HomeMy WebLinkAbout17- Amendment 2 to PSA - Sanderson Stewart - 2016 Capital Improvements Survey Amendment No. 2 to Professional Services Agreement
for 2016 Capital Improvements Survey
THIS AGREEMENT is made as of this '4.V� day of b,� ,2017,
between THE CITY OF BOZEMAN, a Municipal Corporation, Bozeman, Montana, herein referred to
as OWNER and Sanderson Stewart, an Engineering Consulting Firm of Bozeman, Montana, herein
referred to as ENGINEER.
WHEREAS, the parties have entered into a Professional Services Agreement dated May 9
2016, herein referred to as Original Agreement for professional engineering services; and
WHEREAS,the parties desire to further amend the provisions of this Agreement.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS
CONTAINED HEREIN,the parties agree as follows:
The conditions and provisions set forth in the attached EXHIBIT A(Scope of Services and Fee
Proposal) are hereby incorporated in and made part of this Agreement.
ARTICLE 1 -ENGINEERING SERVICES
1.1. The detailed description of the specific project components is described as follows:
This project is a topographic survey and CADD drafting services for street reconstruction
projects in Downtown Bozeman.
1.2. The scope of services under this contract is set forth in this agreement and the attached
EXHIBITS.
4.2 PRELIMINARY DESIGN PHASE
After receipt of written authorization to proceed with the Preliminary Design Phase, ENGINEER shall:
4.2.1. In consultation with OWNER determine general scope, extent and character of the
Project.
4.2.2. Design Survey: The ENGINEER shall conduct a design field survey of the project
areas, as necessary, for locating existing utilities (such as gas,power,telephone, TV cables,
water and sewer lines, irrigation facilities, fences, and approach driveways), existing
right-of-way and easements, and making measured drawings of or investigating conditions of
existing facilities. The ENGINEER shall provide suitable horizontal and vertical reference
control points for the construction phase.
4.2.3. ENGINEER shall prepare and furnish complete electronic copies of preliminary base
drawings as requested to OWNER and at the same time furnish copies as directed by OWNER
to agencies and/or parties having regulatory responsibilities or direct financial participation in
any part of the Project;provide any technical criteria, written descriptions and design data
necessary for securing permits or approval from authorities having jurisdiction to review and
approve the design, and assist owner in securing such approvals; and review documents in
person with OWNER and review authorities, and, if necessary, conduct a plan-in-hand site
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review. All changes agreed to between ENGINEER and OWNER will be noted in a
memorandum from the ENGINEER to the OWNER and incorporated into the final plans and
specifications.
The Preliminary Design Phase will be completed and submitted within 21 calendar days following
written authorization from OWNER to ENGINEER to proceed with that phase of services.
4.3 FINAL DESIGN PHASE
After written authorization to proceed with the Final Design Phase, ENGINEER shall:
4.3.1. Furnish OWNER an electronic copy of the base drawings in Autocad format.
The Final Phase will be complete and submitted within 5 calendar days following written authorization
from OWNER to ENGINEER to proceed with that phase of services.
ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE
6.1 LUMP SUM AGREEMENT FOR BASIC SERVICES AND EXPENSES OF ENGINEER
6.1.1 Payment. The OWNER shall for design phase services performed as Basic Engineering
Services under sections 4.1 through 4.3 of this agreement pay a total sum in the amount of
$3,000 for such services.
6.1.2 Payment Schedule. Total cumulative payments for the design phase engineering services
(sections 4.1 through 4.3) shall not exceed the following ceilings:
$2,000 (70% of design fee)until the Preliminary base drawings have been submitted to the
OWNER and review authorities.
6.1.3 General. Engineer shall submit monthly statements for services rendered. The
statements shall be based upon Engineer's estimate of the proportion of the total services
actually completed at the time of billing, subject to any limitations on Payments based on
completion of tasks or specific retainage requirements pursuant to the payment provisions of
the Agreement.
6.1.4 Reimbursable Expenses. Only those expenses specifically identified for payment under
section 6.2 of this Agreement are reimbursable. All other design related expenses are included
in the Lump Sum Payment for the Basic services (4.1 through 4.3) and are not separately
reimbursable. Additional Services specifically identified under the scope of design services
for payment under 6.1 are not separately reimbursable.
7.3 DIRECT LABOR COSTS
Direct Labor Costs used as a basis for payment mean the actual salaries and wages paid to all
ENGINEER's personnel engaged directly on the Project, including, but not limited to,
engineers, architects, surveyors, designers, drafters, specification writers, estimators, other
technical and business personnel; but does not include indirect payroll related costs or fringe
benefits. For the purposes of this Agreement the principals and employees of the ENGINEER
maximum billable Direct Labor Costs are:
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review. All changes agreed to between ENGINEER and OWNER will be noted in a
memorandum from the ENGINEER to the OWNER and incorporated into the final plans and
specifications.
The Preliminary Design Phase will be completed and submitted within 21 calendar days following
written authorization from OWNER to ENGINEER to proceed with that phase of services.
4.3 FINAL DESIGN PHASE
After written authorization to proceed with the Final Design Phase, ENGINEER shall:
4.3.1. Furnish OWNER an electronic copy of the base drawings in Autocad format.
The Final Phase will be complete and submitted within 5 calendar days following written authorization
from OWNER to ENGINEER to proceed with that phase of services.
ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE
6.1 LUMP SUM AGREEMENT FOR BASIC SERVICES AND EXPENSES OF ENGINEER
6.1.1 Payment. The OWNER shall for design phase services performed as Basic Engineering
Services under sections 4.1 through 4.3 of this agreement pay a total sum in the amount of
$3,000 for such services.
6.1.2 Payment Schedule. Total cumulative payments for the design phase engineering services
(sections 4.1 through 4.3) shall not exceed the following ceilings:
$2,000 (70% of design fee) until the Preliminary base drawings have been submitted to the
OWNER and review authorities.
6.1.3 General. Engineer shall submit monthly statements for services rendered. The
statements shall be based upon Engineer's estimate of the proportion of the total services
actually completed at the time of billing, subject to any limitations on Payments based on
completion of tasks or specific retainage requirements pursuant to the payment provisions of
the Agreement.
6.1.4 Reimbursable Expenses. Only those expenses specifically identified for payment under
section 6.2 of this Agreement are reimbursable. All other design related expenses are included
in the Lump Sum Payment for the Basic services (4.1 through 4.3) and are not separately
reimbursable. Additional Services specifically identified under the scope of design services
for payment under 6.1 are not separately reimbursable.
7.3 DIRECT LABOR COSTS
Direct Labor Costs used as a basis for payment mean the actual salaries and wages paid to all
ENGINEER's personnel engaged directly on the Project, including, but not limited to,
engineers, architects, surveyors, designers, drafters, specification writers, estimators, other
technical and business personnel; but does not include indirect payroll related costs or fringe
benefits. For the purposes of this Agreement the principals and employees of the ENGINEER
maximum billable Direct Labor Costs are:
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Principal $53.50/hour
Project Manager $49.77/hour
Senior Engineer $49.77/hour
Project Engineer $33.46/hour
Staff Engineer $27.22/hour
CADD Designer $27.83/hour
Senior Professional Land Surveyor $39.38/hour
Staff Surveyor $26.41/hour
Clerical $19.52/hour
Except as specifically amended herein, the original agreement shall remain in full force and effect and
the Parties shall be bound by all terms and conditions therein.
IN WITNESS WHEREOF,the parties hereto do make and execute this Agreement on the day
and year first above written.
CITY OF ZEMA
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ATTEST: ;�� ;- i ',1?.y�.Ci1� w,c�►�a�er
Robin Crough
City Clerk 9�•.• '��83 ••S�.
TIN CO•�'
APPRO ED A T ORM
By:
City Attorney
ENGINE
By:
Its:
ATTEST:
By:
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SANDERSON OfAi
STEWART
November 3,2017
Mr. Kellen Gamradt,PE
City of Bozeman
20 E. Olive Street
Bozeman,MT 59715
Via email: kgamradt@bozeman.net
Reference: Proposal for Surveying Services—South Tracy Avenue
Dear Kellen:
The following is a proposal for Sanderson Stewart to provide surveying services in connection with
your project described as follows:
Topographic survey for South Tracy Avenue from College Street to a half block south of
Harrison Avenue in Bozeman.
If this proposal is acceptable to you,please execute this agreement where noted. This agreement,
along with the attached Terms and Conditions sets forth the terms of the contract between the City
of Bozeman (hereinafter"Client") and Sanderson Stewart. The attached Terms and Conditions are
expressly incorporated into and made part of the contract between Client and Sanderson Stewart.
Overview
Sanderson Stewart will provide topographic surveying services for South Tracy Avenue from
College Street to a half block south of Harrison Avenue. Existing control at the intersection of
College Street and Tracy Avenue will be utilized and we will set 3-4 additional control points.
Measure downs will be provided for all existing storm and sanitary sewer manholes and water valves.
We will search for property pins within the area,but a complete boundary survey is not anticipated
to be needed. Drafting services will be provided for preparation of a base drawing in AutoCAD
format and the drawing will be combined with the previous Tracy Avenue base drawing.
Services not set forth above as basic services are specifically excluded from the scope of Sanderson
Stewart's services. Sanderson Stewart assumes no responsibility to perform any services not
specifically listed as basic services. If the Client and Sanderson Stewart agree in wilting via an
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Mr.Kellen Gamradt,PE
November 3,2017
Page 2
amendment to this agreement, Sanderson Stewart will provide additional services as requested by the
Client.
Notwithstanding the foregoing, Sanderson Stewart shall have the right,but not the obligation, to
provide,without advance authorization from the Client, other services made necessary by the default
of the contractor or Client,or by deficiencies,delays,or defects in the work provided by the
contractor. Sanderson Stewart shall provide written notice of the provision of such services as soon
as reasonably possible.
Project Staff
The following Sanderson Stewart staff will be assigned to the project:
Project Manager: Danielle Scharf,Bozeman Regional Director
Survey Staff: Keith Springer,Staff Land Surveyor
Drafting/Design: Curtis Kramer,Designer
Project Schedule
We can begin work on this project within three (3)working days of client authorization. Once we
have received your authorization to proceed,we can schedule this work.
Fee and Billing Arrangements
Invoice and Billing: Sanderson Stewart will bill for its services on a lump sum basis in the amount
of 3 000.00. Sanderson Stewart shall submit invoices to the Client for work accomplished during
each calendar month. For services provided on a lump sum basis,the amount of each monthly
invoice shall be determined on the"percentage of completion method"whereby Sanderson Stewart
will estimate the percentage of the total work(provided on a lump sum basis) accomplished during
the invoicing period. Monthly invoices shall include, separately listed,any charges for services for
which time charges and/or unit costs shall apply. Such invoices shall also include, separately listed,
any charges for consultants retained by Sanderson Stewart,and reimbursable costs. Such invoices
shall be submitted by Sanderson Stewart as soon as possible after the end of the month in which the
work was accomplished and shall be due and payable by the Client upon receipt.The Client agrees
that the monthly invoice from Sanderson Stewart is correct, conclusive,and binding on the Client
unless the Client,within 20 working days from the date of receipt of such invoice,notifies
Sanderson Stewart in writing of alleged inaccuracies,discrepancies,errors in the invoice, or the need
for additional backup.
Entire Agreement:This agreement,including the attached Terms and Conditions incorporated into
and made part of this contract,constitutes the entire agreement between Sanderson Stewart and
Initial
Mr. Kellen Gamradt,PE
November 3,2017
Page 3
Client. It supersedes all prior communications,understandings and agreements,whether oral or
written. It shall become effective after being signed and dated by both parties;and, upon each page
being initialed by Sanderson Stewart.Any amendment or modification to this contract must be
written and executed by both Sanderson Stewart and Client.
Conclusion
Kellen,we look forward to working with you on this project. Please call me at 406/922-4325 if you
have any questions regarding this proposal. Otherwise,if it meets your approval, simply return a
signed copy of this agreement. Thank you.
cerely,
anielle R. Scharf,PE,PTOE,LEED AP
Associate Principal/Bozeman Regional Director
I hereby authorize SANDERSON STE`UART to proceed as described above and, by my signature,
acknowledge and agree to the Terms and Conditions attached to and made part of this contract.
Moreover, an electronic or faxed copy of my signature shall be as effective as any original:
B5
Client Title Date
69
By
Sanderson Stewart Title ate
DRS
Enc.
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Initial
SANDERSON t!•�
STEWART
TERMS AND CONDITIONS
INTEREST,SUSPENSION,AND COLLECTION COSTS: Any invoice not paid within 30'days of date of invoice shall bear interest at 1.5 percent
per month on the unpaid balance. If CLIENT fails to make payment within 45 days of the date of any invoice,SANDERSON STEWART shall have the
right,but not the obligation,to suspend work and withhold deliverables until payment in full,including interest,is received.SANDERSON STEWART shall
have no liability whatsoever to the CLIENT for any costs or damages as it result of such suspension. If SANDERSON STEWART resumes services after
payment by CLIENT,the time schedule and compensation shall be equitably adjusted to compensate for the period of suspension plus any other reasonable
time and expense necessary for SANDERSON STEWART to resume performance.
If an invoice remains unpaid for more than 90 days,SANDERSON STEWART shall have the right,but not the obligation,to initiate collection procedures.
If the CLIENT fails to make payment when due and SANDERSON STEWART incurs any costs in order to collect sums from the CLIENT,the CLIENT
agrees that all such collection costs incurred shall immediately become due and payable to SANDERSON STEWART. Collection costs shall include,but
are not limited to,legal fees,collection agency fees and expenses,court costs,collection bonds,and reasonable staff costs for SANDERSON STEWART's
staff for time spent in efforts to collect. 'Phis obligation of CLIENT to pay SANDERSON STEWART's collection costs shall survive the term of this
Agreement or any termination by either party.
It is understood and agreed that SANDERSON STEWART's services under this Agreement do not include participation,whatsoever,in any litigation.
Should such services be required,a Supplemental Agreement may be negotiated between the CLIENT and SANDERSON STEWART describing the
services desired and providing a basis for compensation to SANDERSON STEWART.
TERMINATION OF SERVICES FOR NON-PAYMENT: If the CLIENT fails to make payment to SANDERSON STEWART in accordance with
this Agreement, this shall constitute a material breach of this Agreement and shall be cause for termination of this Agreement by SANDERSON
STEWART.
SET-OFFS,BACK CHARGES,AND DISCOUNTS: Payment of invoices shall not be subject to any discounts or set-offs by the CLIENT'unless
agreed to in writing by SANDERSON STEWAIVE Payment to SANDERSON S'IEWART for services rendered and expenses incurred shall be due and
payable regardless of any subsequent suspension or termination of this Agreement by either party,
INFORMATION PROVIDED BY CLIENT OR OTHERS: CLIENT agrees to provide to SANDERSON STEWART all available information
necessary to perform duties as outlined in the attached scope of services. The CLIENT shall furnish,at CLIENT'S expense,all information,requirements,
reports,data,surveys,and instructions required. SANDERSON STEWARI'is entitled to rely on the accuracy and completeness of all such information
provided.
CLIENT shall furnish right-of-way entry onto the project site for SANDERSON STEWART to perform necessary field measurements or studies.
OWNERSHIP OF INSTRUMENTS OF SERVICE: All reports,drawings,specifications,computer files,field data,notes,and other documents and
instruments prepared by SANDERSON STEWART as instruments of service shall remain the property of SANDERSON STEWART. SANDERSON
91EWt1R'1'retains all common law,statutory and other reserved rights,including the copyright to all instruments of service. If any instruments of service
must be filed with governmental agencies,SANDERSON STEWART will furnish copies to the CLIENT upon request. The CLIENT will not reuse or
modify the instruments of service without SANDERSON STEWART's prior written authorization. The CLIENT agrees,to the fullest extent permitted by
law, to defend,indemnify,and hold harmless SANDERSON STEWART, its officers, directors, employees, and agents, from and against any and all
damages,claims,liabilities,costs,or suits,including reasonable attorney's fees and defense costs,arising from,allegedly arising from,or in any way connected
with,the unauthorized reuse or modification of any instrument of service by any person or entity other than SANDERSON STI:WART.
ELECTRONIC FILES: SANDERSON STEWART may furnish drawings, reports, or data on electronic media generated and furnished by
SANDERSON STEWART The CLIENT understands and agrees that all such electronic files are instruments of service of SANDERSON STEWART,
that SANDERSON STEWART shall be deemed the author,and shall retain all common law,statutory law,and other rights,including copyrights. The
CLIENT agrees not to reuse these electronic files,in whole or in part,for any other purpose other than for the project. The CLIENT agrees not to transfer
these electronic files to others without the prior written consent of SANDERSON STEWART The CLIENT further agrees to waive all claims against i
SANDERSON STEWART resulting in any way from any unauthorized changes to or reuse of the electronic files for any other project by anyone other than
SANDERSON STEWART.
The CLIENT is aware that differences may exist between the electronic files delivered and the printed hard-copy construction documents. In the event of a
conflict between the signed construction documents prepared by SANDERSON S'1TWART and electronic files, the signed or sealed hard-copy
construction documents shall govern.
Additionally,the CLIENT agrees,to the fullest extent permitted by law,to defend,indemnify,and bold harmless SANDERSON STEWART,its officers,
directors,employees,and agents,against all damages,liabilities,claims,or suits,including reasonable attorney's fees and defense costs,arising from any
changes made by anyone other than SANDERSON STEWART, or from any reuse of the electronic files without the prior written consent of
SANDERSON STEWARI'.
Under no circumstances shall delivery of electronic files for use by the CLIENT be deemed a sale by SANDERSON STEWART;and SANDERSON
91T;WART makes no warrantees,either express or implied,of merchantability or fitness for any particular purpose. SANDERSON S'IEWART shall not
be liable for indirect or consequential damages as a result of the CLIENT's use or reuse of electronic files.
OPINIONS OF PROBABLE COST: CLIENT hereby acknowledges that SANDERSON STEWART cannot warrant that any opinions of probable cost
provided by SANDERSON STEWART will not vary from actual costs incurred by the CLIENT. The CLIENT understands that SANDERSON
S'1T;WART'has no control over the cost or availability of labor,equipment,materials,or over market conditions or the Contractor's method of pricing.
SANDERSON STEWART makes no warranty, express or implied, that the bids or the negotiated cost of the work will not vary from SANDERSON
S'1EWARl7s opinion of probable cost.
LIMIT OF LIABILITY: In recognition of the relative risks and benefits of the project to both the CLIENT and SANDERSON STEWART,the risks !
have been allocated such that the CLIENT agrees to limit the liability of SANDERSON STEWART to the CLIENT for any and all claims, cause or
combination of causes,including attorney's fees,costs,and expert witness fees so that that the total aggregate liability of SANDERSON STEWART to
CLIENT shall not exceed$50,000.00 or SANDERSON STEWART's total fees for services on this project,whichever is greater. It is intended that this
limitation apply to any and all claims,liability or causes of action,however alleged or arising.
CONSTRUCTION SERVICES: If, under this Agreement, professional services are provided during the construction phase of the project,
SANDERSON STEWART shall not be responsible for or have control over means, methods, techniques, sequences, or procedures, or for safety
precautions and programs in connection with the Work;not shall SANDERSON STEWART be responsible for the Contractor's failure to carry out the
Work in accordance with the Contract Documents or for the Contractor's failure to comply with the applicable laws,ordinances,rules,or regulations. These
rights and responsibilities are solely those of the Contractor.
SANDERSON STEWART shall not be responsible for any acts or omissions of the Contractor,subcontractor,or any person or entity performing any
portion of the work. SANDERSON STEWART does not guarantee or warrant the performance of any Contractor and shall not be responsible for the
Contractor's failure to perform its work in accordance with the Contract Documents or any applicable codes,laws,rules or regulations.
JOB SITE SAFETY: Neither the professional activities of SANDERSON STEWART, nor the presence of SANDERSON STEWART at the
construction/project site, shall relieve the general contractor and all subcontractors of any of their responsibilities and duties to perform the work in
accordance with the contract documents and to comply with any health or safety precautions required by any regulatory agencies. SANDERSON
STEWART does not have authority to control any construction contractor or its employees in connection with their work or any health or safety programs
or procedures. The CLIENT agrees that the contractor and subcontractors are solely responsible for job site safety and warrants that this intent shall be
carried out in the CLIENT'S contract with the general contractor. The CLIENT also agrees that CLIENT and SANDERSON STEWART shall be
indemnified by the general contractor for any such claims,and shall be made additionally insured under the general contractor's insurance policies.
RECOMMENDATIONS BY SANDERSON STEWART: Sanderson Stewart may provide advice and/or recommendations to the CLIENT during
Sanderson Stewart's provision of services for the CLIENT's project. If the CLIENT declines to follow the advice and/or recommendations provided by
Sanderson Stewart, the CLIENT agrees that Sanderson Stewart shall not have any liability for adverse consequences or damages resulting from the
CLIENT's failure to follow the advice and/or recommendations of Sanderson Stewart.Additionally,the parties agree that the CLIENT's failure to follow
advice and/or recommendations of Sanderson Stewart may be cause for Sanderson Stewart to immediately terminate this Agreement at Sanderson Stewart's
sole discretion.
PERMITTING: SANDERSON STRWAWI'shall assist the CLIENT in applying for permits and approvals where required by law. In cases where the
scope of services requires SANDERSON STEWART to submit,on behalf of the CLIENT,a permit application and/or approval by a third party to this
contract,SANDERSON STEWART does not make any warranties,guarantees,or representations as to the success of SANDERSON STEWART s effort
on behalf of the CLIENT. Payment for services rendered by SANDERSON STEWART'is not contingent upon the successful acquisition of these permits.
NO ASSIGNMENT WITHOUT CONSENT: Neither party may assign this Agreement without the written agreement of the other party.
TERMINATION: In the event of termination of this Agreement by either party,the CLIENT shall,within 15 days of termination,pay SANDERSON
STEWART for all services rendered and reimbursable costs incurred by SANDERSON STEWART up to the date of termination.
The CLIENT may terminate this Agreement for convenience and without cause upon 21 calendar days'written notice.
Either party may terminate this Agreement for cause upon 10 calendar days'written notice for the following reasons:
1, Substantial failure by either party to perform in accordance with this Agreement;
2. Assignment of this agreement without the written consent of the other party;
3. Suspension of the project or SANDERSON SIEWART's services for more than 60 calendar days,consecutive or aggregate;
4. Material changes in the conditions under which this Agreement was executed,the Scope of Services,the nature of the project,or the
failure of the parties to reach an agreement on compensation and/or schedule adjustments necessitated by such changes.
In the event of a termination not the fault of SANDERSON STEWART, the Client shall pay SANDERSON STEWART,in addition to payment for
services rendered and reimbursable expenses incurred,all expenses incurred by SANDERSON STEWART in connection with the orderly termination of
this Agreement,including,but not limited to,demobilization,reassignment of personnel,associated overhead costs,and all other expenses resulting from the
termination.
CONSEQUENTIAL DAMAGES: Notwithstanding any other provision in this Agreement,neither the CLIENT nor SANDEMSON STEWART,their
respective officers,directors,shareholders,partners,employers,agents,members,subconsultants,or employees shall be liable to the other or shall make any
claim for any incidental,indirect,or consequential damages arising out of or in any way connected to the project or this Agreement. This mutual waiver of
consequential damages shall include,but is not limited to,loss of use,loss of profit,loss of business, loss of income,loss of reputation, or any other
consequential damages that either party may have incurred from any cause of action.
DISPUTE RESOLUTION, VENUE, AND CHOICE OF LAW: Any claim arising out of or related to this Agreement (except for Collection
Procedures employed by SANDERSON STEWART and those waived or barred as provided elsewhere in this Agreement),shall be subject to mediation as
a condition precedent to arbitration or to the institution of legal or equitable proceedings by either party, The parties shall endeavor to resolve their claims
by mediation. Either party may file a request for mediation. Mediation shall proceed in advance of legal or equitable proceedings,which shall be stayed
pending mediation for a period of sixty(60)days from the date of filing,unless stayed for a longer period by agreement of the parties or by court order. The
parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Billings,Montana. Any agreements reached in mediation
shall be enforceable as settlement agreements by any court having jurisdiction.
Venue for any arbitration or litigation arising out of this Contract shall be in the Thirteenth Judicial District,Yellowstone County,Montana. This Agreement
shall be governed by,and interpreted under,the law of the State of Montana.
ENTIRE AGREEMENT: This Agreement is the entire agreement between SANDERSON STEWART and CLIENT. It supersedes all prior
communications, understandings, and agreements,whether oral or written. Any amendment or modification to this Agreement must be written and
executed by both SANDERSON STEWART and CLIENT.
N:Rev Terms and Conditions