HomeMy WebLinkAbout16- RFQ Midtown Action Plan Final
Request for Qualifications
Request for Qualifications
For
PROFESSIONAL SERVICES in ECONOMIC DEVELOPMENT and
CORRIDOR REVITALISATION
Proposals must be received no later than:
Email and Deliver proposal to:
Robin Crough, City Clerk
PO Box 1230
121 North Rouse Ave Suite 202
Bozeman, MT 59771
agenda@bozeman.net
NOTICE IS HEREBY given that the City of Bozeman is requesting statement of qualifications with proposed
schedules and preliminary cost estimates for the proposed preliminary scope of work. All statements of
qualifications must be in the format specified, enclosed in a sealed envelope and clearly identified with RFQ
title, company name and due date.
Deliver proposals via email at agenda@bozeman.net and to the City Clerk at the following address PO
Box 1230, 121 North Rouse Ave, Suite 202, Bozeman, MT 59771 by Tuesday, August 2, 2016 @ 4:00 pm. It
is the sole responsibility of the proposing firm to ensure that proposals are received prior to the closing time
as late submittals will not be accepted and will be returned unopened.
DISCRIMINATION
Discrimination in the performance of any agreement awarded under this RFQ on the basis of race, color,
religion, creed, sex, age, marital status, national origin, or actual or perceived sexual orientation, gender
identity or disability is prohibited. This prohibition shall apply to the hiring and treatment of the awarded
entity’s employees and to all subcontracts.
August 2, 2016 @ 4:00 pm
As such, each entity submitting under this notice shall include a provision wherein the submitting entity,
or entities, affirms in writing it will not discriminate on the basis of race, color, religion, creed, sex, age,
marital status, national origin, or because of actual or perceived sexual orientation, gender identity or
disability and which also recognizes the eventual contract will contain a provision prohibiting
discrimination as described above and that this prohibition on discrimination shall apply to the hiring and
treatment of the submitting entity’s employees and to all subcontracts.
Failure to comply with the above shall be cause for the City to deem the submittal non-responsive.
The City of Bozeman is required to be an Equal Opportunity Employer
DATED at Bozeman, Montana, this 3rd day of JULY, 2016
Robin Crough
City Clerk
For publication on:
Sunday, July 3, 2016
Sunday, July 10, 2016
I. PROJECT DESCRIPTION
A. Introduction
The City of Bozeman is Montana’s fourth largest municipality with a population of approximately 39,860
persons (July 1, 2013). The City includes approximately 12,477 acres in size with a planning area of 42,463
acres. Bozeman sits in Gallatin County and is the county seat for the County. The City of Bozeman
continues to be the fastest growing community in Montana and is home to Montana State University.
Between 2000 and 2013, the city’s population increased from 27,590 to 39,860 persons, an increase of
12,270 persons or 44.5 percent. In 2013 the Bozeman Yellowstone International Airport became
Montana’s busiest airport with 812,093 passengers flying into and out of the facility.
Bozeman is renowned for its natural beauty, world class fishing, skiing, abundant recreational
opportunities, and a gateway to Yellowstone National Park. Bozeman is the regional commercial center for
much of south central Montana with regional shopping mall, numerous national retailers, and a vibrant
main street. Bozeman Deaconess Hospital, Montana State University, along with city, county and federal
governmental agencies are the major employers. The state’s unadjusted unemployment rate is
approximately 4.2 percent while Gallatin County is approximately 3.7 percent.
The City is governed by a City Commission/City Manager form of government. The City Commission is made
up of four members plus a mayor that serves as the head of the City Commission. The City Commission
appoints a City Manager to oversee the City’s eight departments.
Additional information regarding the City of Bozeman may be obtained at:
http://www.bozeman.net
B. Project Overview
The Bozeman Midtown Urban Renewal District is a tax increment finance district with the overarching aim
of eliminating statutory conditions of blight within the district.
The City Commission recently adopted a new urban renewal plan that proposes five goals and strategies for
eliminating blight:
1. Promote Economic Development
2. Improve Multi-Modal Transportation
3. Improve, Maintain and Support Innovation in Infrastructure
4. Promote Unified, Human Scale Urban Design
5. Support Compatible Urban Density Mixed Land Uses
During the past year, the District engaged in several efforts to eliminate impediments to redevelopment.
The District created two new streamlined, form-based zoning districts that promote unified human scale
urban design and support urban density mixed land uses. Next steps include engaging the development
community to take advantage of these streamlined regulations to advance the goals of the urban renewal
plan. While the new urban renewal plan provides broad guidance, the District needs to execute on specific
implementing actions in the near term.
The City of Bozeman and its Midtown Urban Renewal District advisory board are seeking strategic
development consultants to create a node-oriented action plan for Bozeman’s Midtown District. We want
long-term economic development partners with experience creating and implementing redevelopment
plans. Our new partners will have extensive experience in redeveloping corridors. Using tax increment
financing, public infrastructure, and creative incentives as tools, the consultants must demonstrate
experience facilitating significant new investment. Experience working with property owners – from
creating schematic designs, to drafting and analyzing financial pro formas for development, to negotiating
development agreements and facilitating public-private partnerships – is fundamental to this engagement.
The successful consultant team will understand the intersection between development regulations and the
viability of redevelopment projects. They will have the competency to suggest, analyze and draft for
codification development code modifications. Demonstrated knowledge of Bozeman’s Unified
Redevelopment Code (UDC), especially the B-3, B-2, B2-M and R5 zoning districts is preferred. In particular,
the district acknowledges that parking is a significant impediment to mixed-use redevelopment. The district
currently has no public parking and has substantial minimum parking requirements based on specific uses.
The consulting team must demonstrate experience with parking management, data driven parking analysis,
and the ability to recommend and draft policy and code changes based on this analysis.
One or more qualified firms may be selected in response to this RFQ. The selected firms will be retained for
a contract term of one (1) year, which may be extended annually, at the sole discretion of the City of
Bozeman, for up to five (5) years. The contract may allow the consultants to perform any tasks from a
general scope of work. The suggested preliminary scope of work, as well as the general scope of work, may
be directed by written task order, at the sole discretion of the City of Bozeman during the contract term.
SCHEDULE
Event Date/Time
Publication Dates of RFQ Sunday, July 3, 2016, Sunday, July, 10, 2016
Last Day for Questions/Clarifications Thursday, July 21, 2016 @ 5 pm
Deadline for Receipt of Proposals Tuesday, August 2, 2016 @ 4 pm
Evaluation of Qualifications TBD
Finalist interviews TBD
Negotiation of Scope and Fee TBD
CONTACTS
Any administrative questions regarding bidding procedures should be directed to:
Robin Crough, City Clerk (406) 582-2321; agenda@bozeman.net
Questions relating to scope of services and project management may be directed to:
David Fine, Economic Development Specialist, (406) 582-2973
LAST DAY FOR QUESTIONS
The last day to submit questions to the Department of Community Development is Thursday, July
21, 2016 @ 5 pm. This will allow sufficient time for any addenda to be issued by the City to all
bidders. All questions must be submitted in writing via email to David Fine in the Economic
Development Department, dfine@bozeman.net. All RFQ questions and related answers will be
posted to the City’s website for review by potential consultants interested in the project.
AWARD OF CONTRACT
The City reserves the right to reject any and all proposals, to contract work with whomever and in
whatever manner the City decides, to abandon the work entirely and to waive any informality or
non substantive irregularity as the interest of the City may require and to be the sole judge of
selection process. The City also reserves the right to negotiate separately in any manner to serve
the best interest of the City. The City retains the right at its sole discretion to select a successful
vendor.
SELECTION PROCESS AND RANKING CRITERIA
A review committee will evaluate all responses to the RFQ that meet the submittal requirements
and deadline. Submittals that do not meet the requirement or deadline will not be considered.
The review committee will rank the proposals and arrange interviews with the finalist prior to
selection.
SELECTION CRITERIA
Proposals will be evaluated based on the following criteria:
• Thoroughness and understanding of the tasks to be completed
• Background and demonstrated experience in assisting city governments with development of urban
corridors utilizing the competencies described by the general scope of work.
• Firm’s expertise and overall experience of personnel assigned to the work
• Responsiveness to requirements of the project
• Knowledge of the City of Bozeman and the Midtown Corridor
DISCRETION AND LIABILITY WAIVER
The City reserves the right to exercise discretion and apply its judgment with respect to all
proposals submitted.
The City reserves the right to reject all proposals, either in part or in its entirety, or to requests
and obtain, from one or more of the consulting firms submitting proposals, supplementary
information as may be necessary for City staff to analyze the proposals.
The City may elect to award a contract in multiple phases, as is deemed to be in the City’s best
interest. Should the City award projects in phases, the City reserves the right to award the
phases to the same firm.
The consultant, by submitting a response to this RFQ, waives all right to protest or seek any legal
remedies whatsoever regarding any aspect of this RFQ. Although, it is the City’s intent to choose
only a small number of most qualified consulting teams to interview with the City, the City
reserves the right to choose any number of qualified finalists.
This RFQ does not commit the City to award a contract, to defray any costs incurred in the
preparation of a proposal pursuant to this RFQ or to procure or contract for work.
All proposals submitted in response to this RFQ become the property of the City and public
records and, as such, may be subject to public review.
The City reserves the right to cancel, in part or in its entirety, this RFQ including, but not limited
to: selection procedures, submittal date, and submittal requirements. If the City cancels or
revises the RFQ, all interested firms will be notified using email.
MANDATORY CONTENT AND SEQUENCE OF SUBMITTAL
I. Submission Requirements and Instructions
All requirements in this section are mandatory. The City reserves the right to waive
any non-material variation.
a) Proposers may submit response via email ONLY to this address:
agenda@bozeman.net
OR
Submit one (1) original proposal package AND four (4) complete copies for each
statement of qualifications, under sealed envelope, by mail or hand-delivery to the
address shown on the front. Each submission must be marked on the outside with
the Company’s name and the name of the project. Postmarks are NOT acceptable.
Any documents or submittals received after the schedule closing time for receipt of
submittals will be returned unopened.
b) Statements of qualifications and required attachments shall be submitted as
specified and must be signed by officials authorized to submitter to the
provisions.
II. Submittal Outline and Content
Assemble and submit each submittal in the order below and address the required
content/questions. The order in which items are presented is important, as
evaluators will follow this order:
a) Table of Contents
b) Cover Sheet. This sheet will serve as the cover of your proposal.
c) One-Page Project Summary. Begin with a brief summary of the proposal. This
summary should concisely describe the project, its goals, and the proposed plan of
implementation.
d) Company Description/Capability (not to exceed 3 pages)
• Brief history of the company that includes the date of establishment and examples
of relevant prior proposals and current customers with similar attributes to the City
of Bozeman.
• Describe your experience and capacity to manage projects of the size and scope
proposed.
e) Informational content
• A list of project team and their professional profile/credentials/experience.
• Specific assignment of project team
f) References (minimum 3) specifically in local/municipal/county/state agencies a)
Name of agency
b) Contact name to include: title, phone number and email c)
Population of jurisdiction
d) Number of employees
e) Project start and completion date
f) Brief summary of project
g) Cost • Provided in a separate sealed envelope. Present a specific “not to exceed” fixed
fee for the proposed preliminary scope of work, including associated fees (i.e.
printing costs, attendance at meetings, travel). • Estimates of cost will not be used for selection and will not be seen by the selection
committee.
h) Outline of Services (refer to Scope of Services)
i) Qualifications
• Discuss the firm or teams’ qualifications as related to each of the 5 parts of the
general scope of services.
The City reserves the right to require the submittal of additional information that
supplements or explains proposal materials.
PRELIMINARY AND GENERAL SCOPES OF WORK
Preliminary Scope of Work:
1) Identify Projects and Development Nodes:
• Review findings from the Midtown Avenue Corridor Market Analysis and verify key sites and
projects to pursue
• Facilitate discussions with other city departments to align infrastructure investments.
• Identify a “long list” of potential development incentive mechanisms and applicable uses of TIF
funds. Indentify the benefits and weaknesses of each incentive.
• Meet with local property owners regarding the District’s vision and discuss their willingness to
collaborate.
• Deliverables:
o Present a refined list of catalyst projects and investments and a schematic vision for these
projects. These projects should be organized around well-articulated development nodes.
o Hold community engagement meeting in Bozeman with urban renewal board members and
city staff to review proposals, obtain buy-in, create project evaluation criteria, and propose
project-specific incentive strategies.
2) Develop schematic designs for each identified development node:
• Develop schematic designs of infrastructure projects, site layouts and building concepts as
appropriate to different sites. These concepts will be used to develop preliminary budgets.
• Indentify financing gaps (if applicable) and propose appropriately sized incentives to spur
development and ensure that economic development resources are spent wisely.
• Propose a phasing strategy for recommended projects.
• Deliverables:
o Five schematic designs
o Draft list of project priorities and preliminary budget based on project concepts.
o Prepare a financing schedule to determine TIF cash flow to implement projects.
o Meet with economic development, finance, and legal staff to discuss the proposed
concepts.
3) Develop a Parking Management District for Midtown based on identified development nodes:
• Inventory on-street parking in surrounding neighborhoods. Inventory existing off street parking
assets. Discuss options for mitigating possible commercial overflow into existing neighborhoods.
• Analyze parking in the proposed development nodes and the impact of existing parking standards
on the feasibility of these proposals.
• Draft suggested development code changes for parking based on the desire to incentivize
compatible urban density mixed-use residential and commercial development.
o Using at least 4 relevant cities with progressive urban density parking minimums as case
studies, create minimum and maximum parking requirements for residential , commercial
and mixed-use properties in the B2-M and R5 zoning districts that are consistent with
district goal of supporting “compatible urban density mixed land uses.”
• Propose a district-wide strategy for locating and developing public and/or shared private parking
facilities.
4) Action Plan:
• Finalize draft priorities, budgets, and concepts
• Meet with property owners, urban renewal board, and key City staff to finalize the action plan
• Deliverable:
o Final Action Plan
General Scope of Work:
The selected consultant may assist the City on any task defined by the general scope of work as directed by
written task order.
1) Market Analysis and Strategy
• Provide strategic, data-driven advice regarding the feasibility of various development types and
projects and provide guidance on the tools, public infrastructure, programs, partnerships,
incentives and policies that can stimulate the desired development.
• Background and experience in analyzing regulations and development codes
• Corridor revitalization strategies and implementation.
2) Parking
• Provide guidance on strategic parking management based on significant demonstrated experience
providing such guidance to similar city governments.
• Provide data-driven parking analysis.
• Draft development codes to provide for appropriately sized parking minimums.
• Conduct business planning for active parking management in surface lots and parking structures.
3) Economic Development and Real Estate Financial Analysis
• Provide robust and detailed analysis and financial pro formas to examine the financial feasibility of
specific projects and provide gap financing analysis to right size economic development incentives.
• Project TIF cash flows based on existing projects and projected projects to assist with obtaining
financing, including bonding.
4) Public-Private Partnerships
• Assist in negotiating and structuring public-private partnerships that are beneficial to the urban
renewal district and the City of Bozeman.
o Provide guidance on the development of conference and convention facilities.
o Provide guidance on the development of shared structured and surface parking facilities.
o Provide guidance on facilitating multi-story mixed use construction with a significant
residential component.
5) Building and Development Conceptualization
• Provide ongoing assistance in developing the Midtown corridor as a specific kind of place by
working with property owners and developers to advance building concepts and formats that are
consistent with the aspirations of the Midtown Urban Renewal Plan, while staying feasible in
Bozeman’s real estate market.
*THIS DOCUMENT MUST BE COMPLETED, EXECUTED AND SUBMITTED WITH THE
PROPOSAL FORM*
THE REPRESENTATIONS MADE HEREIN ARE MADE UNDER PENALTY OF
PERJURY
NO PROPOSAL IS VALID UNLESS SUBMITTED ON THIS FORM AND SIGNED BY
AUTHORIZED AGENT FOR YOUR COMPANY.
SUBMITTED BY:
COMPANY NAME:
ADDRESS:
CITY: STATE: ZIP:
TELEPHONE:
EMAIL:
SIGNATURE:
(Authorized Agent)
NAME:
(Please Print)
TITLE:
DATE:
NOTE: If proposer is a corporation, the legal name of the corporation shall be set forth above,
together with the signature of authorized officers or agents; if bidder is a partnership, the true name of
the firm shall be set forth above, together with the signature of the partnership; and if bidder is an
individual, his signature shall be placed above.
*STANDARD* PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this _____ day of ____________, 2014, by and
between the CITY OF BOZEMAN, MONTANA, a self governing municipal corporation organized
and existing under its Charter and the laws of the State of Montana, 121 North Rouse Street,
Bozeman, Montana, with a mailing address of PO Box 1230, Bozeman, MT 59771, hereinafter
referred to as “City,” and, ____________, _______________, hereinafter referred to as
“Contractor.”
In consideration of the mutual covenants and agreements herein contained, the receipt
and sufficiency whereof being hereby acknowledged, the parties hereto agree as follows:
1. Purpose: City agrees to enter this Agreement with Contractor to perform for City
services described in the Scope of Services attached hereto as Attachment “A” and by this
reference made a part hereof.
2. Term/Effective Date: This Agreement is effective upon the date of its execution
[and will terminate on the _____ day of ______________, 201__.
3. Scope of Work: Contractor will perform the work and provide the services in
accordance with the requirements of the Scope of Services. For conflicts between this Agreement
and the Scope of Services, unless specifically provided otherwise, the Agreement governs.
4. Payment: City agrees to pay Contractor the amount specified in a Scope of
Services. Any alteration or deviation from the described services that involves additional costs
above the Agreement amount will be performed by Contractor after written request by the City,
and will become an additional charge over and above the amount listed in the Scope of Services.
The City must agree in writing upon any additional charges.
5. Contractor’s Representations: To induce City to enter into this Agreement,
Contractor makes the following representations:
a. Contractor has familiarized itself with the nature and extent of this Agreement, the
Scope of Services, and with all local conditions and federal, state and local laws, ordinances, rules,
and regulations that in any manner may affect cost, progress or performance of the Scope of
Services.
b. Contractor represents and warrants to City that it has the experience and ability to
perform the services required by this Agreement; that it will perform said services in a
professional, competent and timely manner and with diligence and skill; that it has the power to
enter into and perform this Agreement and grant the rights granted in it; and that its performance
of this Agreement shall not infringe upon or violate the rights of any third party, whether rights of
copyright, trademark, privacy, publicity, libel, slander or any other rights of any nature
whatsoever, or violate any federal, state and municipal laws. The City will not determine or
exercise control as to general procedures or formats necessary to have these services meet this
warranty.
6. Independent Contractor Status/Labor Relations: The parties agree that Contractor
is an independent contractor for purposes of this Agreement and is not to be considered an
employee of the City for any purpose. Contractor is not subject to the terms and provisions of the
City’s personnel policies handbook and may not be considered a City employee for workers’
compensation or any other purpose. Contractor is not authorized to represent the City or
otherwise bind the City in any dealings between Contractor and any third parties.
Contractor shall comply with the applicable requirements of the Workers’ Compensation
Act, Title 39, Chapter 71, MCA, and the Occupational Disease Act of Montana, Title 39, Chapter 71,
MCA. Contractor shall maintain workers’ compensation coverage for all members and employees
of Contractor’s business, except for those members who are exempted by law.
Contractor shall furnish the City with copies showing one of the following: (1) a binder for
workers’ compensation coverage by an insurer licensed and authorized to provide workers’
compensation insurance in the State of Montana; or (2) proof of exemption from workers’
compensation granted by law for independent contractors.
Contractor shall indemnify, defend, and hold the City harmless from any and all claims,
demands, costs, expenses, damages, and liabilities arising out of, resulting from, or occurring in
connection with any labor problems or disputes or any delays or stoppages of work associated
with such problems or disputes.
Contractor shall post a legible statement of all wages and fringe benefits to be paid to the
Contractor’s employees and the frequency of such payments (i.e., hourly wage employees shall be
paid weekly). Such posting shall be made in a prominent and accessible location at the
Contractor’s normal place of business and shall be made no later than the first day of services
provided under this Agreement. Such posting shall be removed only upon expiration or
termination of this Agreement.
7. Indemnity/Waiver of Claims/Insurance: For other than professional services
rendered, to the fullest extent permitted by law, Contractor agrees to release, defend, indemnify,
and hold harmless the City, its agents, representatives, employees, and officers (collectively
referred to for purposes of this Section as the City) from and against any and all claims, demands,
actions, fees and costs (including attorney’s fees and the costs and fees of an expert witness and
consultants), losses, expenses, liabilities (including liability where activity is inherently or
intrinsically dangerous) or damages of whatever kind or nature connected therewith and without
limit and without regard to the cause or causes thereof or the negligence of any party or parties
that may be asserted against, recovered from or suffered by the City occasioned by, growing or
arising out of or resulting from or in any way related to: (i) the negligent, reckless, or intentional
misconduct of the Contractor; (ii) any negligent, reckless, or intentional misconduct of any of the
Contractor’s agents; or (iii) the negligent, reckless, or intentional misconduct of any other third
party.
For the professional services rendered, to the fullest extent permitted by law, Contractor
agrees to indemnify and hold the City harmless against claims, demands, suits, damages, losses,
and expenses, including reasonable defense attorney fees, to the extent caused by the negligence
or willful misconduct of the Contractor or Contractor’s agents or employees.
Such obligations shall not be construed to negate, abridge, or reduce other rights or
obligations of indemnity that would otherwise exist. The indemnification obligations of this
Section must not be construed to negate, abridge, or reduce any common-law or statutory rights
of the indemnities’ which would otherwise exist as to such indemnities’.
Contractor’s indemnity under this Section shall be without regard to and without any right
to contribution from any insurance maintained by City.
Should any indemnity described herein be required to bring an action against the
Contractor to assert its right to defense or indemnification under this Agreement or under the
Contractor’s applicable insurance policies required below the indemnity shall be entitled to
recover reasonable costs and attorney fees incurred in asserting its right to indemnification or
defense but only if a court of competent jurisdiction determines the Contractor was obligated to
defend the claim(s) or was obligated to indemnify the indemnity for a claim(s) or any portion(s)
thereof.
In the event of an action filed against City resulting from the City’s performance under this
Agreement, the City may elect to represent itself and incur all costs and expenses of suit.
Contractor also waives any and all claims and recourse against the City or its officers,
agents or employees, including the right of contribution for loss or damage to person or property
arising from, growing out of, or in any way connected with or incident to the performance of this
Agreement except “responsibility for his own fraud, for willful injury to the person or property of
another, or for violation of law, whether willful or negligent” as per 28-2-702, MCA.
These obligations shall survive termination of this Agreement and the services performed
hereunder.
In addition to and independent from the above, Contractor shall at Contractor’s expense
secure insurance coverage through an insurance company or companies duly licensed and
authorized to conduct insurance business in Montana which insures the liabilities and obligations
specifically assumed by the Contractor in this Section. The insurance coverage shall not contain
any exclusion for liabilities specifically assumed by the Contractor in subsection (a) of this Section.
The insurance shall cover and apply to all claims, demands, suits, damages, losses, and
expenses that may be asserted or claimed against, recovered from, or suffered by the City without
limit and without regard to the cause therefore and which is acceptable to the City and Contractor
shall furnish to the City an accompanying certificate of insurance and accompanying endorsements
in amounts not less than as follows:
• Workers’ Compensation – statutory;
• Employers’ Liability - $1,000,000 per occurrence; $2,000,000 annual aggregate;
• Commercial General Liability - $1,000,000 per occurrence; $2,000,000 annual
aggregate;
• Automobile Liability - $1,000,000 property damage/bodily injury; $2,000,000 annual
aggregate; and
• Professional Liability - $1,000,000 per claim; $2,000,000 annual aggregate.
The above amounts shall be exclusive of defense costs. The City of Bozeman, its officers,
agents, and employees, shall be endorsed as an additional or named insured on a primary non-
contributory basis on both the Commercial General and Automobile Liability policies. The
insurance and required endorsements must be in a form suitable to City and shall include no less
than a sixty (60) day notice of cancellation or non-renewal. The City must approve all insurance
coverage and endorsements prior to the Contractor commencing work. Contractor shall notify City
within two (2) business days of Contractor’s receipt of notice that any required insurance coverage
will be terminated or Contractor’s decision to terminate any required insurance coverage for any
reason.
The City must approve all insurance coverage and endorsements prior to the Contractor
commencing work.
8. Termination for Contractor’s Fault:
a. If Contractor refuses or fails to timely do the work, or any part thereof, or
fails to perform any of its obligations under this Agreement, or otherwise breaches any
terms or conditions of this Agreement, the City may, by written notice, terminate this
Agreement and the Contractor’s right to proceed with all or any part of the work
(“Termination Notice Due to Contractor’s Fault”). The City may then take over the work
and complete it, either with its own resources or by re-letting the contract to any other
third party.
b. In the event of a termination pursuant to this Section 8, Contractor shall be
entitled to payment only for those services Contractor actually rendered.
c. Any termination provided for by this Section 8 shall be in addition to any
other remedies to which the City may be entitled under the law or at equity.
d. In the event of termination under this Section 8, Contractor shall, under no
circumstances, be entitled to claim or recover consequential, special, punitive, lost
business opportunity, lost productivity, field office overhead, general conditions costs, or
lost profits damages of any nature arising, or claimed to have arisen, as a result of the
termination.
9. Termination for City’s Convenience:
a. Should conditions arise which, in the sole opinion and discretion of the City,
make it advisable to the City to cease performance under this Agreement City may
terminate this Agreement by written notice to Contractor (“Notice of Termination for City’s
Convenience”). The termination shall be effective in the manner specified in the Notice of
Termination for City’s Convenience and shall be without prejudice to any claims that the
City may otherwise have against Contractor.
b. Upon receipt of the Notice of Termination for City’s Convenience, unless
otherwise directed in the Notice, the Contractor shall immediately cease performance
under this Agreement and make every reasonable effort to refrain from continuing work,
incurring additional expenses or costs under this Agreement and shall immediately cancel
all existing orders or contracts upon terms satisfactory to the City. Contractor shall do only
such work as may be necessary to preserve, protect, and maintain work already completed
or immediately in progress.
c. In the event of a termination pursuant to this Section 13, Contractor is
entitled to payment only for those services Contractor actually rendered on or before the
receipt of the Notice of Termination for City’s Convenience.
d. The compensation described in Section 13(c) is the sole compensation due
to Contractor for its performance of this Agreement. Contractor shall, under no
circumstances, be entitled to claim or recover consequential, special, punitive, lost
business opportunity, lost productivity, field office overhead, general conditions costs, or
lost profits damages of any nature arising, or claimed to have arisen, as a result of the
termination.
10. Limitation on Contractor’s Damages; Time for Asserting Claim:
a. In the event of a claim for damages by Contractor under this Agreement,
Contractor’s damages shall be limited to contract damages and Contractor hereby
expressly waives any right to claim or recover consequential, special, punitive, lost business
opportunity, lost productivity, field office overhead, general conditions costs, or lost profits
damages of any nature or kind.
b. In the event Contractor wants to assert a claim for damages of any kind or
nature, Contractor shall provide City with written notice of its claim, the facts and
circumstances surrounding and giving rise to the claim, and the total amount of damages
sought by the claim, within ten (10) days of the facts and circumstances giving rise to the
claim. In the event Contractor fails to provide such notice, Contractor shall waive all rights
to assert such claim.
11. Representatives:
a. City’s Representative: The City’s Representative for the purpose of this
Agreement shall be _________________ (insert job title) or such other individual as City
shall designate in writing. Whenever approval or authorization from or communication or
submission to City is required by this Agreement, such communication or submission shall
be directed to James Goehrung as the City’s Representative and approvals or
authorizations shall be issued only by such Representative; provided, however, that in
exigent circumstances when City’s Representative is not available, Contractor may direct its
communication or submission to other designated City personnel or agents as listed above
and may receive approvals or authorization from such persons.
b. Contractor’s Representative: The Contractor’s Representative for the
purpose of this Agreement shall be _____________________ or such other individual as
Contractor shall designate in writing. Whenever direction to or communication with
Contractor is required by this Agreement, such direction or communication shall be
directed to Contractor’s Representative; provided, however, that in exigent circumstances
when Contractor’s Representative is not available, City may direct its direction or
communication to other designated Contractor personnel or agents.
12. Permits: Contractor shall provide all notices, comply with all applicable laws,
ordinances, rules, and regulations, obtain all necessary permits, licenses, including a City of
Bozeman business license, and inspections from applicable governmental authorities, and pay all
fees and charges in connection therewith.
13 Laws and Regulations: Contractor shall comply fully with all applicable state and
federal laws, regulations, and municipal ordinances including, but not limited to, all workers’
compensation laws, all environmental laws including, but not limited to, the generation and
disposal of hazardous waste, the Occupational Safety and Health Act (OSHA), the safety rules,
codes, and provisions of the Montana Safety Act in Title 50, Chapter 71, MCA, all applicable City,
County, and State building and electrical codes, the Americans with Disabilities Act, and all non-
discrimination, affirmative action, and utilization of minority and small business statutes and
regulations.
14. Nondiscrimination: The Contractor will have a policy to provide equal employment
opportunity in accordance with all applicable state and federal anti-discrimination laws,
regulations, and contracts. The Contractor will not refuse employment to a person, bar a person
from employment, or discriminate against a person in compensation or in a term, condition, or
privilege of employment because of race, color, religion, creed, political ideas, sex, age, marital
status, national origin, actual or perceived sexual orientation, gender identity, physical or mental
disability, except when the reasonable demands of the position require an age, physical or mental
disability, marital status or sex distinction. The Contractor shall be subject to and comply with
Title VI of the Civil Rights Act of 1964; Section 140, Title 2, United States Code, and all regulations
promulgated thereunder. The Contractor shall require these nondiscrimination terms of its sub-
Contractors providing services under this agreement.
15. Intoxicants; DOT Drug and Alcohol Regulations/Safety and Training: Contractor
shall not permit or suffer the introduction or use of any intoxicants, including alcohol or illegal
drugs, by any employee or agent engaged in services to the City under this Agreement while on
City property or in the performance of any activities under this Agreement. Contractor
acknowledges it is aware of and shall comply with its responsibilities and obligations under the
U.S. Department of Transportation (DOT) regulations governing anti-drug and alcohol misuse
prevention plans and related testing. City shall have the right to request proof of such compliance
and Contractor shall be obligated to furnish such proof.
The Contractor shall be responsible for instructing and training the Contractor's employees
and agents in proper and specified work methods and procedures. The Contractor shall provide
continuous inspection and supervision of the work performed. The Contractor is responsible for
instructing his employees and agents in safe work practices.
16. Modification and Assignability: This Agreement may not be enlarged, modified or
altered except by written agreement signed by both parties hereto. The Contractor may not
subcontract or assign Contractor’s rights, including the right to compensation or duties arising
hereunder, without the prior written consent of City. Any subcontractor or assignee will be bound
by all of the terms and conditions of this Agreement.
17. Reports/Accountability/Public Information: Contractor agrees to develop and/or
provide documentation as requested by the City demonstrating Contractor’s compliance with the
requirements of this Agreement. Contractor shall allow the City, its auditors, and other persons
authorized by the City to inspect and copy its books and records for the purpose of verifying that
the reimbursement of monies distributed to Contractor pursuant to this Agreement was used in
compliance with this Agreement and all applicable provisions of federal, state, and local law. The
Contractor shall not issue any statements, releases or information for public dissemination
without prior approval of the City.
18. Non-Waiver: A waiver by either party any default or breach by the other party of
any terms or conditions of this Agreement does not limit the other party’s right to enforce such
term or conditions or to pursue any available legal or equitable rights in the event of any
subsequent default or breach.
19. Attorney’s Fees and Costs: That in the event it becomes necessary for either Party
of this Agreement to retain an attorney to enforce any of the terms or conditions of this
Agreement or to give any notice required herein, then the prevailing Party or the Party giving
notice shall be entitled to reasonable attorney's fees and costs, including fees, salary, and costs of
in-house counsel to include City Attorney.
20. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
21. Dispute Resolution:
a. Any claim, controversy, or dispute between the parties, their agents,
employees, or representatives shall be resolved first by negotiation between senior-level
personnel from each party duly authorized to execute settlement agreements. Upon
mutual agreement of the parties, the parties may invite an independent, disinterested
mediator to assist in the negotiated settlement discussions.
b. If the parties are unable to resolve the dispute within thirty (30) days from
the date the dispute was first raised, then such dispute may only be resolved in a court of
competent jurisdiction in compliance with the Applicable Law provisions of this Agreement.
22. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
23. Headings: The headings used in this Agreement are for convenience only and are
not be construed as a part of the Agreement or as a limitation on the scope of the particular
paragraphs to which they refer.
24. Severability: If any portion of this Agreement is held to be void or unenforceable,
the balance thereof shall continue in effect.
25. Applicable Law: The parties agree that this Agreement is governed in all respects
by the laws of the State of Montana.
26. Binding Effect: This Agreement is binding upon and inures to the benefit of the
heirs, legal representatives, successors, and assigns of the parties.
27. No Third-Party Beneficiary: This Agreement is for the exclusive benefit of the
parties, does not constitute a third-party beneficiary agreement, and may not be relied upon or
enforced by a third party.
28. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
29. Integration: This Agreement and all Exhibits attached hereto constitute the entire
agreement of the parties. Covenants or representations not contained therein or made a part
thereof by reference, are not binding upon the parties. There are no understandings between the
parties other than as set forth in this Agreement. All communications, either verbal or written,
made prior to the date of this Agreement are hereby abrogated and withdrawn unless specifically
made a part of this Agreement by reference.
**** END OF AGREEMENT EXCEPT FOR SIGNATURES ****
IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and year
first above written.
CITY OF BOZEMAN, MONTANA ____________________________________
CONTRACTOR (Type Name Above)
By________________________________ By__________________________________
Chris Kukulski, City Manager
Print Name:
Print Title: ____________________________
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
Statement of Non-discrimination – Attachment A
Each entity shall include a provision requiring submitting entity to affirm in writing it will not
discriminate on the basis of race, color, religion, creed, sex, age, marital status, national origin, or
because of actual or perceived sexual orientation, gender identity or disability and recognizing the
eventual contract will contain a provision prohibiting discrimination as described above and this
prohibition on discrimination shall apply to the hiring and treatment or proposer’s employees and
to all subcontracts.
(name of entity submitting) hereby affirms it
will not discriminate on the basis of race, color, religion, creed, sex, age, marital status, national
origin, or because of actual or perceived sexual orientation, gender identity or disability and
recognizing the eventual contract will contain a provision prohibiting discrimination as described
above and this prohibition on discrimination shall apply to the hiring and treatment or bidder’s
employees and to all subcontracts.
Name and title of person authorized to sign on behalf of submitter