2007-505-Order No. 2007-095 Recorded 5/11/2007NANCYUBLANKCOUNTY OFFICIAL P
ENSHIP, COUNTY CLERKDS ICJ 2007'505
4I WED
REV COMMISSIONERS' JOURNAL 05/11/2007 11:27:22 AM
7 EGAL OUNSEL IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII
2007-S0S
BEFORE THE BOARD OF COUNTY COMMISSIONERS OF DESCHUTES COUNTY, OREGON
An Order to Approve Special Procurement and
Notice of Intent to Award Contract 2007-116, * ORDER NO. 2007-095
Image Processing and Conversion Services for
Microfilm to DataStor, LLC for the Deschutes
County Community Development Department
WHEREAS, in 2005, the Deschutes County Clerk's ("Clerk:") office and the Community Development
Department ("CDD") formally solicited bids, in one solicitation, for Image Processing and Conversion Services
for purposes of copying to microfilm archive documents for both departments, together or separately, for a total
possible period of five (5) years; and
WHEREAS, only three companies responded to the Invitation to Bid; and
WHEREAS, in January 2006, DataStor LLC ("DataStor") submitted the lowest bid for CDD and AmCad
Digital Conversion submitted the lowest bid for the Clerk's Office; and
WHEREAS, in August 2006, the Clerk terminated its contract with AmCad due to the inability for Am Cad
Digital Conversion to provide archival quality microfilm copies of documents within the original bid price and
the Clerk solicited quotes and entered into a new contract with Integra, Inc., the lowest responder to the
subsequent solicitation; and
WHEREAS, after an extensive joint endeavor between CDD and DataStor to produce the desired quality of
microfilm, due to the inability to produce archival quality microfilm documents at the bid price of $73,398, the
CDD contract with DataStor LLC was terminated on December 18, 2006; and
WHEREAS, in January, 2007, because CDD thought that a new contract for the necessary microfilm services
would not exceed the $150,000 maximum contract price allowed by statute for an Intermediate Procurement, a
Request for Quote was sent to the three responding bidders of the original 2005 Invitation to Bid using revised
specifications to include the use of 35mm and a-beam or a-beam equivalent technology to obtain the desired
quality and to meet State Archive requirements; and
WHEREAS, responses were received from all three companies and DataStor, LLC again submitted the lowest
of the three quotes at $163,238.25 with AmCad Digital Conversion submitting a quote of $203,900 and Integra
Information Technology submitting a quote of $302,807; and
WHEREAS, each of these bids exceed the maximum allowed for an Intermediate Procurement necessitating
either a Special Procurement or a new Invitation to Bid; and
WHEREAS, CDD requested a Special Procurement because time is of the essence due to the delay in meeting
the time frames listed in the original contract and the large backlog of archived land use documents and rapidly
depleating space for storing the archived documents; and
PAGE I OF 3- ORDER No. 2007-095 (04/25/07)
WHEREAS, due to the contract's specification requirement of e-beam technology or a-beam equivalent
technology, awarding the contract by Special Procurement is unlikely to encourage favoritism in the awarding of
public contracts or to substantially diminish competition for public contracts because E-beam technology is
available through a limited number of providers; and
WHEREAS, awarding the contract by Special Procurement will result in a substantial cost savings for this
service to Community Development or to the public because the County already incurred the expense for an
Invitation to Bid ("ITB") process for this contract that did not result in a satisfactory service and additional legal
counsel, CDD staff time and solicitation costs associated with preparing and publishing the solicitation
documents for a new ITB process are greater than the need for beginning as soon as possible to archive CDD
documents currently being stored off site; and
WHEREAS, in two separate processes CDD solicited quotes for microfilming services and the lowest responder
each time was DataStor; and
WHEREAS, the technical specifications in the most recent solicitation process were clear and objective; and
WHEREAS, the Special Procurement process will otherwise promote the public interest in a manner that could
not practically be realized complying with requirements that are applicable under ORS 27913.055, 27913.060,
27913.065 or 27913.070 or under any rules adopted there under; and
WHEREAS, if an Invitation to Bid (ITB) process was undertaken it can reasonably be expected that the bids
received would be virtually identical to the quotes received in the most recent solicitation process; and
WHEREAS, awarding the contract by Special Procurement will result in substantial cost savings for this service
to CDD and to the public by not duplicating a solicitation process once; and
WHEREAS, pursuant to ORS 27913.135 and OAR 137-047-0285(2), the County must provide notice of the
award no less than seven (7) days; and
WHEREAS, the earliest date to give notice of the Board's intention to award the contract that meets the Board
of County Commissioners' ("Board"), CDD staff schedule and The Bulletin publication deadline is April 27,
2007; now, therefore,
THE BOARD OF COUNTY COMMISSIONERS OF DESCHUTES COUNTY, OREGON, HEREBY
ORDERS as follows:
Section 1. Based upon the above recited findings, which are incorporated by reference herein, the Board
approves the Special Procurement of Image Processing and Conversion Services for purposes of copying CDD
archive documents to microfilm for a total possible period of five (5) years.
Section 2. The Board authorizes the Chair's signature of the Notice of Intent to Award, attached as Exhibit "A"
and incorporated by reference herein.
Section 4. The CDD Staff shall cause the notice to be published in The Bulletin no later than April 27, 2007 and
posted, in three public locations within the County as follows:
Section 5. One notice shall be posted on or near the doors of the meeting room of the Board of County
Commissioners; one notice upon any official bulletin board customarily used for the purpose of posting public
notices within the county; and one notice shall be posted in the Community Development Department.
PAGE 2 of 3- ORDER No. 2007-095 (04/25/07)
Section 6. Notices shall be posted by April 27, 2007 and for not less than five (5) consecutive days.
Section 7. If no protests are submitted by May 8, 2007, the Board authorizes the Chair signature on the contract
with DataStor LLC, Document No. 2007-116, attached as Exhibit "B" and incorporated by reference herein.
A
Dated this Hof , 2007 BOARD OF COUNTY COMMISSIONERS
OF DESC14UTES COUNTY, OREGON
M. DALY,
ATTEST:
&444-&&A-
Recording Secretary
PAGE 3 of 3- ORDER No. 2007-095 (04/25/07)
r
Board of Commissioners
1300 NW Wall St, Suite 200, Bend, OR 97701-1960
(541) 3SM570 - Fax (541) 385-3202
www. co. deschutes. or. us
NOTICE OF INTENT TO AWARD CONTRACT board@co.deschutes.or.us
Tammy Baney
Special Procurement Michael M. Daly
Dennis R. Luke
On January 31, 2007, Deschutes County, pursuant to Deschutes County Code ("DCC")
2.37.090, considered ''bids for Image Processing and Conversion Services to copy
scanned documents to microfilm for archival purposes stored by the Deschutes County
Community Development Department ("CDD"). Although DATASTOR, LLC was the
lowest bid, all bids submitted were higher than $150,000, the maximum bid allowed for
an intermediate process. Deschutes County now intends to award this contract to
DataStor, LLC for a maximum consideration of $163,238.25 as a Special
Procurement pursuant to Order 2007-095 of the Deschutes County Board of County
Commissioners ("Board').
This Notice of Intent to Award Contract is issued pursuant to Oregon Administrative
Rule (OAR) 137-047-0285 and 137-047-0300. Any firm or person who believes that
they are adversely affected or aggrieved may submit written protest of the County's
Intent to Award Contract to 'the Board of County Commissioners, Administration
Building, 1300 N.W. Wall Street, Bend, Oregon 97701, within seven (7) days after the
issuance of this Notice of Intent to Award Contract. The seven (7) day protest period
will expire at 5:00 PM on Tuesday, May 8, 2007.
Any protest must be in writing and specify any grounds upon which the protest is based.
A copy of OAR 137-047-0285 and 137-017-0300 are attached to this Notice. If a
protest is filed, a hearing will be held at 10:00 a.m. on Wednesday, May 9, 2007,
before the Board of County Commissioners of Deschutes County Oregon acting as the
Contract Review Board in the Administration Building, 1300 N.W. Wall Street, Bend,
Oregon 97701, Barnes Hearing Room.
If no protest is filed within the protest period, this Notice of Intent to Award Contract
becomes an Award of Contract, without further action by the Board unless the Board,
for good cause, rescinds this Notice before the expiration of the protest period.
If you have any questions regarding this Notice of latent to Award Contract, or the
procedures under which the County is proceeding, please contact Doris Kobemik,
Deschutes County Community Development Department, 117 NW Lafayette Avenue,
Bend, OR 97701, telephone (541) 317-3138 or FAX (541) 385-1764.
Sincerely,
Mi .a I M. aly, Commissi Chair
Deschutes C
Enhancing f lYves of Ctfizens Delivering Quality Services in aCost-Effective Manner
Gf 203
Lx~~ ~F
137-047-0285
Special Procurements
(1) Generally. A Contracting Agency may Award a Contract as a Special Procurement
pursuant to the requirements of ORS 279B.085.
(2) Public Notice. A Contracting Agency shall give public notice of the Contract Review
Authority's approval of a Special Procurement in the same manner as public notice of
competitive sealed Bids under ORS 279B.055(4) and OAR 137-047-0300. The public
notice shall describe the Goods or Services or class of Goods or Services to be acquired
through the Special Procurement. The Contracting Agency shall give such public notice
of the approval of a Special Procurement at least seven (7) Days before Award of the
Contract.
(3) Protest. An Affected Person may protest the request for approval of a Special
Procurement in accordance with ORS 279B.400 and OAR 137-047-0700.
137-047-0300
Public Notice of Solicitation Documents
(1) Notice of Solicitation Documents; Fee. A Contracting Agency shall provide public
notice of every Solicitation Document in accordance with section (2) of this rule. The
Contracting Agency may give additional notice using any method it determines
appropriate to foster and promote competition, including:
(a) Mailing notice of the availability of the Solicitation Document to Persons that have
expressed an interest in the Contracting Agency's Procurements;
(b) Placing notice on the Contracting Agency's Electronic Procurement System; or
(c) Placing notice on the Contracting Agency's Internet World Wide Web site.
(2) Advertising. A Contracting Agency shall advertise every notice of a Solicitation
Document as follows:
(a) The Contracting Agency shall publish the advertisement for Offers in accordance with
the requirements of ORS 279B.055(4) and 279B.060(4); or
(b) A Contracting Agency may publish the advertisement for Offers on the Contracting
Agency's Electronic Procurement System instead of publishing notice in a newspaper of
general circulation as required by ORS 279B.055(4)(b) if, by rule or order, the
Contracting Agency's Contract Review Authority has authorized the Contracting Agency
to publish notice of Solicitation Documents on the Contracting Agency's Electronic
Procurement System.
(3) Content of Advertisement. All advertisements for Offers shall set forth:
(a) Where, when, how, and for how long the Solicitation Document may be obtained;
(b) A general description of the Goods or Services to be acquired;
(c) The interval between the first date of notice of the Solicitation Document given in
accordance with section 2(a) or (b) above and Closing, which shall not be less than
fourteen (14) Days for an Invitation to Bid and thirty (30) Days for a Request for
Proposals, unless the Contracting Agency determines that a shorter interval is in the
public's interest, and that a shorter interval will not substantially affect competition.
However, in no event shall the interval between the first date of notice of the Solicitation
Document given in accordance with section 2(a) or (b) above and Closing be less then
seven (7) Days as set forth in ORS 279B.055(4)(f). The Contracting Agency shall
document the specific reasons for the shorter public notice period in the Procurement file;
(d) The date that Persons must file applications for prequalification if prequalification is a
requirement and the class of Goods or Services is one for which Persons must be
prequalified;
(e) The office where Contract terms, conditions and Specifications may be reviewed;
(f) The name, title and address of the individual authorized by the Contracting Agency to
receive Offers;
(g) The scheduled Opening; and
(h) Any other information the Contracting Agency deems appropriate.
(4) Posting Advertisement for Offers. The Contracting Agency shall post a copy of each
advertisement for Offers at the principal business office of the Contracting Agency. A
Proposer may obtain a copy of the advertisement for Offers upon request.
(5) Fees. The Contracting Agency may charge a fee or require a deposit for the
Solicitation Document.
(6) Notice of Addenda. The Contracting Agency shall provide potential Offerors notice
of any Addenda to a Solicitation Document in accordance with OAR 137-047-0430.
AFFIDAVIT OF POSTING
STATE OF OREGON )
) ss.
County of Deschutes )
I, Doris F. Kobernik , first being duly sworn, depose and say that:
1. I posted a Notice of Intent to Award by the Board of County Commissioners of Deschutes
County, Oregon, for a proposed contract award to DataStor LLC, for Image Processing
and Conversion Services for purposes of copying to microfilm archive departments, a copy
of said notice is attached hereto, in the following locations:
(a) Deschutes County Service Center.
(b) Deschutes County Courthouse.
(c) Deschutes County Community Development.
2. Said notices were posted on April 27 , 2007.
3. Said notices were conspicuous and clearly visible.
DATED: 2007.
Name:
SUBSCRIBED AND SWORN to before me this 3t-"4day of /lam, L!. , , 2007.
NOTARY PUBLIC FOROR N
My Commission Expires: a4.u ~25~ 2a/D
OFFICIAL SEAL
MAUREEN LUGAR
I I* NOTA"4" PUBLIC-OREGON
COtomiSS10N NO, 401x58
MY COMMISSION EXPIRES JAN. 25, 2010
AFFIDAVIT OF POSTING
Affidavit of Publication
STATE OF OREGON, COUNTY OF DESCHUTES
I, Tara Stokes, a citizen of the United States and a resident of the county aforesaid; I am over the
age of eighteen years, and not party to or interested in the above-entitled matter. I am the
principal clerk of the printer of
The Bulletin
a daily newspaper of general circulation, published in the aforesaid county and state as defined by
ORS 193.010 and ORS 193.020, that
Acct Name: DESCHUTES CTY COMMUNITY DEV.
Legal Description: LEGAL NOTICE
NOTICE OF INTENT
TO AWARD CONTRACT
a printed copy of which is hereto affixed was published in each regular and entire issue of the said
newspaper and not in any supplement thereof on the following dates, to wit:
05/02/2007
I certify (or declare) under penalty of perjury that the foregoin is true and correct.
Dated at Bend, Oregon, this 2 day of May, 2007.
Signature
N
%i
OFFICIAL SEAL
LORI LAMONT
' NOTARY PUBLIC-OREGON
COMMISSION NO. 394526
MY COMMISSION EXPIRES JULY 05. 200
No.
In the Court of the
STATE OF OREGON
forthe
COUNTY OF DESCHUTES
AFFIDAVIT OF PUBLICATION
Filed
By
From the Office of
Attorney for
h~
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Principal subjects antici-
pated to be considered in-
clude current legislative top-
its, update on housing
programs, development and
-'and-purchase opportunities,
and further progress on other
public/private development
proposals and projects.
If you have any questions or
need special accommoda-
tions, please contact Diane
Shrock,at (541) 923-1018
exL 108. .For special assis-
tance'due to motion, vision,
speech and hearing disabili-
ties, the toll free number of
Qwest's services for custom-
ers with disabilities is
1-800-223-3131.
Cyndy Cook, Executive Director
Housing Works
(ABN Central Oregon Regional
Housing Authority)
LEGAL NOTICE
IN THE CIRCUIT COURT OF
THE STATE OF OREGON
FOR THE COUNTY OF
DESCHUTES
PROBATE DEPARTMENT
Estate of
H. Kent Mills,
Deceased.
Case No:07PBOO59BH
NOTICE TO INTERESTED
PERSONS
NOTICE IS HEREBY GIVEN.
that the undersigned has
been appointed Personal
Representative. All persons
having claims against the
Estate . are . required to
present them, with vouchers
attached, to the undersigned
Personal Representative at.
Kamopp Petersen LLP, 1201
NW Wall Street, Suite 300
Bend, Oregon 97701-1957,
within four months after the
date of first publication of
this notice, or the claims may
be barred.
All persons who;e rights may
be affected by the proceed-
ings may obtain additional
information from the records
of the court, the Personal
Representative, or the attor-.
neys for the Personal Re pre-
sentative, who are Kamopp
Petersen LLP, 1201 NW Wall
Strget, Suite' 300 Bend, Or-
egon 97701-1957.
DATED and first published
April 18, 2007.
Nancy W. Mills
Personal Representative
FAX: (541) 388-5410
PERSONAL REPRESENTATIVE:
Nancy W. Mills
61051 River Bluff Trail
Bend, OR 97702
TEL: (541)382-6043
ATTORNEY FOR PERSONAL
REPRESENTATIVE:
KARNOPP PETERSEN LLP
Brent S. Kinkade, OSB# 93330
bsk@karnopp.com
1201 NW Wall Street, Suite 300
Bend, Oregon 97701-1957
TEL:(541) 382-3011
FAX: (541)388-5410
Of Attorneys for
Personal Representative
Fax'*: '('54'1) 389-4644
E-mail:
patrici a(c?heathermanlaw.com
LEGAL NOTICE
F NOTICE OF INTENT
WARD CONTRACT
. Special Procurement
On January 31, 2007, Des-
chutes County, pursuant to
Deschutes County Code
("DCC') 2.37.090, considered
bids for Image Processing
and Conversion Services to
copy scanned documents to
microfilm for archival pur-
poses stored by the Des-
chutes County Community
Development Department
(°CDD"). Although DATAS-
TOR, LLC was the lowest bid,
all bids submitted were
higher than $150,ODO, the
maximum bid allowed for an
intermediate process. Des-
chutes County now intends
to award this 'contract to
DataStor, LLC for a maxi-
mum consideration of
$163,236.25 as a Special
Procurement pursuant to Or-
der 2007-095 of the Des-
chutes County Board of
County Commissioners
("Board").
This Notice of Intent to
Award Contract is issued pur-
suant to Oregon Administra-
tive Rule (OAR) 137-047-
0285 and 137-047-0300.
Any firm or person who be-
lieves that they are ad-
versely affected or aggrieved
may submit written protest
of the County's Intent to
Award Contract to the Board
of County Commissioners,
Administration Building,
1300 NW Wall Street, Bend,
Oregon 97701, within seven
.(7) days after the issuance of
this Notice of Intent to
Award Contract. The seven
(7) day protest period will
expire At 5:00 PM on Tues-
day, May 8, 2007.
Any protest must be in writ-
ing and specify any grounds
upon which the protest is
based. A copy of OAR
137-047-0285 and 137-017-
0300 are attached to this
Notice. If a protest is filed, a
hearing.will be held at 10:00
a.m. on Wednesday, May 9,
2007, before the Board of
County Commissioners of
Deschutes County Gregor
acting as the Contract Re-
view Board in the Adminis-
tration Building, 1300 NA
Wall Street, Bend, Oregor
97701, Barnes Hearing
Room.
If no protest is filed withir
the protest period, this No-
tice of Intent to Award Con
tract becomes an Award o
Contract, without further ac
tion by the Board unless th(
Board, for good cause, re
scinds this Notice before thi
expiration of the protest Pe
riod.
If you have any questions re
garding this Notice of Inten
to Award Contract, or thi
procedures under which th,
County is proceeding, pleas,
contact Doris Kobernik, Des
chutes County Communit
Development Departmenl
117 NW Lafayette Avenue
Bend, OR 97701, telephon
(541) 317-3138 or FAX (541
385-1764.
LEGAL NOTICE
NOTICE TO INTERESTED
PERSONS
Bonita Kay Braeuel has bee
appointed personal repro
sentatives of the Estate (
Jacqueline .Lenore Brigh
Deceased, by the Circu
Court. State of Oregon, De:
LEGAL NOTICE
IN THE CIRCUIT COURT
OF THE STATE OF OREGON
FOR THE COUNTY OF
DESCHUTES
Probate Department
In the Matter of the Estate of
Lela Ann Caward,
Deceased.
Case No. 07 PB 0063 AB
NOTICE TO INTERESTED
PERSONS
NOTICE. IS HEREBY GIVEN
that the undersigned has
been appointed as Personal
onnweunntivn of thn aetato
records of ursulu- -,,,y,
Oregon, in book/reel/vol-
ume No., at page No. fee/
file/instrument/ microfi le/ re
ception No. 2006.63679 cov-
ering the following de-
scribed real property situ-
ated in said County and
State, to wit: APN:105637
Lot thirteen, block six, Key-
stone Terrance, city of Bend,
Deschutes County, Oregon.
Commonly known as: 436
Clay Ave Bend, OR 97702
Both the beneficiary and the
trustee have elected to sell
the said real property to sat-
isfy the obligations secured
by said trust deed and a no-
.lice has been recorded pur-
suant to Section 86.735 (3)
of Oregon Revised Statutes;
the default for which the
foreclosure is made is the
grantors: Installment of
principal and interest plus
impounds and/or advances
which became due on
11112007 plus amounts that
are due or may become due
for the following: late
charges, delinquent property
taxes, insurance premiums,
advances made on senior
liens, taxes and/or insurance,
trustee's fees, and any attor-
ney fees and court costs
arising from or associated
with beneficiaries effort to
protect and preserve its se-
curity must be cured as a
condition of reinstatement.
Monthly Payment $897.54
Monthly Late Charge $44.88
By this reason of said default
the beneficiary has declared
all obligations secured by
said trust deed immediately
due and payable, said sums
being the following, to wit:
The sum of $165,699.17 to-
gether with interest thereon
at the rate of 6.50000 per
annum from 12/1/2006 un-
til paid; plus all accrued late
charges thereon; and all
trustee's fees, foreclosure
costs and any sums advancer
by the beneficiary pursuant
to the terms of said deed of
trust. Whereof, notice herebl
is given that, First Amercian
Title Insurance Company of.
Oregon, the undersigned
trustee will, on 8/24/2007.,
at the hour of 01:00 PM,
Standard of Time, as
established by section
187.110, Oregon Revised
Statutes, at At the front
entrance to the Deschutes
County Courthouse, 1164
NW Bond St., Bend, OR
County of Deschutes, State
of Oregon; sell at public
auction to the highest bidder
for cash the interest in the
said described real property
which the grantor had or hat
power to convey at the time
of execution by him of the
said trust deed, together wit
any interest which the
grantor or his successors in
interest acquired after the
execution of said trust deed,
to satisfy the foregoing
obligations thereby secured
and the costs and expenses
of sale, including a
reasonable charge by the
trustee. Notice is further
given that any person name
in section 86.753 of Oregon
Revised Statutes has the
right to have the foreclosure
proceeding dismissed and
the trust deed reinstated by
payment to the beneficiary i
the entire amount then due
(other than such portion of
said principal as would not
then be due had no default
occurred), together with tht
costs, trustee's and attornel
fees and curing any other
default complained of in thi
Notice of Default by
tendering the performance
required under the obligati[
or trust deed, at any time
prior to five days before th(
date last set for sale. For Si
by Sheryl L. Kat
party, as Truster
as Beneficiary, (
vial records of f
ume No at page
No. 1999-3214t
recorded on 12.
book, page, cov
ated in said Cot
Real property it
scribed as folio
per Estates, Rel
Acres, Deschub
lowing describe
monumenting i
block 2-A, Lon
right-of-way cC
well as the true
east along the
21.44 feet to a
(Hereafter call[
1/2" pipe with
feet along the
of said R/W, fc
chord bearing!
of beginning. '
land: That por
Deschutes Cot
At a 5/8" rebar
corner of lot 9,
being on the ri
the initial poin
common to lot
with cap mark,
to the true poi
along said con
west along sai
comer of said
on the south li
west 1.00 feet
the true point
124722 and 1:
Meadowbrook
and the truste
satisfy the obl
has been reco
Revised Statu:
is the grantor'
impounds and
plus amounts
following: late
premiums, ad
insurance, tru
arising from o
and preserve
reinstatement
$0.00 By this
all obligation!
payable, said
$104,823.041
7.50000 pera
accrued late (
costs and any
terms of said
that, First Am
trustee will, c
Time, as esta
Statutes, at A
Courthouse, .
State of Dreg
cash the inter
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REVIEWED
LEGAL COUNSEL
DESCHUTES COUNTY SERVICES CONTRACT
CONTRACT NO. 2007-116
This Contract is between DESCHUTES COUNTY (County) and DataStor, LLC (Contractor).
The parties agree as follows:
Effective Date and Termination Date. The effective date of this Contract shall be May 9, 2007 or the date, on which
each party has signed this Contract, whichever is later. Unless extended or terminated earlier in accordance with its terms,
this Contract shall terminate when County accepts Contractor's completed performance or on May 9, 2008, whichever date
occurs last. Unless earlier terminated, this Contract shall automatically renew each year on May 9 for up to an additional four
(4) years. Contract termination shall not extinguish or prejudice County's right to enforce this Contract with respect to any
default by Contractor that has not been cured.
Statement of Work. Contractor shall perform the work described in Exhibit 1.
Payment for Work. County agrees to pay Contractor in accordance with Exhibit 1.
Contract Documents. This Contract includes Page 1-7 and Exhibits 1, 2, 3, 4, 5 and 6.
CONTRACTOR DATA AND SIGNATURE
Contractor Address: 63160 NE Britta, Suite E100, Bend, Oregon 97701 Federal Tax ID# or Social Security 93-
1210758 -
Is Contractor a nonresident alien? ❑Yes X No
Business Designation (check one): ❑ Sole Proprietorship ❑ Partnership
X Corporation-for profit ❑ Corporation-non-profit ❑ Other, describe
A Federal tax ID number or Social Security number is required to be provided by Contractor and shall be used for the
administration of state, federal and local tax laws. Payment information shall be reported to the Internal Revenue Service
under the name and Federal tax ID number or, if none, the Social Security number provided above.
I have read this Contract including the attached Exhibits. I understand this Contract and agree to be bound by its terms.
NOTE: Contractor shall also sign Exhibits 3 and 4 and, if applicable, Exhibit 6.
Contractor's authorized Signature Title
Name (please print)
Date
DESCHUTES COUNTY SIGNATURE
Dated this of _,2007 Dated this of 12007
DESCHUTES COUNTY DIRECTOR OF DESCHUTES COUNTY BOARD OF DIRECTORS
Mike Daly, County Commissioner, Chair
Page 1 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
STANDARD TERMS AND CONDITIONS
1. Time is of the Essence. Contractor agrees that time is of the essence in the performance of this Contract.
2. Compensation. Payment for all work performed under this Contract shall be made as set forth in Exhibit 1.
a. Payments shall be made to Contractor following County's review and approval of billings submitted by Contractor.
Contractor shall also submit copies of other billings for work performed under this Contract when such bills are to
be paid by other parties. These other billings are subject to the maximum compensation amount of this contract.
b. Contractor shall not submit billings for, and County shall not pay, any amount in excess of the maximum
compensation amount of this Contract, including any reimbursable expenses (See Exhibit 5). If the maximum
compensation amount is increased by amendment to this Contract, the amendment shall be fully executed before
Contractor performs work subject to the amendment. No payment shall be made for any services performed
before the beginning date or after the expiration date of this contract. This Contract shall not be amended after the
expiration date.
c. Contractor shall submit monthly invoices for work performed. The invoices shall describe all work performed with
particularity and by whom it was performed and shall itemize and explain all expenses for which reimbursement is
claimed. The invoices also shall include the total amount invoiced to date by Contractor prior to the current
invoice.
3. Delegation, Subcontracts and Assignment. Contractor shall not delegate or subcontract any of the work required
by this Contract or assign or transfer any of its interest in this Contract, without the prior written consent of County that
shall be attached to the original contract.
a. Any delegation, subcontract, assignment, or transfer without prior written consent of County shall constitute a
material breach of this contract.
b. Any such assignment or transfer, if approved, is subject to such conditions and provisions as the County may
deem necessary.
c. No approval by the County of any assignment or transfer of interest shall be deemed to create any obligation of
the County to increase rates of payment or maximum Contract consideration.
d. Prior written approval shall not be required for the purchase by Contractor of articles, supplies and services which
are incidental to the provision of services under this Contract that are necessary for the performance of the work.
e. Any subcontracts that the County may authorize shall contain all requirements of this contract, and Contractor
shall be responsible for the performance of the subcontractor.
4. No Third Party Beneficiaries. County and Contractor are the only parties to this Contract and are the only parties
entitled to enforce its terms. Nothing in this Contract gives or provides any benefit or right, whether directly, indirectly,
or otherwise, to third persons unless such third persons are individually identified by name in this Contract and
expressly described as intended beneficiaries of this Contract.
5. Successors in Interest. The provisions of this Contract shall be binding upon and inure to the benefit of the parties
and their successors and approved assigns, if any
Early Termination. This Contract may be terminated as follows:
a. Mutual Consent. County and Contractor, by mutual written agreement, may terminate this Contract at any time.
b. Party's Convenience. County or Contractor may terminate this Contract for any reason upon 30 calendar days
written notice to the other party.
c. For Cause. County may also terminate this Contract effective upon delivery of written notice to Contractor, or at
such later date as may be established by the County, under any of the following conditions:
1) If funding from state or other sources is not obtained and continued at levels sufficient to allow for the
purchase of the indicated quantity of services as required in this contract. This Contract may be modified to
accommodate the change in available funds.
2) If state laws, regulations or guidelines are modified, changed or interpreted in such a way that the services
are no longer allowable or appropriate for purchase under this Contract or are no longer eligible for the
funding proposed for payments authorized by this contract.
3) In the event sufficient funds shall not be appropriated for the payment of consideration required to be paid
under this contract, and if County has no funds legally available for consideration from other sources.
4) If any license or certificate required by law or regulation to be held by Contractor to provide the services
required by this Contract is for any reason denied, revoked, suspended, not renewed or changed in such a
way that Contractor no longer meets requirements for such license or certificate.
Page 2 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
Contractor Default or Breach. The County, by written notice to Contractor, may immediately terminate the whole
or any part of this Contract under any of the following conditions:
1) If Contractor fails to provide services called for by this Contract within the time specified or any extension
thereof.
2) If Contractor fails to perform any of the other requirements of this Contract or so fails to pursue the work so as
to endanger performance of this Contract in accordance with its terms, and after receipt of written notice from
the County specifying such failure, Contractor fails to correct such failure within 10 calendar days or such
other period as the County may authorize.
3) Contractor institutes or has instituted against it insolvency, receivership or bankruptcy proceedings, makes an
assignment for the benefit of creditors, or ceases doing business on a regular basis.
d. County Default or Breach. Contractor may terminate this Contract in the event of a breach of this Contract by the
County. Prior to such termination, Contractor shall give to the County written notice of the breach and intent to
terminate. If the County has not entirely cured the breach within 10 calendar days of the date of the notice, then
Contractor may terminate this Contract at any time thereafter by giving notice of termination.
7. Payment on Early Termination. Upon termination pursuant to paragraph 6, payment shall be made as follows:
a. If terminated under subparagraphs 6 a. through c. of this Contract, the County shall pay Contractor for work
performed prior to the termination date if such work was performed in accordance with the Contract. County shall
not, however, pay Contractor for any obligations or liabilities incurred by Contractor after Contractor receives
written notice of termination.
b. If this Contract is terminated under subparagraph 6 d. of this Contract, County obligations shall be limited to
payment for services provided in accordance with this Contract prior to the date of termination, less any damages
suffered by the County.
c. If terminated under subparagraph 6 e of this Contract by Contractor due to a breach by the County, then the
County shall pay Contractor for work performed prior to the termination date if such work was performed in
accordance with the Contract (a) with respect to services compensable on an hourly basis, for unpaid invoices,
hours worked within any limits set forth in this Contract but not yet billed, authorized expenses incurred and
interest within the limits set forth under ORS 293.462, and (b) with respect to deliverable-based Work, the sum
designated for completing the deliverable multiplied by the percentage of Work completed and accepted by County,
less previous amounts paid and any claim(s) that County has against Contractor. In no event shall County be liable
to Contractor for any expenses related to termination of this Contract or for anticipated profits.
8. Remedies. In the event of breach of this Contract the parties shall have the following remedies:
a. Termination under subparagraphs 6 a. through c. of this Contract shall be without prejudice to any obligations or
liabilities of either party already reasonably incurred prior to such termination. Contractor may not incur obligations
or liabilities after Contractor receives written notice of termination. Additionally, neither party shall be liable for any
indirect, incidental, consequential or special damages under this Contract or for any damages of any sort arising
solely from the termination of this Contract in accordance with its terms.
b. If terminated under subparagraph 6 d. of this Contract by the County due to a breach by Contractor, County may
pursue any remedies available at law or in equity. Such remedies may include, but are not limited to, termination
of this contract, return of all or a portion of this Contract amount, payment of interest earned on this Contract
amount, and declaration of ineligibility for the receipt of future contract awards. Additionally, County may complete
the work either itself, by agreement with another Contractor, or by a combination thereof. If the cost of completing
the work exceeds the remaining unpaid balance of the total compensation provided under this Contract, then
Contractor shall pay to the County the amount of the reasonable excess.
c. In addition to the remedies in paragraphs 6 through 8 of this Contract for a breach by Contractor, the County also
shall be entitled to any other equitable and legal remedies that are provided by law.
d. If previous amounts paid to Contractor exceed the amount due to Contractor under this Contract, Contractor shall
repay any excess to County upon demand.
e. If the County breaches this Contract, Contractor's sole monetary remedy shall be (a) with respect to services
compensable on an hourly basis, a claim for unpaid invoices, hours worked within any limits set forth in this
Contract but not yet billed, authorized expenses incurred and interest within the limits set forth under ORS
293.462, and (b) with respect to deliverable-based Work, a claim for the sum designated for completing the
deliverable multiplied by the percentage of Work completed and accepted by County, less previous amounts paid
and any claim(s) that County has against Contractor. In no event shall County be liable to Contractor for any
expenses related to termination of this Contract or for anticipated profits.
f. Neither County nor Contractor shall be held responsible for delay or default caused by fire, civil unrest, labor
Page 3 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
unrest, riot, acts of God, or war where such cause was beyond reasonable control of County or Contractor,
respectively. 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 this
Contract. For any delay in performance as a result of the events described in this subparagraph, Contractor shall
be entitled to additional reasonable time for performance that shall be set forth in an amendment to this Contract.
g. The passage of this Contract expiration date shall not extinguish or prejudice the County's or Contractor's right to
enforce this Contract with respect to any default or defect in performance that has not been cured.
h. County's remedies are cumulative to the extent the remedies are not inconsistent, and County may pursue any
remedy or remedies singly, collectively, successively or in any order whatsoever.
9. Contractor's Tender upon Termination. Upon receiving a notice of termination of this Contract, Contractor shall
immediately cease all activities under this Contract unless County expressly directs otherwise in such notice of
termination. Upon termination of this Contract, Contractor shall deliver to County all documents, information, works-in-
progress and other property that are or would be deliverables had this Contract been completed. Upon County's
request, Contractor shall surrender to anyone County designates, all documents, research, objects or other tangible
things needed to complete the work.
10. Work Standard. Contractor shall be solely responsible for and shall have control over the means, methods,
techniques, sequences and procedures of performing the work, subject to the plans and specifications under this
Contract and shall be solely responsible for the errors and omissions of its employees, subcontractors and agents.
For goods and services to be provided under this contract, Contractor agrees to:
a. perform the work in a good, workmanlike, and timely manner using the schedule, materials, plans and
specifications approved by County;
b. comply with all applicable legal requirements;
c. comply with all programs, directives, and instructions of County relating to safety, storage of equipment or
materials;
d. take all precautions necessary to protect the safety of all persons at or near County or Contractor's facilities,
including employees of Contractor, County and any other contractors or subcontractors and to protect the work
and all other property against damage.
11. Drugs and Alcohol. Contractor shall adhere to and enforce a zero tolerance policy for the use of alcohol and the
unlawful selling, possession or use of drugs while performing work under this Contract, and upon request by County
demonstrate that a drug testing policy is in place.
12. Insurance. Contractor shall provide insurance in accordance with Exhibit 2 attached hereto and incorporated by
reference herein.
13. Expense Reimbursement. If the consideration under this Contract provides for the reimbursement of Contractor for
expenses, in addition to Exhibit 5, Exhibit 1 shall state that Contractor is or is not entitled to reimbursement for such
expenses. County shall only reimburse Contractor for expenses reasonably and necessarily incurred in the
performance of this contract. Expenses reimbursed shall be at the actual cost incurred, including any taxes paid, and
shall not include any mark-up unless the mark-up on expenses is specifically agreed to in this Contract. The cost of
any subcontracted work approved in this Contract shall not be marked up. Contractor shall not bill County for any time
expended to complete the documents necessary for reimbursement of expenses or for payment under this contract.
The maximum amounts for certain reimbursable expenses are set forth in Exhibit "5," attached hereto and by
reference incorporated herein.
14. Criminal Background Investigations. Contractor understands that Contractor is subject to periodic criminal
background investigations by County and, if such investigations disclose criminal activity not disclosed by Contractor,
such non-disclosure shall constitute a material breach of this Contract and County may terminate this Contract
effective upon delivery of written notice to Contractor, or at such later date as may be established by the County.
15. Confidentiality. Contractor shall maintain confidentiality of information obtained pursuant to this Contract as follows:
a. Contractor shall not use, release or disclose any information concerning any employee, client, applicant or person
doing business with the County for any purpose not directly connected with the administration of County's or
Contractor's responsibilities under this Contract except upon written consent of the County, and if applicable, the
employee, client, applicant or person. Contractor shall ensure that its agents, employees, officers and
subcontractors with access to County and Contractor records understand and comply with this confidentiality
Page 4 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
provision.
b. Contractor shall treat all information as to personal facts and circumstances obtained on Medicaid eligible
individuals as privileged communication, shall hold such information confidential, and shall not disclose such
information without the written consent of the individual, his or her attorney, the responsible parent of a minor
child, or the child's guardian, except as required by other terms of this Contract. Nothing prohibits the disclosure
of information in summaries, statistical information, or other form that does not identify particular individuals.
c. Personally identifiable health information about applicants and Medicaid recipients will be subject to the
transaction, security and privacy provisions of the Health Insurance Portability and Accountability Act ("HIPAA"
Contractor shall cooperate with County in the adoption of policies and procedures for maintaining the privacy and
security of records and for conducting transactions pursuant to HIPAA requirements. This Contract may be
amended in writing in the future to incorporate additional requirements related to compliance with HIPAA. If
Contractor receives or transmits protected health information, Contractor shall enter into a Business Associate
Agreement with County.
16. Reports. Contractor shall provide County with periodic reports at the frequency and with the information prescribed by
County. Further, at any time, County has the right to demand adequate assurances that the services provided by
Contractor shall be in accordance with the contract. Such assurances provided by Contractor shall be supported by
documentation from third parties.
17. Access to Records. Contractor shall maintain fiscal records and all other records pertinent to this Contract.
a. All fiscal records shall be maintained pursuant to generally accepted accounting standards, and other records
shall be maintained to the extent necessary to clearly reflect actions taken. All records shall be retained and kept
accessible for at least three years following the final payment made under this Contract or all pending matters are
closed, which ever is later. If an audit, litigation or other action involving this Contract is started before the end of
the three year period, the records shall be retained until all issues arising out of the action are resolved or until the
end of the three year period, whichever is later.
b. County and its authorized representatives shall have the right to direct access to all of Contractor's books,
documents, papers and records related to this Contract for the purpose of conducting audits and examinations
and making copies, excerpts and transcripts. These records also include licensed software and any records in
electronic form, including but not limited to computer hard drives, tape backups and other such storage devices.
County shall reimburse Contractor for Contractor's cost of preparing copies. At Contractor's expense, the County,
the Secretary of State's Office of the State of Oregon, the Federal Government, and their duly authorized
representatives, shall have license to enter upon Contractor's premises to access and inspect the books,
documents, papers, computer software, electronic files and any other records of Contractor which are directly
pertinent to this Contract for the purpose of making audits, examinations, excerpts, copies and transcriptions.
18. Ownership of Work. All work of Contractor that results from this Contract (the "Work Product") is the exclusive
which County shall be deemed author. If, for any reason, the Work Product is not deemed "work made for hire,"
Contractor hereby irrevocably assigns to County all of its right, title, and interest in and to any and all of the Work
Product, whether arising from copyright, patent, trademark, trade secret, or any other state or federal intellectual
property law or doctrine. Contractor shall execute such further documents and instruments as County may reasonably
request in order to fully vest such rights in County. Contractor forever waives any and all rights relating to Work
Product, including without limitation, any and all rights arising under 17 USC § 106A or any other rights of
identification of authorship or rights of approval, restriction or limitation on use or subsequent modifications. County
shall have no rights in any pre-existing work product of Contractor provided to County by Contractor in the
performance of this Contract except to copy, use and re-use any such work product for County use only. If this
Contract is terminated prior to completion, and the County is not in default, County, in addition to any other rights
provided by this Contract, may require Contractor to transfer and deliver all partially completed work products, reports
or documentation that Contractor has specifically developed or specifically acquired for the performance of this
Contract. In the event that Work Product is deemed Contractor Intellectual Property, Contractor hereby grants to Agency
an irrevocable, non-exclusive, perpetual, royalty-free license to use, reproduce, prepare derivative works based upon,
distribute copies of, perform and display Contractor Intellectual Property, and to authorize others to do the same on
County's behalf. In the event that Work Product is Third Party Intellectual Property, Contractor shall secure on the
County's behalf and in the name of the County, an irrevocable, non-exclusive, perpetual, royalty-free license to use,
reproduce, prepare derivative works based upon, distribute copies of, perform and display the Third Party Intellectual
Property, and to authorize others to do the same on County's behalf.
Page 5 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
19. Materials. At all times, Contractor shall make reasonable efforts to use recycled materials in the performance work
required under this contract.
20. Compliance with provisions, requirements of funding source and Federal and State laws, statutes, rules,
regulations, executive orders and policies. Debt Limitation. This Contract is expressly subject to the debt
limitation of Oregon counties set forth in Article XI, Section 10, of the Oregon Constitution, and is contingent upon
funds being appropriated therefore. Any provisions herein, which would conflict with law, are deemed inoperative to
that extent.
a. Contractor shall comply with all federal, state and local laws, regulations, executive orders and ordinances
applicable to the Contract.
b. 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 the 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 and ORS 659A.112 through 659A.139; (iv) Executive Order
11246, as amended; (v) the Health Insurance Portability and Accountability Act of 1996; (vi) the Age
Discrimination in Employment Act of 1967, as amended, and the Age Discrimination Act of 1975, as amended;
(vii) the Vietnam Era Veterans' Readjustment Assistance Act of 1974, as amended; (viii) ORS Chapter 659A, as
amended; (ix) all regulations and administrative rules established pursuant to the foregoing laws; and (x) all other
applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations.
c. These laws, regulations and executive orders and all regulations and administrative rules established pursuant to
those laws are incorporated by reference herein to the extent that they are applicable to the Contract and required
by law to be so incorporated.
21. Constraints. Pursuant to the requirements of ORS 27913.220 through 27913.235 and Article XI, Section 10, of the
Oregon Constitution, the following terms and conditions are made a part of this contract.
a. Contractor shall:
1) Make payments promptly, as due, to all persons supplying to Contractor labor or material for the performance
of the work provided for in this contract.
2) Pay all contributions or amounts due the Industrial Accident Fund from Contractor or subcontractor incurred in
the performance of this contract.
3) Not permit any lien or claim to be filed or prosecuted against the County on account of any labor or material
furnished.
4) Pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167.
5) Be responsible for all federal or state taxes applicable to compensation or payments paid to Contractor under
this Contract and, unless Contractor is subject to backup withholding, County 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 this Contract, except as a self-employed individual.
b. If Contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to
Contractor or a subcontractor by any person in connection with this Contract as such claim becomes due, the
proper officer or officers representing the County may pay such claim to the person furnishing the labor or
services and charge the amount of the payment against funds due or to become due Contractor by reason of this
Contract.
c. Contractor shall promptly, as due, make payment to any person or co partnership, association or corporation
furnishing medical, surgical and hospital care services or other needed care and attention, incident to sickness or
injury, to the employees of such Contractor, of all sums which Contractor agrees to pay for such services and all
moneys and sums which Contractor collected or deducted from the wages of employees under any law, contract
or agreement for the purpose of providing or paying for the services.
d. Contractor shall pay employees for overtime work performed under the public contract in accordance with ORS
653.010 to 653.261 and the Fair Labor Standards Act of 1938 (29 U.S.C. 201 et seq.).
e. Contractor agrees that if Contractor is a subject employer that is not exempt under ORS 656.126, that it shall
comply with ORS 656.017.
22. Contractor Not an Agent of County. It is agreed by and between the parties that Contractor is not carrying out a
function on behalf of County, and County does not have the right of direction or control of the manner in which
Contractor delivers services under this Contract or exercise any control over the activities of Contractor. Contractor is
not an officer, employee or agent of County as those terms are used in ORS 30.265. Contractor covenants for itself
Page 6 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
and its successors in interest and assigns that it will not claim or assert that Contractor is an officer, employee or
agent of the County, as those terms are used in ORS 30.265.
23. Partnership. County is not, by virtue of this contract, a partner or joint venturer with Contractor in connection with
activities carried out under this contract, and shall have no obligation with respect to Contractor's debts or any other
liabilities of each and every nature.
24. Indemnity and Hold Harmless.
a. To the fullest extent authorized by law Contractor shall defend, save, hold harmless and indemnify the County
and its officers, employees and agents from and against all claims, suits, actions, losses, damages, liabilities
costs and expenses of any nature resulting from or arising out of, or relating to the activities of Contractor or its
officers, employees, contractors, or agents under this Contract, including without limitation any claims that the
work, the work product or any other tangible or intangible items delivered to County by Contractor that may be the
subject of protection under any state or federal intellectual property law or doctrine, or the County's use thereof,
infringes any patent, copyright, trade secret, trademark, trade dress, mask work utility design or other proprietary
right of any third party.
b. Contractor shall have control of the defense and settlement of any claim that is subject to section 24.a; however
neither contractor nor any attorney engaged by Contractor shall defend the claim in the name of Deschutes
County or any department or agency thereof, nor purport to act as legal representative of the County or any of its
departments or agencies without first receiving from the County's legal counsel, in a form and manner determined
appropriate by the County's legal counsel, authority to act as legal counsel for the County, nor shall Contractor
settle any claim on behalf of the Count without the approval of the County's legal counsel.
c. To the extent permitted by Article XI, Section 10, of the Oregon Constitution and the Oregon Tort Claims Act,
ORS 30.260 through 30.300, County shall defend, save, hold harmless and indemnify Contractor and its officers,
employees and agents from and against all claims, suits, actions, losses, damages, liabilities costs and expenses
of any nature resulting from or arising out of, or relating to the activities of County or its officers, employees,
contractors, or agents under this Contract.
25. Waiver. County's delay in exercising, or failure to exercise any right, power, or privilege under this Contract shall not
operate as a waiver thereof, nor shall any single or partial exercise or any right, power, or privilege under this Contract
preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. The
remedies provided herein are cumulative and not exclusive of any remedies provided by law.
26. Governing Law. This Contract shall be governed by and construed in accordance with the laws of the State of
Oregon without regard to principles of conflicts of law. Any claim, action, suit or proceeding (collectively, "Claim")
between County and Contractor that arises from or relates to this Contract shall be brought and conducted solely and
exclusively within the Circuit Court of Deschutes County for the State of Oregon; provided, however, if a Claim shall
be brought in federal forum, then it shall be brought and conducted solely and exclusively within the United States
District Court for the District of Oregon. CONTRACTOR, BY EXECUTION OF THIS CONTRACT, HEREBY
CONSENTS TO THE IN PERSONAM JURISDICTION OF SAID COURTS. The parties agree that the UN Convention
on International Sales of Goods shall not apply.
27. Severability. If any term or provision of this Contract is declared by a court of competent jurisdiction to be illegal or in
conflict with any law, 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 this Contract did not contain the particular term or
provision held invalid.
28. Force Majeure. Neither County nor Contractor shall be held responsible for delay or default caused by fire, riot, acts of
God, terrorist acts, or other acts of political sabotage, or war where such cause was beyond the reasonable control of
County or Contractor, respectively. 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 this Contract.
29. Counterparts. This Contract may be executed in several counterparts, all of which when taken together shall
constitute one agreement binding on all parties, notwithstanding that all parties are not signatories to the same
counterpart. Each copy of this Contract so executed shall constitute on original.
Page 7 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
30. Attorney Fees. In the event an action, lawsuit or proceeding, including appeal there from, is brought for failure to
observe any of the terms of this contract, each party shall be responsible for their own attorney fees, expenses, costs
and disbursements for said action, lawsuit, proceeding or appeal.
31. Notice. Expect as otherwise expressly provided in this Contract, any communications between the parties hereto or
notices to be given hereunder shall be given in writing, to Contractor or County at the address or number set forth
below or to such other addresses or numbers as either party may hereafter indicate in writing. Delivery may be by
personal delivery, facsimile, or mailing the same, postage prepaid
a. Any communication or notice by personal delivery shall be deemed delivered when actually given to the
designated person or representative.
b. Any communication or notice sent by facsimile shall be deemed delivered when the transmitting machine
generates receipt of the transmission. To be effective against County, such facsimile transmission shall be
confirmed by telephone notice to County's Director of Administrative Services.
c. Any communication or notice mailed shall be deemed delivered five (5) days after mailing. Any notice under this
Contract shall be mailed by first class postage or delivered as follows:
To Contractor: To County:
DataStor, LLC Dave Kanner
Carla Wigle, President Director of Administrative Services
63160 NE Britta, Suite E100 1300 NW Wall Street, Suite 200
Bend, Oregon 97701 Fax No. 541-385-3202
32. Merger Clause. This Contract and the attached exhibits constitute the entire agreement between the parties. All
understandings and agreements between the parties and representations by either party concerning this Contract are
contained in this Contract. No waiver, consent, modification or change in the terms of this Contract shall bind either
party unless in writing signed by both parties. Any written waiver, consent, modification or change shall be effective
only in the specific instance and for the specific purpose given.
33. Survival. All rights and obligations shall cease upon termination or expiration of this Contract, except for the rights
and obligations set forth in Sections 4, 5, 8, 9, 15, 17-20, 24-27 and 31-34.
34. Representations and Warranties.
a. Contractor's Representations and Warranties. Contractor represents and warrants to County that (1) Contractor
has the power and authority to enter into and perform this Contract, (2) this Contract, when executed and delivered,
shall be a valid and binding obligation of Contractor enforceable in accordance with its terms, (3) Contractor has the
skill and knowledge possessed by well-informed members of its industry, trade or profession and Contractor will
apply that skill and knowledge with care and diligence to perform the Work in a professional manner and in
accordance with standards prevalent in Contractor's industry, trade or profession, (4) Contractor shall, at all times
during the term of this Contract, be qualified, professionally competent, and duly licensed to perform the Work, and
(5) Contractor prepared its proposal related to this Contract, if any, independently from all other proposers, and
without collusion, fraud, or other dishonesty.
b. Warranties cumulative. The warranties set forth in this section are in addition to, and not in lieu of, any other
warranties provided.
Page 8 of 20 -Personal Services Contract No. 2007-116 (05/09/07)
EXHIBIT 1
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2007-116
STATEMENT OF WORK, COMPENSATION
PAYMENT TERMS and SCHEDULE
1) Contractor shall perform the following work:
a) Provide Image Processing and Conversion Services to Deschutes County, specifically the Community
Development Department.
b) These services include the conversion of electronic information inn a number of formats and mixed sizes to produce security
(silver) and duplicate microfilm in 35mm rolls using E-beam or equivalent technology (image Graphics).
C) Purchases from this resultant contract(s) will be on a Requirements Basis.
i.) Microfilm to be produced for the Community Development Department is from the County's Planning, Building
and Environmental records.
ii.) The project for the Community Development Department is a new process encompassing prior records dating
back to the 1970's and developing an ongoing process for current and future records.
2) SPECIFICATIONS
a) Silver Polysulfide Treatment
i) Contractor shall produce 35mm acetate or polyester base silver gelatin microfilm and it shall undergo
polysulfide treatment.
ii) Guidelines: All polysulfide treatment shall be performed within the guidelines developed by the Image
Permanence Institute, Rochester Institute of Technology (_Sulfiding Protection of Silver Images; Reilly, James
M. and Cupriks, Caspars M.; Image Permanence Institute; Rochester Institute of Technology; March 28,
1991, Office of Preservation, National Endowment of the Humanities).
b) Equipment and Supplies: Treatment shall be performed in a deep tank commercial processor, such as an Allen
M30, M70, T150 or equivalent, dedicated to this purpose in order to accommodate the required throughput.
Contractor shall use the polysulfide formulation developed by the Image Permanence Institute and marketed
under the trade name IPI Silverlock, or its equivalent. Contractor shall use Kodak Direct Duplicating Microfilm
2468 or equivalent for all silver duplication performed under the terms of the resulting contract. Processing
chemicals shall be brand-compatible.
c) Treatment Quality Control: Residual polysulfide and residual thiosulfate combined shall not exceed 1.4
micrograms per square centimeter of microfilm.
i) Measurement of residual polysulfide and thiosulfate shall be performed using the methylene blue method in
accordance with ANSI/AIIM IT9.2-1991: For Photography (Chemicals) - Residual Thiosulfate and Other
Chemicals in Films. Plates, and Papers - Determination and Measurement which are referenced on web
site provided; http://arcweb.sos.state.or.us/rules/OARS 100/OAR 166/166 025 html
ii) Contractor shall use the dichromatic bleach test and peroxide incubation test as part of the quality control
requirements of the resulting contract. The following descriptions are for general information purposes only.
Contractor shall not use these descriptions as operating procedures. The testing shall be done in accordance
with ANSI/NAPM IT9.15-1993: Effectiveness of Chemical Conversion of Silver Images for Protection
Against Oxidation - Methods for Measurement which are referenced on web site provided;
http://arcweb.sos.state.or.us/rules/OARS 100/OAR 166/166 025 html
iii) Toner (polysulfide) activity shall be monitored by checking the silver sulfide level of treated film in six density
reference areas. A treated sample shall be immersed in anhydrous potassium dichromate bleach solution for
30 seconds. The sample shall then be thoroughly cleared in sodium sulfite (a solution of 100 grams/liter),
washed and dried. Blue filter transmission density should be 65% or more of the untreated density
measurement. This test shall be performed daily.
Page 9 of 20- Exhibit 2 to Personal Service Contract No. 2007-116 (05/09/2007)
iv) The hydrogen peroxide immersion test shall also be performed daily. A treated sample is measured for
density. The sample shall then be immersed in a 2% solution of hydrogen peroxide for 10 minutes. A visual
density loss of greater than 0.05% indicates improper treatment.
v) The testing solution shall be prepared by mixing 6.7 ml of 30% reagent grade hydrogen peroxide with distilled
water to make 100 ml of solution. The temperature of the solution shall be maintained at 80 degrees F. The
treated sample shall be immersed for 10 minutes, washed and dried prior to the second density
measurement.
d) Conversion of Electronic Images to Microfilm:
i) Contractor shall have ability to convert electronic images to microfilm in accordance with the State of Oregon
Archive Division Oregon Administrative Rules and recommendations. Electronic images shall be provided to
Contractor via file transfer protocol, or on CD or DVD media. Image formats shall include TIFF or.PDF.
ii) Images shall be provided to Contractor already sorted for conversion to microfilm.
iii) Original silver microfilm produced from electronic images will require polysulfide treatment. Microfilm shall
comply with specifications for 35mm silver microfilm.
e) Electronic Image Based Process:
i) County staff shall scan documents, including AIIM Scanner Test Target #2 or current equivalent. County staff
shall review the image quality of all images as they are scanned. Documents shall be scanned using a
resolution no less than 300 dpi.
ii) Documents shall be scanned into a multiple image, multiple size TIFF format file utilizing CCITT Group 4
Compression. Each multiple image, multiple size TIFF format will represent one document (or instrument)
with all of its pages.
iii) Scanning shall meet or exceed applicable requirements cited in Oregon Administrative Rule 166-17, as well
as the requirements cited in these specifications.
iv) CDD TIFF images are in a Laser fiche "briefcase" format.
v) Contractor will need to be able to extract individual imaged documents from this format. Laser fiche is a
product of Compulink Management Center, Inc.
vi) Images shall be electronically transferred to the vendor by the County in accordance with OAR 166-025-0020.
CDD will initially have an extraordinarily large volume of images to transfer and process. For this, and other
like situations, the images will be delivered to Contractor via compact disk CD.
vii) Contractor shall review the scanned images for image quality.
viii) Rolls of film shall be placed on reels and stored in containers made of inert plastic in accordance with
ANSI/AIIM standards and properly labeled as required by the County.
ix) Contractor shall deliver the one (1) diazo duplicate to the County. Accompanying this shall be an inspection
report as approved by the County in accordance with Oregon Administrative Rule 166-25-0015.
x) The County shall review the film returned for document completeness, missing pages, and any other errors.
The County shall report to Contractor any errors discovered through a report to Contractor.
f) Production of Final Security CD/Microfilm:
i) The County may retransmit the set of images in its entirety or specific images as determined by both
Contractor and the County.
Page 10 of 20- Exhibit 2 to Personal Service Contract No. 2007-116 (05/09/2007)
ii) Contractor shall review the quality of the retransmitted images/pages. Rescanned images/documents/pages
shall replace incorrect image files.
iii) Upon completion of any needed re-scanning or correction, Contractor shall produce a security silver microfilm
roll incorporating all images and target sheets required. The silver shall be polysulfide treated in accordance
with the specifications cited above for silver polysulfide treatment of microfilm.
iv) Contractor shall make one (1) diazo duplicate of the security microfilm roll.
v) Contractor shall label all original and duplicate rolls in accordance with labeling instructions provided by the
County.
vi) Contractor shall deliver the original silver microfilm roll and diazo duplicate roll to the County within an
average turn-around time between receipt of electronic images to delivery of the original and duplicate of 30
days.
vii) The original and duplicate shall be produced as 35mm per County instructions.
g) Microfilm Specifications:
i) Quality Controls: All microfilm produced for the County shall be regularly tested and all test results
documents to ensure compliance with the following quality standards:
ii) Target Density: The aim point density shall be 1.25 0.10.The acceptable density range on targets shall be
0.80 - 1.5. There shall not be more than a 0.20 density shift on targets in a single roll. Any roll which falls out
of the acceptable 0.80 -1.5 density ranges on targets shall be re-filmed.
iii) Residual Sodium Thiosulfate: The maximum allowable Thiosulfate ion concentration is 0.014 grams per
square meter. Testing for residual Thiosulfate ion concentration shall be done by utilizing the Methylene Blue
method.
(1) Failure to meet these requirements shall be brought to the attention of the County.
(2) Contractor shall be able to produce, upon demand, certification that methylene blue testing has been
performed at least monthly on processors used for County film.
iv) Film Requirements: Unless otherwise ordered, all security microfilm shall be 35mm negative non-perforated
silver gelatin type on a polyester base, as described in ANSI IT9.1-1989. Imaging Media (Film) - Silver
Gelatin Type - Specifications for Stability. The film shall be at least 0.13 mm thick.
v) Leader Film and Trailer Holders: Two feet of clear leader shall appear at the beginning and ending of each
roll of film. A trailer holder shall be attached to the end of each diazo duplicate roll. Trailer holders shall not be
attached to the end of silver microfilm.
vi) Labeling: All silver and diazo film processed by Contractor shall be labeled according to instructions provided
by the County.
vii) Film Boxes: Unless otherwise specified, silver and diazo film shall be placed in chemically inert black plastic
boxes, and labeled according to instruction provided by the County.
viii) Inspection Report: All microfilm produced for the County shall be accompanied by an inspection report
approved by the County and in accordance with OAR 166-25-0015.
Page 11 of 20- Exhibit 2 to Personal Service Contract No. 2007-116 (05/09/2007)
ITEMS EST. QUANTITY
1,800,000 (Initial Project)
Conversion of images to documents less than or equal to
microfilm, per image: 8" X 14"
200,000 (Initial Project)
documents greater than 8" X 14"
360,000 (Yearly Average)
documents less than or equal to
8" X 14"
40,000 (Yearly Average)
documents less than or equal to
8" X 14"
Polysulfide treatment of
security (silver) 35mm
microfilm 2100 (rolls)
Duplicate film 35mm Diazo 2100 (rolls)
Black inert containers:
35 mm 2100 containers
UNIT COST
$ 0.0244 /image
$ 0.305 /image
TOTAL PRICE
$ 43.920.00
$ 61, 000.00
$ 0.0305 /image $ 10.980.00
$ 0.305 /image $ 12,200.00
$
5.75
/roll
$
12.075.00
$
10.35
/roll
$
21,735.00
$
0.6325
/cont.
$
1,328.25
TOTAL: $163,238.25
3) County Services.
a) County shall provide Contractor, at county's expense, with material and services described as above.
4) Consideration.
a) Fees shall not be increased through the first anniversary of the contract. Thereafter, price adjustments may be
proposed in writing not less than sixty (60) days prior to the anniversary ate of the contract. The Count shall have
the option to either accept the price increase effective on the anniversary date or terminate the contract.
b) Fee increases shall only be proposed in proportion to increases in Contractor's cost since the date of the bid. All
requires for fee increases shall be accompanied by documents showing an increase in Contractor's costs for each
items for which a price increase is proposed.
c) If Contractor's cost for any item on the fee schedule below decreases at any time during the term of the contract,
Contractor shall pass through the price reduction to the County on all orders placed after the effective date of the
price decrease.
d) No additional charges above those on the fee schedule below shall be invoiced without prior approval from the
County.
e) County's obligation to pay depends upon Contractor's deliver or performance in accordance with the agreed upon
schedule pursuant to Exhibit 1 Paragraph 1 above. County will only pay for completed work that is accepted by
County
Page 12 of 20- Exhibit 2 to Personal Service Contract No. 2007-116 (05/09/2007)
5) The maximum compensation.
a) The maximum compensation under this contract, including allowable expenses, is $163,238.25. Contractor shall
not submit invoices for, and County shall not pay for an amount in excess of the maximum compensation set for
above. If this maximum compensation amount is increased by amendment of this contract, the amendment shall
be fully effective before contractor performs work subject to the amendment. Contractor shall notify County in
writing of the impending expiration of this Contract thirty (30) calendar days prior to the expiration date.
b) Contractor shall be entitled to reimbursement for expenses as set forth in Exhibit 5 ❑ YES X NO [Check one]
6) Schedule of Performance or Delivery.
a) County's obligation to pay depends upon Contractor's delivery or performance in accordance with the following
schedule. County will only pay for completed work that is accepted by County.
Page 13 of 20- Exhibit 2 to Personal Service Contract No. 2007-116 (05/09/2007)
EXHIBIT 2
DESCHUTES COUNTY SERVICES CONTRACT
INSURANCE REQUIREMENTS
Contractor shall at all times maintain in force at Contractor's expense, each insurance noted below. Insurance coverage
must apply on a primary or non-contributory basis. All insurance policies, except Professional Liability, shall be written on
an occurrence basis and be in effect for the term of this contract. Policies written on a "claims made" basis must be
approved and authorized by Deschutes County.
Contractor Name: DataStor, LLC Contract Number-2007-116_
Workers Compensation insurance in compliance with ORS 656.017, requiring Contractor and all subcontractors to
provide workers' compensation coverage for all subject workers, or provide certification of exempt status.
Employer's Liability Insurance with coverage limits of not less than $500,000 must be included.
Professional Liability insurance with an occurrence combined single limit of not less than:
Per Occurrence limit Annual Aggregate limit
_$500,000 _$500,000
_$1,000,000 _$1,000,000
_$2,000,000 _$2,000,000
Professional Liability insurance covers damages caused by error, omission, or negligent acts related to professional services
provided under this Contract. The policy must provide extended reporting period coverage, sometimes referred to as
"tail coverage" for claims made within two ears after this contract is completed.
❑ Required b Count 17 Not required b Count one box must be checked
Commercial General Liability insurance with a combined single limit of not less than:
Per Occurrence limit Annual Aggregate limit
Z$500,000 _$500,000
_$1,000,000 x$1,000,000
_$2,000,000 _$2,000,000
Commercial General Liability insurance includes coverage for personal injury, bodily injury, advertising injury, property
damage, premises, operations, products, completed operations and contractual damages. By separate endorsement, the
policy shall name Deschutes County, its officers, agents, employees and volunteers as an additional insured. The
additional insured endorsement shall not include declarations that reduce any per occurrence or aggregate insurance limit.
Contractor shall provide additional coverage based on any outstanding claim(s) made against policy limits to ensure that
minimum insurance limits required by the County are maintained. Construction contracts may include aggregate limits that
apply on a "per location" or "per project" basis.
O Required by County ❑ Not required by County (One box must be checked)
Automobile Liability insurance with a combined single limit of not less than:
Per Occurrence
_$500,000
_$1,000,000
_$2,000,000
Automobile Liability insurance includes coverage for bodily injury and property damage resulting from
operation of a motor vehicle. Commercial Automobile Liability Insurance shall provide coverage for any
motor vehicle (symbol 1 on some insurance certificates) driven by or on behalf of Contractor during the
course of providing services under this contract. Commercial Automobile Liability is required for contractors
that own business vehicles registered to the business. Examples include: plumbers, electricians or
construction contractors. An Example of an acceptable personal automobile policy is a contractor who is a
sole proprietor that does not own vehicles registered to the business.
Required by County X Not required by County (one box must be checked)
Page 14 of 20 - Exhibit 3 to Personal Services Contract No. 2007-116 (05/09/2007) _
Additional Requirements. An insurance company admitted to do business in Oregon and rated B+ or better by Best's
Insurance Rating must provide insurance policies. Contractor shall pay all deductibles and retentions. A cross-liability
clause or separation of insured's condition must be included in all commercial general liability policies required by this
Contract. Contractor's coverage will be primary in the event of loss.
Certificate of Insurance Required. Contractor shall furnish a current Certificate of Insurance to the County with the signed Contract.
The Certificate shall provide that there shall be no cancellation, termination, material change, or reduction of limits of the insurance
coverage without at least 30 days written notice from Contractor's insurer to the County. The Certificate shall also state the deductible or,
if applicable, the self-insured retention level. For commercial general liability coverage, the Certificate shall also provide, by policy
endorsement, that Deschutes County, its agents, officers, employees and volunteers are additional insureds with respect to
Contractor's services provided under this Contract. The endorsement must be in a format acceptable to Deschutes County. If requested,
complete copies of insurance policies shall be provided to the County.
Risk Management review
Date
Page 15 of 20 - Exhibit 3 to Personal Services Contract No. 2007-116 (05/09/2007)
EXHIBIT 3
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2007-116
CERTIFICATION STATEMENT FOR CORPORATION
OR INDEPENDENT CONTRACTOR
NOTE: Contractor Shall Complete A or B in addition to C below:
A. CONTRACTOR IS A CORPORATION, LIMITED LIABILITY COMPANY OR A PARTNERSHIP.
I certify under penalty of perjury that Contractor is a [check one]:
❑ Corporation ❑ Limited Liability Company ❑ Partnership authorized to do business in the State of Oregon.
Signature Title Date
B. CONTRACTOR IS A SOLE PROPRIETOR WORKING AS AN INDEPENDENT CONTRACTOR
Contractor certifies under penalty of perjury that the following statements are true:
1. If Contractor performed labor or services as an independent Contractor last year, Contractor filed federal and state
income tax returns last year in the name of the business (or filed a Schedule C in the name of the business as part of a
personal income tax return), and
2. Contractor represents to the public that the labor or services Contractor provides are provided by an independently
established business registered with the State of Oregon, and
3. All of the statements checked below are true.
NOTE: Check all that apply. You shall check at least four (4) - to establish that you are an Independent
Contractor.
A. The labor or services I perform is primarily carried out at a location that is separate from my residence or
is primarily carried out in a specific portion of my residence that is set aside as the location of the
business.
B. I purchase commercial advertising or I have business cards for my business, or I am a member of a trade
association.
C. My business telephone listing is separate from my personal residence telephone listing.
D. I perform labor or services only under written contracts.
E. Each year I perform labor or services for at least two different persons or entities.
F. I assume financial responsibility for defective workmanship or for service not provided by purchasing
performance bonds, errors and omission insurance or liability insurance, or providing warranties relating
to the labor or services I provide.
Contractor Signature Date
Page 16 of 20 - Exhibit 3 to Personal Services Contract No. 2007-116 (05/09/2007) _
C. Representation and Warranties.
Contractor certifies under penalty of perjury that the following statements are true to the best of Contractor's
knowledge:
1. Contractor has the power and authority to enter into and perform this contract;
2. This contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable in
accordance with its terms;
3. The services under this Contract shall be performed in a good and workmanlike manner and in accordance with the
highest professional standards; and
4: Contractor shall, at all times during the term of this contract, be qualified, professionally competent, and duly licensed
to perform the services.
5. To the best of Contractor's knowledge, Contractor is not in violation of any tax laws described in ORS 305.380(4),
6. Contractor understands that Contractor is responsible for any federal or state taxes applicable to any consideration and
payments paid to Contractor under this contract; and
7. Contractor has not discriminated against minority, women or small business enterprises in obtaining any required
subcontracts.
Contractor Signature
Date
Page 17 of 20 - Exhibit 3 to Personal Services Contract No. 2007-116 (05/09/2007)
EXHIBIT 4
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2007-116
Workers' Compensation Exemption Certificate
(To be used only when Contractor claims to be exempt from Workers' Compensation coverage requirements)
Contractor is exempt from the requirement to obtain workers' compensation insurance under ORS Chapter 656 for the following reason (check the
appropriate box):
❑ SOLE PROPRIETOR
• Contractor is a sole proprietor, and
• Contractor has no employees, and
• Contractor shall not hire employees to perform this contract.
❑ CORPORATION - FOR PROFIT
• Contractor's business is incorporated, and
• All employees of the corporation are officers and directors and have a substantial ownership interest* in the corporation, and
• The officers and directors shall perform all work. Contractor shall not hire other employees to perform this contract.
❑ CORPORATION - NONPROFIT
• Contractor's business is incorporated as a nonprofit corporation, and
• Contractor has no employees; all work is performed by volunteers, and
• Contractor shall not hire employees to perform this contract.
❑ PARTNERSHIP
• Contractor is a partnership, and
• Contractor has no employees, and
• All work shall be performed by the partners; Contractor shall not hire employees to perform this contract, and
• Contractor is not engaged in work performed in direct connection with the construction, alteration, repair, improvement,
moving or demolition of an improvement to real property or appurtenances thereto.
❑ LIMITED LIABILITY COMPANY
• Contractor is a limited liability company, and
• Contractor has no employees, and
• All work shall be performed by the members; Contractor shall not hire employees to perform this contract, and
• If Contractor has more than one member, Contractor is not engaged in work performed in direct connection with the
construction, alteration, repair, improvement, moving or demolition of an improvement to real property or appurtenances
thereto.
*NOTE: Under OAR 436-050-050 a shareholder has a "substantial ownership" interest if the shareholder owns 10% of the corporation or, if less than
10% is owned, the shareholder has ownership that is at least equal to or greater than the average percentage of ownership of all shareholders.
**NOTE: Under certain circumstances partnerships and limited liability companies can claim an exemption even when performing construction work.
The requirements for this exemption are complicated. Consult with County Counsel before an exemption request is accepted from a contractor who
shall perform construction work.
Contractor Printed Name
Contractor Signature
Contractor Title
Date
Page 18 of 20 - Exhibit 4 to Personal Services Contract No._2007-116 (05/09/2007)
EXHIBIT 5
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2007-116
Expense Reimbursement
1. Travel and Other Expenses. (When travel and other expenses are reimbursed.)
a. It is the policy of the County that all travel shall be allowed only when the travel is essential to the normal
discharge of the County responsibilities. All travel shall be conducted in the most efficient and cost effective
manner resulting in the best value to the County. The travel shall comply with all the requirements set for in this
Exhibit and shall be for official County business only. Personal expenses shall not be authorized at any time. All
expenses are included in the total maximum contract amount.
b. Travel expenses shall be reimbursed only in accordance with rates approved by the County and only when the
reimbursement of expenses is specifically provided for in paragraph 4 of this contract. The current approved rates
for reimbursement of travel expenses are set forth below.
c. County shall not reimburse for any expenses related to alcohol consumption or entertainment.
d. Except where noted, detailed receipts for all expenses shall be provided. Charge slips for gross amounts are not
acceptable.
e. County shall not reimburse Contractor for any item that is not otherwise available for reimbursement to an
employee of Deschutes County.
2. Approved reimbursement rates are as follows:
a. Mileage. Mileage for travel in a private automobile, while Contractor is acting within the course and scope of
Contractor's duties under this Contract and driving over the most direct and usually traveled route, shall be
reimbursed at a rate of 40.5 cents per mile. To qualify for mileage reimbursement, Contractor shall hold a valid,
current driver's license for the class of vehicle to be driven and carry personal automobile liability insurance in
amounts not less than those required by this contract. No mileage reimbursement shall be paid for the use of
motorcycles or mopeds.
b. Meals. Per Diem for meals is $40 per day.
1) For purposes of calculating individual meals where Contractor is entitled only to a partial day reimbursement,
the following allocation of the meal per diem applies: Breakfast, $10; Lunch, $10; Dinner, $20.
Reimbursement rates for meals are "per diem" and receipts are not required for reimbursement. County shall
not, however, pay any reimbursement for meals included as part of a conference fee or provided by others.
2) Except in the event of necessary overnight travel as provided below, breakfast and dinner expenses shall be
reimbursed only if Contractor, while acting within the course and scope of his/her duties under this contract, is
required to travel more than two (2) hours: (a) before the start (for breakfast expense reimbursement), or (b)
after the end (for dinner expense reimbursement), of Contractor's regular workday (8:00 a.m. to 5:00 p.m.).
Lunch expense is reimbursable only if Contractor, while acting within the course and scope of his/her duties
under this contract, is required to travel overnight and begins or ends the journey, respectively, before or after
11:00 a.m. Breakfast and dinner expenses are reimbursable during Contractor's necessary overnight travel
while acting within the course and scope of his/her duties under this contract.
c. Lodging. County shall reimburse Contractor for Contractor's actual cost of lodging up to $80 per night for lodging
necessary to provide service to the County. Reimbursement rates for lodging are not considered "per diem" and
receipts are required for reimbursement.
d. Other travel expenses. In addition to meals and lodging, out-of-state travel expenses shall be reimbursed for
airfare and rental vehicles only if Contractor is acting within the course and scope of his/her duties under this
contract. Receipts are required for all out-of-state travel expenses except meals. All Contractor representatives
shall fly "coach class", unless Contractor personally pays the difference. All Contractor representatives shall be
limited to an economy or compact size rental vehicles, unless Contractor personally pays the difference.
e. County shall not reimburse Contractor for any airline ticket or vehicle rental charges in excess of the lowest fare
and vehicle rental available.
3. Exceptions. Contractor shall obtain separate written approval of Director of Administrative Services for any,
exceptions to the expense items listed above prior to incurring any expense for which reimbursement shall be sought.
Page 19 of 20 - Exhibit 5 to Personal Services Contract No._2007-116 (05/09/2007)
Exhibit 6
DESCHUTES COUNTY SERVICES CONTRACT
Contract No. 2007-116
Compliance with provisions, requirements of funding source and
Federal and State laws, statutes, rules, regulations, executive orders and policies.
Conflicts of Interest
Contractor certifies under penalty of perjury that the following statements are true to the best of
Contractor's knowledge:
1. If Contractor is currently performing work for the County, State of Oregon or federal government, Contractor
by signature to this Contract declares certifies that; Contractor's Work to be performed under this Contract
create no potential or actual conflict of interest as defined by ORS 244 and no rules or regulations of
Contractor's employee agency (County State or Federal) would prohibit Contractor's Work under this
Contract. Contractor is not an "officer," "employee," or "agent" of the County, as those terms are used in
ORS 30.265.
2. No federally appropriated funds have been paid or shall be paid, by or on behalf of Contractor, to any person
for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an
officer or employee of Congress, or an employee of a member of Congress in connection with the awarding
of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of
any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any
federal contract, grant, loan, or cooperative agreement.
a. If any funds other than federally appropriated funds have been paid or shall be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a member of Congress, an
officer or employee of Congress, or an employee of a member of Congress in connection with this
federal contract, grant, loan, or cooperative agreement, Contractor agrees to complete and submit
Standard Form-LLL "Disclosure Form to Report Lobbying," in accordance with its instructions. Standard
Form-LLL and instructions are located in 45 CFR Part 93 Appendix B. If instructions require filing the
form with the applicable federal entity, Contractor shall then as a material condition of this Contract also
file a copy of the Standard Form-LLL with the Department. This filing shall occur at the same time as the
filing in accordance with the instructions.
b. Contractor understands this certification is a material representation of fact upon which the County and
the Department has relied in entering into this Contract. Contractor further understands that submission
of this certification is a prerequisite, imposed by 31 USC 1352 for entering into this Contract. Any person
who fails to file the. required certification shall be subject to a civil penalty of not less than $10,000 and
not more than $100,000 for each such failure.
c. Contractor shall include the language of this certification in the award documents for all sub-awards at all
tiers (including subcontracts, sub-grants, and contracts under grants, loans and cooperative
agreements) and that all sub-recipients shall certify and disclose accordingly.
d. Contractor is solely responsible for all liability arising from a failure by Contractor to comply with the
terms of this certification. Additionally, Contractor promises to indemnify County for any damages
suffered by County as a result of Contractor's failure to comply with the terms of this certification.
3. Contractor understands that, if this Contract involves federally appropriated funds, this certification is a
material representation of facts upon which reliance was placed when this Contract was made or entered
into, submission of this certification is a prerequisite for make or entering into this Contract imposed by
Section 1352, Title 311, U.S. Code and that any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for each failure.
Contractor Signature Date
Page 20 of 20 - Exhibit 5 to Personal Services Contract No._2007-116 (05/09/2007)