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Res 1410 - Purchase Agmt St OR COUNCIL BILL NO. 1792 RESOLUTION NO. 1410 A RESOLUTION AUTHORIZING AN AGREEMENT WITH THE STATE OF OREGON DEPARTMENT OF GENERAL SERVICES FOR PURCHASING. WHEREAS, the City has in the past contracted with the State of Oregon Department of General Services to enable the City to take advantage of State purchasing services, and WHEREAS, it is in the interests of the City to formalize said agreement and continue said agreement, NOW THEREFORE, THE CITY OF WOODBURN RESOLVES AS FOLLOWS: Section 1. That the Mayor is authorized to sign on behalf of the City the 1997-98 Cooperative Purchasing Agreement with the State of Oregon, General Services Division. Section 2. That said agreement is attached hereto and, by this reference incorporated herein. ~/v'\ ^ ~ C _ '72-1'1- Approved as to form: ~ ..:> L-- City Attorney Date APPROVED: NANCY A. Passed by the Council May 27, 1997 Submitted to the Mayor May 28. 1997 Approved by the Mayor May 28, 1997 Filed in the Office of the Recorder May 28, 1997 ATTEST: fY\~~ Mary Tenna , City Recorder City of Woodburn, Oregon Page 1 - COUNCIL BILL NO 1792 RESOLUTION NO. 1410 T --~_."..._-~.".."^"........._..._..~--' ~ , ----... ~ .-"---. )REGON COOPERATIVE PURCHASING PROGRAM (ORCPP) 1.0 DEFINITIONS: 1 .1 Agency Specific Contract: Requirements Contract bid by State for a specified Public Agency. 1.2 Agreement: This Oregon Cooperative Purchasing Program subscription agreement for Qualified Agencies, as defined in Section 2.0 of this document. 1.3 Budget: A plan of financial operation embodying an estimate of expenditures for a given period or purpose and the proposed means of financing the estimated expenditures. ORS 294.305 (4). 1.4 Contract: Written agreement, including the State Solicitation Document and the accepted portion of a bid or proposal, document between State and contractor, describing the work to be done and the obligations of the parties. OAR 137-30- 000 (7) and 125-30-000 (10). 1.5 Electronic Advertisement: Placing ITB, RFP, RFI, or RFQ Solicitation Documents or nqtices on the Vendor Information Program (VIP) system. 1.6 Invitation to Bid (ITB): Solicitation of competitive, written, signed and sealed bids in which specification, price and delivery (or project completion) are the. predominant award criteria. OAR 125-30-000(27}. 1.7 Notice of Order: See Purchase Document. 1.8 ORCPP: Acronym for the State of Oregon Cooperative Purchasing Program. 1.9 PCRB: Acronym for Public Contract Review Board. 1 .1 0 Purchase Document: Qualified Agency's official contract document used to purchase product or services. (e.g., purchase order) 1.11 Purchase Request: Document requesting the purchase of product or service, includes specification and requirement for product or service and contains the signature of an authorized representative from requesting Qualified Agency. 1.12 Qualified Agency: Organization that has met the minimum ORCPP qualification as defined in ORS 190.003, 190.110(1), 190.240,279.855(1) through (3) and has an active ORCPP agreement on file with State. 1.13 Requirements Contract: An agreement in which the contractor agrees to supply some or all of the agency's requirements that arise for an item or items during a specified time period. OAR 125-30-000(49} 1.14 Request for Information (RFI): A document used to solicit information on industry standards, practices, and delivery methods. The document does not request pricing and makes it clear that the RFI is only seeking comments and I:\ORCPP\Agree3.doc rev: 1/14197 page: 1 I -,.,,-. -, information. (As defined by the National Institute of Governmental Purchasing (NIGP) "Public Purchasing and Materials Management" manual. 1.15 Request for Proposal (RFP): The solicitation of written, competitive proposals, or offers, to be used as a basis for making an acquisition, or entering into a contract when specification and price will not necessarily be the predominant award criteria. OAR 125-30-000(48). . 1.16 Request for Quote (RFQ): The soliciting of offers from competing bidders. The solicitation may be accomplished by initiating a request to vendors to make an otter. The solicitation and the offer may be in writing or oral. OAR 125-30-000(7). 1.17 Resale: Selling products purchased from State contract(s) to an other party. 1.18 Restricted Contract: Contract having participation restriction(s), requiring special stipulations to be met prior to use of Contract. 1.19 Single Purchase Contract: A Contract developed for a one time purchase of an item(s), requiring the contractor to hold pricing firm for a predetermined period of time. Typically 60 days from the time of bid opening or longer if stated in the Contract. 1.20 Solicitation Document: ITS, RFP or RFQ which includes all documents, (attached or incorporated by reference) utilized for soliciting bids or proposals. OAR 137-30-000(25) 1.21 State: The Department of Administrative Services, Transportation, Purchasing and Print Services Division, Purchasing Section. 1.22 State Agency: Every state officer, board, commission, department, institution, branch or agency of the state governments, whose costs are paid wholly or in part from funds held in the State Treasury. 1.23 Statewide Contract: Requirements Contract developed for use by state agencies, as defined in ORS 279.710(2), ~d Qualified Agencies. 1.24 Vehicle: Automobile or motorized equipment used for transport or operated by a driver. 1.25 Vendor Information Program (VIP): State of Oregon's electronic information program used to access and publicize government bidding opportunities, state Contract information, vendor detail and directories for Oregon, Minority, Women and Emerging Small Business and participating ORCPP agencies. I:\ORCPP\Agree3.doc rev: 1/14/97 page: 2 'I -.---.-,.--,",-,---,-.' OREGON COOPERATIVE PURCHASING PROGRAM 2.0 PROGRAM QUALIFICATIONS There are four (4) ways in which an organization can qualify to participate in the Oregon Cooperative Purchasing Program (ORCPP). Your organization must meet one of the following qualifications. Please indicate in the'space provided the qualification that best describes your organization. Submit, with a signed ORCPP Agreement, any requested documentation supporting your organization qualification. The State reserves the riQht to require requestinq aqency to secure leQal opinion - describinq and/or substantiatinq aqency's qualifications. 2.1 L A unit of local government having separate autonomy such as Oregon counties, cities, municipalities or other public corporate entities having local governing authority. A United States governmental agency or American Indian tribe or agency, excluding State Agency as defined in section 1.22 of this document. 2.2 Qualified non-profit agency for disabled individuals participating in the program set forth in ORS 279.820 to 279.850. Note: Qualified non-profit organization/agency must be certified as a Qualified Rehabilitation Facility with the Department of Administrative Services Purchasing Unit's Special Programs Coordinator. Contact the Special Programs Coordinator, (503) 373- 7125, for information regarding certification. 2.3 Residential program under contract with the Department of Human Resource (DHR) or a division thereof to provide services to youth in the custody of the state. Note: Submit with the ORCPP Agreement a letter from Department of Human Resources (DHR) or d!vision thereof verifying the residential program's contract with. DHR. The letter must be on DHR or DHR division letterhead and contain the following information: · Scope of contract, what service is being provided. · Contract number · Starting and expiration dates of contract · State Contract Administrator's, name, original signature, mailing address and telephone number 2.4 Public benefit corporation aas defined in ORS 65.001 that provides public services either under contract with a state agency, a~ defined in ORS 171.133, or under contract with a unit of local government, as defined in ORS 190.003, that funds the contract, in whole or in part with state funds.a You must meet all four reauirements listed to aualify under this section. Submit substantiating documentation that supports the public benefit I:\ORCPP\Agree3.doc rev: 1/14/97 page: 3 . r - corporation meets each of the following four parts. Note: State will review substantiating documentation prior to participation approval. 1. Active status Domestic, Nonprofit Corporation that is: a. Formed as a public benefit corporation pursuant to ORS 65.044 to 65.067; b. Designed as a public benefit corporation designated by statute; c. Recognized as tax exempt under section 501 (c) (3) of the Internal Revenue Code of 1986 or d. Otherwise organized' for public or charitable purpose in accordance with itls articles of incorporation and bylaws; 2. Organization is restricted so that on dissolution it must distribute its assets to: a. An organization organized for a public or charitable purpose; b. A religious corporation; c. The United States of America; d. A state of the United States of America, Q.( e. A person who is recognized as exempt under section 501 (c) (3) of the Internal Revenue Code of 1986; Note: The organization's articles of incorporation should contain this information. 3. IS NOT a Itreligious corporation" as defined in ORS 65.001 (33). Note: The organizations' articles of incorporation should contain this information. 4. Organization under contract with a state agency, -as defined in ORS 171.133, or under contract with a unit of local government, as defined in ORS 190.003, that funds the contract, in whole or in part with state funds." Note: Provide a letter from the state or local government agency confirming your contract with them. The letter must be on the state or local agency's letter head and contain the following information: . Scope of contract (what service is being provided) . Contract number . Starting and expiration dates of contract . Confirmation that the contract is funded by state funds in part or in whole · Signature, name, mailing address & telephone number of the state or local government contract administrator I:\ORCPP\Agree3.doc rev: 1/14/97 page: 4 '.....---- ....~..~,.,........~,....,..~,-,..,.~...---~ . ~ --~- iEGON COOPERATIVE PURCHASING PROGRAM (ORCPP) 3.0 STANDARD ORCPP AGREEMENT SERVICES Pursuant to ORS 190.110, 190.210, 190.240, relating to intergovernmental and interstate agreements. The Department of Administrative Services, Purchasing Section (UStateU) hereby agrees to provide cooperative governmental purchasing services to: the City of Woodburn ("Qualified AgencyH) as defined in section 1.12 of this agreement, in accordance with the terms and conditions of the following Cooperative Purchasing Agreement ("Agreement") . 3.1. Purchases from Statewide Contracts: The State, in contracting for the purchase of goods and services according to statutes and rules governing purchasing by and on behalf of the State of Oregon, agrees to permit Qualified Agency to purchase from Statewide Contracts. Qualified Agency: a) Agrees not to use Statewide Contract{s) to leverage or secure better or equal pricing from competing vendor(s). b) Is responsible for complying 'with Qualified Agencys laws and regulations and any additional laws and regulations governing purchases by Qualified Agency. _ c) May purchase from Statewide Contract{s) using Qualified Agency's Purchasing Document to the awarded contractor. The followina statement shall be on each Purchase Document issued for product or service from a Statewide Contract: . IITHIS PURCHASE IS PLACED AGAINST STATE OF OREGON SOUCITATlON OR CONTRACT # THE TERMS AND CONDITIONS (TIS & CiS) OF SAID SOUCITATlON OR CONTRACT APPLY TO THIS PURCHASE AND TAKE PRECEDENCE OVER ALL OTHER Tis & CiS WRITTEN OR IMPUED". d) Reserves the right to contract independently for the purchase of any class of goods or services, without notice being given to State. e) Shall not use a Statewide Contract unless the Contract expressly states that ORCPP members are authorized to use the Contract. f) Agrees to comply with all special stipulations when purchasing - from restricted Statewide Contracts. (e.g., Vehicle Contracts). g) Agrees that all purchases from Statewide Contracts will be made .only for the direct use of the Qualified Agency. Qualified Agency shall not purchase on behalf of any third party or for resale. . I:\OR CPP\Agree3 .doc rev: 1/14/97 page: 5 ----y--.----..---..---.----- ,... '-,. 3.2 Attachment to Other Procurements: The State solicits for Agency Specific an<... Single Purchase Contracts. Many of the Agency Specific and Single Purchase Contracts include language that will allow ORCPP participants to purchase off of the Contract. Purchases may be made within a specified number of days after the bid closing date or award, or throughout the Contract term. 3.2.1 Agency Specific Contracts Qualified Agency may make purchases off of such Agency Specific Contracts provided that Qualified Agency: a) Requests State to add Qualified Agency as a purchaser under Agency Specific Contract{s). b) Receives written authorization from State to purchase from the particular Agency Specific Contract(s). c) Is responsible for complying with any additional laws and regulations governing purchases by or on behalf of the Qualified Agency 91 May purchase from Agency Specific Contract(s) using Qualified Agency's Purchase Document to the awarded contractor. The followinq statement shall be on each Purchase Document issued for product or service from Aqencv Specific Contracts: "THIS PURCHASE IS PLACED AGAINST STATE OF OREGON SOUCITATION OR CONTRACT # THE TERMS AND CONDITIONS (TIs & CiS) OF SAID SOUCITATlON OR CONTRACT APPLY TO THIS PURCHASE AND TAKE PRECEDENCE OVER ALL OTHER T's & CiS WRITTEN OR IMPUED". e) Agrees that all purchases from Agency Specific Contracts will be made only for the direct use of the Qualified Agency. Qualified Agency shall not purchase on behalf o.f any third party or for resale. 3.2.2 Single Purchase Contracts. From time to time, State enters into Single Purchase Contracts for the benefrt of state agencies. State reserves the right to determine in its sole and absolute discretion whether to add Qualified Agency to Single Purchase Contract(s). State may authorize Qualified Agency to purchase off of Single Purchase Contract(s) provided that: Qualified Agency: a) Requests State to add Qualified Agency to Single Purchase Contract(s). The State will work with the Contractor to determine if the addition may be made. b) Shall submit a Purchase Request to State prior to the end of the contractor-s requirement to hold pricing firm and within reasonable time (e.g., 48 hours) for State to process a purchase order. I:\ORCPP\Agree3.doc rev: 1/14/97 page: 6 T --- c) Shall provide State a list of agents authorized to submit Purchase Request. List shall include agents name and copy of their signature. (See item 11.0 of this Agreement) Request for purchase shall be for product as specified in State Solicitation Document and shall contain the following infonnation to ensure timely processing: . Qualified Agency name . Description of product(s) . Agency number (number assigned . Quantity and unit by ORCPP) . Unit price . Ship to address . Total Price . Bill to address . Ordered by name and signature . Contract number (4 digit State If) . Ordered by telephone number . Date wanted . Approved person'~ name . Number of invoices and signature . Accounting information (optional) . Approved person's telephone number 3.3 Vehicle Purchases: State develops Statewide Contracts and Single Purchase Contracts for a variety of vehicles each model year. Qualified Agency may make Vehicle Purchases off of such contracts provided that the Qualified Agency meets the requirements of Sections 3.1 and 3.2 and the Qualified Agency complies with the following additional provisions: Qualified Agency: a) Shall reference the vehicle (base unit) item number from the State Contract on the Notice of Order. b) Agrees to send a copy of the Notice of Order to State at: Fleet Buyer Department of Administrative Services TPPS, Purchasing Section Ferry Street SE Salem, OR 973.10 3.4 Electronic Bid and Quote Solicitations: The State's VIP system electronically displays ITB(s), RFP{s) and RFQ Solicitation Documents and advertisement notices. This provides vendors global access to Solicitation Documents. Documents may be viewed/received electronically by vendors. Qualified Agency: a) Has authority to use the VIP system as a vehicle to transfer (upload) their ITB, RFP and RFQ Solicitation Documents and advertisement notices. b) Shall take full and complete responsibility for the content and substance, as well as the grammatical and textual quality, of all Solicitation Documents uploaded and displayed on the VIP system. I:\ORCPP\Agree3.doc rev: 1/14/97 page: 7 ..-........._..._~...___~_~~,.<.o..-'__. ..". "---, 3.5 Standard ORCPP Service Fees: State is not funded by the General Fund and must recover the cost of providing and administering the services. Qualified Agency: a) Agrees to pay to the State a non-refundable Annual Agreement fee upon subscription to ORCPP services. The Annual Aareement fee covers the cost of services identified in sections 3.1. 3.2 and 3.4. b) Agrees to pay any additional fee incurred as part of this Agreement. 3.5.1 Agreement Fee Structure: a) The fee structure is based on the Qualified Agency's total organizational Budget. IMPORTANT: Please initial, in the space provided below, the Budget range that represents your organization's annual budget. Annual Fee Schedule f Organizational Budget Subscription Fee MORE than $ 0.00 $ 3,000,000.00 $ 7,500,000.00 $ 21,000,000.00 $ 30,000,000.00 $ 68,000,000.00 $ 90,000,000.00 $ 150,000,000.00 LESS than or e ual to $ 3,000,000.00 $ 7,500,000.00 $ 21,000,000.00 $ 30 000 000.00 $ 68 000 000.00 $ 90,000,000.00 $ 150,000,000.00 $ 200.00 $ 500.00 $ 900.00 $ 1,000.00 $ 2,000.00 $ 3,000.00 $ 4,000.00 $ 5,000.00 b) Qualified Agency shall submit approved budget documentation. c) State reserves the right to verify Qualified Agency's organizational , . budget. /'? . ~t/(jIJ~~";' /JI~jU~ 1:\ORCPP\Agree3.doc rev: 1114/97 page: 8 .---'- _.-........--~._..._--....,- ~.-_-~--." I - 5.2 Vehicle Purchases: State: a) Shall bill and Qualified Agency shall pay a non-refundable $75 administrative fee for each vehicle purchased from Statewide Contract or from a Single Purchase Contract. Administrative fee will be billed at time of order notice. b) Reserves the right to verify Qualified Agency's copy of the Notice to Order to those provided to State by the contracted vendor. c) Qualified Agency shall pay $200 for each vehicle - in addition to the $75 administrative fee for failure to notify State of Qualified Agency's vehicle Notice to Order. 4.0 ADDITIONAL ORCPP AGREEMENT SERVICES: 4.1 Solicitation Services. On mutual agreement between Qualified Agency and State, State purchasing analysts may prepare Solicitation Documents (ITS's or RFP's) on behalf of Qualified Agency. Solicitation Document(s) development shall be drafted according to the public purchasing statutes and rules for state aquisitions. If Qualified Agency's jurisdiction has unique requirements, State's purchasing analysts will not be able to address those factors. Solicitation services are not available for products and\or trade services on existing Statewide Contracts. State: a) Shall notify Qualified Agency upon acceptance of Purchase Request. b) State analyst shall provide Qualified Agency a time and cost estimate for the completion of the solicitation process, prior to Solicitation Document development. c) Shall draft Solicitation Document(s) on the State's automated purchasing system for the Qualified agency, d) Shall advertise the Solicitation Document(s) on the State's VIP system, e) Shall assist and recommend the solicitation process on behalf of Qualified Agency. f) Shall assist Qualified Agency so that Qualified Agency can determine responsive bidder for contract award. g) Shall assist Qualified Agency with issuing contract to awarded vendor(s). h) State reserves the right to not provide solicitation services. I :\ORCPP\Agree3.doc rev: 1/14/97 page: 9 ....-,,' ",""""",,,~,,,,,,,,----,~,.""'*",""-'" . Qualified Agency: - a) Shall submit to State a Purchase Request containing the following information: . Qualified Agency name . Agency number (number assigned by ORCPP) . Ship to address . Bill to address . Contract number (4 digit State #) . Date wanted . Number of invoices . Accounting information (optional) . . . . . . . Description of product(s) Quantity and unit Unit price Total Price Ordered by name and signature Ordered by telephone number Approved person's name and signature Approved person's telephone number . b) Shall assist State to determine responsive bidder for apparent award of contract. c) Shall acquire PCRB approval as appropriate; e.g.; for sole source or brand name awards. d) Shall be responsible for inspection of goods, supervision of trade services contractors, and compliance with or enforcement of manufacturer or contractor warranties and other related matters following award of contract. e) Understands that State will assess a separate service fee for solicitation services. f) Qualified agency shall be responsible for any and all protest resolution. 4.2 Reciprocal Cooperative Agreements: The State may enter into interstate cooperative purchasing agreement(s). Interstate cooperative purchasing agreement(s) may contain reciprocal language to allow Qualified Agency to use a portion or all the defined purchasing services provided by either state. State: a) Shall notify Qualified Agency of available interstate cooperative purchasing agreement(s). b) Shall outline for Qualified Agency the purchasing service available, procedures for use, and additional cost(s) if applicable when using the interstate agreement(s). Qualified Agency: a) Is responsible for complying with Qualified Agency's laws and regulations and any additional laws and regulations governing purchases by Qualified Agency, including PCRB approvals. b) Agrees not to use pricing on contract(s) available through the interstate cooperative purchasing agreement to leverage or secure better or equal pricing from competing vendor(s). c) Reserves the right to contract independently for the purchase of any class of goods or services, without notice being given to State or host state of interstate agreement. 1:\ORCPP\Agree3.doc rev: 1/14/97 page: 10 ..-_.~ .~...---.---~.'".,~.~..._-,-_.__._._-_.- .--.....~ d) Shall not use a contract(s) available through the interstate agreement unless the contract(s) expressly states that ORCPP members are authorized to use the contract. e) Agrees to comply with all special stipulations when purchasing from interstate contracts. f) Agrees that all purchases from contract(s) available through the interstate agreement will be made only for the direct use of the Qualified Agency. . Qualified Agency shall not purchase on behalf of any third party or for resale. 4.3 Additional ORCPP Services Fees: Solicitation Service Fees: Qualified Agency understands that by submitting a Purchase Request to State that there are fee associated and Qualified Agency shall pay: a) A fee of $100, for up to two hours of review, and $25 per hour thereafter for the State to review Qualified Agency's Purchase Request for completeness prior to State acceptance of the Purchase Request. If State accepts the project this fee shall be applied to ,the base fee referenced below. b) Base fee is $500, or $25 dollars per hour, which ever is greatest. c) Fees for solicitation services, as described in section 4.1, will be billed and collected on an as-used basis. d) Legal fees associated with solicitation development, award, protest, etc., are the sole responsibility of Qualified Agency. 5.0 Agreement Term: The ORCPP Agreement, is effective as of the date signed by the State, and shall remain in effect until June 30, of succeeding year. 6.0 Agreement Renewal: State: a) Shall send Qualified Agency a notice for ORCPP Agreement renewal 60 days prior to Agreement expiration 9ate. Qualified Agency: a) Shall submit to State the ORCPP Agreement annual subscription fee and renewal documentation prior to or during the renewal period of July 1, to July 31 of each year. ,. ...,.,J>.'.. b) Understands that Qualified Agency's use of ORCPP Agreement services during the renewal period, July 1 to July 31, shall be deemed a renewal of Qualified Agency's ORCPP Agreement. State shall bill Qualified Agency for ORCPP Agreement annual subscription fee and any other charges related to service( s) if renewal is not received before July 31. 7.0 Termination: This Agreement may be terminated by either State or Qualified Agency upon 30 days' written notice. No such termination shall prejudice any rights or obligations of either party already accrued prior to the effective date of termination. Any I:\ORCPP\Agree3.doc rev: 1/14/97 page: 11 -.-.-...............--.,.........--..-..-. ".'oI>~.,. and all fees paid to State are non-refundable including, without limitation, the ann\.. subscription fee, restricted contract use fee and an additional service fee. 8.0 Hold Harmless, Indemnity: Subject to any constitutional limitations, Qualified Agency shall defend, hold harmless and indemnify State, its divisions, officers, employees, agents and members from all claims, suits, or actions of whatsoever nature resulting from or arising out of the acts or omissions of Qualified Agency, or its officers, employees, agents or subcontractors, under this Agreement. 9.0 Successors in Interest, Assignment: The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. Neither party shall assign or transfer its interest in this Agreement without the prior written consent of the other. 1 0.0 Limitation of Liability: Qualified Agency understands and agrees that the State makes no representation or warranty regarding the suitability, durability, merchantability or fitness for a particular purpose of any goods or services available through this Agreement. Qualified Agency agrees that the State shall not be subject to any claims, actions, or liability arising out of or in any way related to any defect, malfunction, or damage of any nature arising from or related to goods or services obtained from contractors through this Agreement. Further, the State shall not be liable for any direct, indirect, incidental or consequential damages sustained by Qualified Agency and arising out of or in any way related to goods or services obtained from contractors through this Agreement. 11.0 Authorized Agents: Qualified Agency agrees to (i) provide State a list of all persons authorized to sign Purchase Requests on behalf of the Qualified Agency, including samples of such persons. signatures, and (ii) immediately infonn State of any change in authorized agents. Sig*n:t~~~O S{!ATJtl~TURE Name: CHRIS CHILDS Title: CITY ADMINISTRATOR SHEET Signature: Name:BEN GIJ,T.F.f:PTF. Title: F I NANCE KENNETH ~ POLICE CHIEF Signature: .~ ~ _ Name: G. S. I WAR I PUBLIC WORKS DIRECTOR Title: Title: 12.0 Applicable Law, Venue: This Agreement shall be governed by and construed in accordance with the laws of the State of Oregon. Qualified Agency agrees to comply with all laws, rules and ordinances applicable to this Agreement, including but not limitea to, ORS 279.312, 279.314,279.316 and 279.320. In the event of any litigation between I:\ORCPP\Agree3.doc rev: 1/14/97 page: 12 '",,'~' --""."'~._-".._-_."-_.".."~--".~..~..,._...._.. .--- the State and Qualified Agency arising out of or related to this Agreement, such litigatio shall only be commenced and maintained in the Circuit Court of Marion County in Salem, Oregon. . 13.0 Signatures: Each party, by the signature of its authorized representative, hereby acknowledges that it has read this Agreement, understands it, and agrees to be bound by its terms and conditions. Each person signing this Agreement represents and warrants to. have the authority necessary to execute this Agreement. QUALIFIED AGENCY APPROVED AS TO FORM: QUALIFIED AGENCY Signature:"#~~~ Name: NANCY A KIRKSFY Title: HAYOR, CITY OF WOOD URN Date: May 28. 1997 ,<') "dNt/'., Signature: ' I.~-y \f (~v_---...---J. _ Name: N Rob~ if S~ i ~ tJ-l Title: C "i q -tIoliVt J Date: G - 3> - 1:f- ******************************************************************************************************** STATE STATE OF OREGON APPROVED AS TO FORM: Signature: Name: Title: Date: 1:\ORCPP\Agree3.doc rev: 1/14/97 page: 13 .....---.. .---.,...._,..,~_.............'. . ..,-""" ,-- -.----- . ~