1. Deposits shall be delivered to the location(s) designated below by the times shown on the day the deposit is collected, unless otherwise specified. Collection days shown exclude State-observed holidays, unless otherwise requested by the Authorized Purchaser. If a pick-up time requested by the Authorized https://orpin.oregon.gov/open.dll/showDocSummary?sessionID=5005793 &disld=150455... 12/11/2012 Award Summary Page 41 of 41 Purchaser is after the deposit cutoff time, the Contractor shall hold the deposit in its vault overnight for deposit the following business day. D.3.5.1 DEPOSITORY LOCATIONS AND TIMES: Deposits shall be made on a daily basis at the following locations by the following times: Portland U.S. Bank [5:00 PM] 7:30 PM. US Bank Tower 111 SW 5th Ave Portland, OR 97204 REMOVED [Salem U.S. Bank 4:00 PM Ladd & Bush Branch 302 State Street Salem, OR 97301] REMOVED Eugene U.S. Bank 4:00 PM Main Branch 800 Willamette Street Eugene, OR Contractor shall not deviate from depositing to these locations without written permission from the State Procurement Office. There shall be absolutely no bank branch deposits, supermarket branch deposits, or after hours deposits in depository boxes under this Price Agreement. D.3.10 ONE VEHICLE: Contractor shall pick up receipts and those receipts shall stay secured in the same vehicle used until the receipts are transferred to the armored vehicle destined to the Portland cash vault. Receipts transferred to the Portland cash vault vehicle shall remain in the vehicle until the receipts are deposited at the cash vault. Except for the transfer of receipts between armored vehicles authorized by the foregoing sentence, the Contractor shall not transfer receipts from one vehicle to another, unless a circumstance prevents the original vehicle from completing the delivery to the cash vault. If a second vehicle is required, an armored vehicle is required per Sections D.3.6 and D.3.7. 4. Except as expressly amended above, all other terms and conditions of the original Contract are still in full force and effect. Contractor certifies that the representations and warranties contained in the original Contract are true and correct as of the effective date of this Amendment No. 1 and with the same effect as though made at the time of this Amendment No. 1. By signature on this Amendment, the undersigned hereby certifies under penalty of perjury - that the undersigned is authorized to act on behalf of Contractor and that Contractor is, to the best of the undersigned's knowledge, not in violation of any Oregon Tax Laws. For purposes of this certification, "Oregon Tax Laws" means a state tax imposed by ORS 401.792 to 401.816 (Tax For Emergency Communications), 118 (Inheritance Tax), 314 (Income Tax), 316 (Personal Income Tax), 317 (Corporation Excise Tax), 318 (Corporation Income Tax), 320 (Amusement Device and Transient Lodging Taxes), 321 (Timber And Forestland Tax), 323 (Cigarettes And Tobacco Products Tax), and the elderly rental assistance program under ORS 310.630 to 310.706; and any local taxes administered by the Department of Revenue under ORS 305.620. 5. This Amendment No. 01 shall.become effective on the date at which every party has signed this Amendment No. 01. Control # 1504550 https://orpin.oregon. gov/open.dll/showDoeSummary?sessionlD=5005793&disId=150455... 12/11/2012