HomeMy WebLinkAbout01- Morrison-Maierle Professional Services Agreement (4)
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PROFESSIONAL SERVICES AGREEMENT
TI-IlS IS AN AGREEMENT made as of the 19th day of ~1arch ,2001, between THE
CITY OF BOZEMAN, a Municipal Corporation, Bozeman, Montana, (OWNER) and
Morrison-Maierle, Inc., Bozeman, Montana, (ENGINEER).
Whereas the accomplishment of the services described in this Agreement IS essential to the
OWNER'S public works improvement program.
Whereas private land developers, hereinafter DEVELOPER, regularly submit various master
planning, planning, zoning, subdivision, and professional engineering documents prepared by
DEVELOPER to the OWNER for reviews and approvals by OWNER of DEVELOPER'S
submittals.
Whereas the OWNER intends to augment its Engineering Office staff for purposes of expediting
reviews and approvals of certain private land development projects' submittals and has selected the
ENGINEER to provide necessary and professional engineering services for said purposes (the
Project).
Whereas the ENGINEER represents that it is willing and qualified to perform the professional
engineering services for the purposes described in this Agreement.
Therefore, in consideration of the foregoing recitals and the mutual covenants and conditions
contained herein, the parties agree as follows:
The conditions and provisions set forth in the attached EXHIBIT A - ENGINEER'S STATUS
DURING CONSTRUCTION are hereby incorporated in and made part of this Agreement.
ARTICLE 1 - ENGINEERING SERVICES
1.1. The detailed description of the specific project services is described as follows:
- Proactively work with the DEVELOPER'S consulting team to facilitate preparation and presentation of
complete submittals for annexation, zone map amendment, subdivision and platting, site plan review,
infrastructure plans and specifications, and construction concepts to the OWNER.
. Review all submittals by DEVELOPER to OWNER pertaining to OWNER'S public works program to
assure that they comply with the regulations, ordinances, master plan documents, policies, and procedures
established by the OWNER and the State of Montana.
· Provide review comments on said submittals, and proposed conditions of approval for consideration by
OWNER. Present preliminary findings and recommendations to OWNER and be prepared to answer
questions at public hearings and meetings, as necessary regarding same.
· Attend Development Review Committee, Planning Board, and City Commission meetings at which
DEVELOPER'S project is to be discussed, as requested.
. Based on OWNER'S various project approvals, provide detailed reviews of DEVELOPER 's engineering
submittals.
· Provide approval recommendation to OWNER'S Engineering Office, as appropriate.
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. Provide oversight of DEVELOPER'S resident project representative, making rccommendations to
OWNER as requested by OWNER.
. Review as-constructed drawings submitted by DEVELOPER'S engineer.
. Provide other related engineering review services, as requested by OWNER.
1.2. The scope of services under this contract are set forth in this agreement and the attached EXHIBIT A.
ARTICLE 2 - ENGINEER'S RESPONSIBILITIES
2.1. ENGINEER shall perform for OWNER professional engineering review services in all phases ofthe Projectto which
this Agreement applies as hereinafter provided. These services will include, but not be limited to, serving as OWNER'S
professional engineering representative for the Project, providing professional engineering consultation and advice and
furnishing customary civil engineering services incidental thereto.
2.2. The ENGINEER shall furnish all labor, materials, equipment, supplies, and incidentals necessary to conduct and
complete the ENGINEER'S portions of the Project and to prepare and deliver to the OWNER all data, reports, and
recommendations as designated herein.
2.3. The ENGINEER shall ascertain such information as may have a bearing on the work from local units of government,
public, and private organizations and shall be authorized to procure information from other authorities as to the extentofthese
contacts and the results thereof.
2.4. The ENGINEER'S work shall be in accordance with the standards of sound engineering practices.
2.5. The ENGINEER shall name a Principal-In-Charge for the duration ofthe project. The Principal-In-Charge shall be
John R. Schunke, P.E.
2.6. The ENGINEER shall name a Project Manager who shall be the liaison between the ENGINEER and the OWNER.
The Project Manager shall be Phillip J. Forbes, P.E. The OWNER may name a Task Director who would be the liaison
between the ENGINEER and the OWNER.
2.7. DELETED.
ARTICLE 3 - OWNER'S RESPONSIBILITIES
3.1 The OWNER shall name a Task Director who shall be the liaison between the ENGINEER and the OWNER during
the term ofthe Project. The Task Director designated shall be Craig E. Brawner, P.E.
3.2 The OWNER shall have the right of review and examination of the ENGINEER'S work at all times.
3.3 The OWNER shall make available all records (as-built drawings, construction records, etc.) indicating the existing
configuration of the city utilities. The OWNER shall also make available all rules, regulations, City Code provisions, etc. it
uses in the normal performance of this work by its employees.
3.4 DELETED.
3.5 The OWNER shall attend any pre-bid conferences, pre-construction conferences, construction progress and other job
related meetings, substantial completion inspections and final inspections.
3.6 The OWNER shall make its staff available to ENGINEER during normal business hours.
ARTICLE 4 - BASIC ENGINEERING SERVICES
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The ENGINEER shall render professional engineering review services as follows:
4.l PRE-DESIGN CONSULTATION PHASE
After written authorization to proceed, ENGINEER shall:
4.1.1 Consult with OWNER to clarify and define OWNER'S requirements for the Project and review available
data.
4.1.2 Advise OWNER as to the necessity of OWNER'S providing or obtaining from others, data or services and
assist OWNER in obtaining such data or services.
4.1.3 Identify and analyze requirements of governmental authorities having jurisdiction to approve the
DEVELOPER'S submittals and participate in consultations with such authorities.
4.1.4. Contact the DEVELOPER'S engineers, planners, other consultants,and subconsultantsto provide informal
pre-design reviews and recommendations.
4.1.5. DELETED.
4.1.6 Assist in formation of Special Improvement Districts (SID) by reviewingdistrictboundarydescriptionsand
maps, reviewing property owner's and assessments role lists including project assessment costs based on the
preliminary project cost estimates, all provided by DEVELOPER, and providingtechnical information to OWNER at
SID public hearings, if applicable.
4.1.7. DELETED.
4.1.8. Upon request, furnish copies of any notes taken during review of documents submitted by DEVELOPER,
and review them in person with OWNER.
Each individual task undertaken during the Pre-design Consultation Phase will be completed within 7 calendar days following
written authorization from OWNER to ENGINEER to proceed with the individual task in this phase of services.
4.2 DELETED.
4.3 FINAL DESIGN REVIEW PHASE
After written authorization to proceed with the Final Design Review Phase, ENGINEER shall:
4.3.1. On the basis of the accepted Preliminary Design Memorandum review final drawings and Technical
Specifications submitted to OWNER by DEVELOPER'S engineer of sufficient detail to show the general scope,
extent and detailed character of the work to be furnished and performed by the DEVELOPER'S Contractor(s)
suitable for use in the project construction.
4.3.2. Advise OWNER of any changes in general scope, extent or character or design requirementsofthe Project.
Furnish to OWNER an opinion of the approvability of the Drawings and Specifications.
4.3.3. DELETED.
4.3.4. DELETED.
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Each Final Design review will be completed within 14 calendar days following receipt by ENGINEER of DEVELOPER'S
submittals
4.4 DELETED.
4.5 CONSTRUCTION PHASE
It is understood and agreed the responsibilities of providing all usual and normal Construction Phase services are those of
DEVELOPER'S engineer.
ENGINEER agrees to provide spot reviews of DEVELOPER'S engineer's activities, as requested by OWNER. Said activities
are summarized as follows:
4.5.1. General Administration. ENGINEER shall consult with and advise OWNER and act as OWNER'S
representative as provided in EXHIBIT A - ENGINEER'S ST A T,US DURING CONSTRUCTION, attached to
and made part of this Agreement. The extent and limitations of the authority, duties, and responsibilities of the
ENGINEER on the construction job site as assigned here-in shall not be modified except as the ENGINEER may
otherwise agree in writing. All of OWNER'S instructions to Contractor(s) will be issued through DEVELOPER'S
engineer who will have authority to act on behalf of DEVELOPER to the extent provided in the General Conditions
except as otherwise provided in writing.
In addition to the services provided under Article 10 (Exhibit A) the ENGINEER may provide the followingservices
to OWNER during construction upon request by OWNER:
4.5.1.1 Attend a pre-construction conference.
4.5.1.2 Provide personnel, equipment and supplies forcheckingDEVELOPER'Sengineer'sconstruction
layout and control, including line, grade, and blue top control staking.
4.5.1.3 Review Contractors' construction schedules and operations, and the Contractors' traffic control
plans and its implementation prior to the start of construction.
4.5.1.4 Ascertain that the Contractor has secured required permits needed to accomplish his work.
4.5.1.5 Review weekly activity and progress reports submitted to OWNER by DEVELOPER'Sengineer.
4.5.1.6 ENGINEER shall provide OWNER copies of all correspondence sent or received by the
ENGINEER during the construction period.
4.5.1.7 Advise OWNER when work is not or cannot be perfonned in accordance with the Contract
Documents.
4.5.1.8 DELETED.
4.5.1.9 DELETED.
4.5.1.10 Prepare recommendations for OWNER'S approval any plan and specification changes which due
to any initial design or engineering deficiencies are required to complete the project original design
concept.
4.5.1.11 DELETED.
4.5 .1.12 Conduct with the OWNER a final project inspection and submit a letter report to the OWNER
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documenting any outstanding items or deficiencies requiring correction prior to acceptance.
4.5.1.13 DELETED.
4.5.2. DELETED.
4.5.3 Limitations of Responsibilities. ENGINEER will not be responsible for DEVELOPER'S and/or
CONTRACTOR'S means, methods, techniques, sequences or procedures of construction, or the safety precautions
and programs incident thereto, and ENGINEER will not be responsible for CONTRACTOR'S failure to perform or
furnish the Work in accordance with the Contract Documents.
4.6. PROJECT DOCUMENTATION
ENGINEER shall furnish OWNER with (a) written monthly reports, and (b) a project notebook containing such
correspondence and documentation as requested by OWNER.
4.7. CONSTRUCTION TESTING
The inspection services may include spot reviews of DEVELOPER'S engineer's material testing and verification of contract
compliance with job site requirements, plans and specifications.
The ENGINEER shall review any detailed documentation of the following material testing provided to OWNER by
DEVELOPER'S engineer:
1) Concrete strength, air content and slump
2) Embankment, trench backfill, and gravel and pavement densities
3) Aggregate gradations
4) Plant mix strength, flow and asphalt content
ARTICLE 5 - ADDITIONAL SERVICES
5.1. If OWNER wishes ENGINEER to perform any of the following Additional Services, OWNER shall so instruct
ENGINEER in writing, and ENGINEER shall perform or obtain from others such services and will be paid therefore as
provided in the Agreement:
5.1.1. Legal land surveys performed to obtain data for preparing easements and rights-of-way descriptions.
5.1.2. Preparation of applications and supporting documents for governmental agencies in addition to those
required under Basic Services; preparation or review of environmental studies and related services; and assistancein
obtaining environmental approvals.
5.1.3. Services resulting from significant changes in the general scope, extent or character ofthe Project or major
changes in documentation previously accepted by OWNER where changes are due to causes beyond ENGINEER'S
control.
5.1.4. Providing renderings or models.
5.1.5. DELETED.
5.1.6. Providing other services not otherwise provided for in the Agreement, including services normally
furnished by the OWNER as elsewhere herein described.
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5.1,7. Furnishing the services of independent professional associates or consultants for other than Basic Services.
5.2. When required by the Contract Documents in circumstances beyond ENGINEER'S control, ENGINEER shall
perform or obtain from others any ofthe following Additional Services as circumstances require during construction and
without waiting for specific instructions from OWNER, and ENGINEER will be paid therefore as provided in this Agreement:
5.2.1. Services in connection with work directive changes and change orders to rcflect the changes requested by
OWNER ifthe resulting change in compensation for Basic Services is not commensurate with the additional services
rendered.
5.2.2. DELETED.
5.2.3, Services resulting from significant delays, changes or price increases occurring as a direct result of
materials, equipment or energy shortages.
5.2.4. Additional or extended services during construction made necessary by (1) work damage by fire or other
causes during construction, (2) a significant amount of defective or neglected work of any Contractor, (3)
acceleration ofthe progress schedule involving services beyond normal working hours, (4) default by any Contractor.
ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE
6.1 PAYMENT FOR SERVICES AND EXPENSES OF ENGINEER
6.1, I DELETED.
6.1.2 DELETED.
6.1.3 General. Engineer shall submit weekly statements for services rendered. The statements shall be based
upon Engineer's 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 DELETED.
6.2 DIRECT LABOR COST PAYMENT FOR SERVICES AND EXPENSES OF ENGINEER.
It is understood and agreed that all services provided by the ENGINEER are at the request of the OWNER. It shall be the
responsibility ofthe OWNER to notify the ENGINEER when to terminate services. Services performed as Basic Engineering
Services under Article 4 shall be compensated in accordance with the following:
6.2.1 The OWNER shall pay for all services rendered as provided under 6.2.1.1. The actual amount shall not
exceed $60,000.00 except as provided under 6.2.1.2 and 6.2.4,
6.2,1.1 Costs Compensation. Compensation for these services shall be based on the ENGINEER'SBilling
Rates for services rendered which shall cover Direct Labor, Direct Labor Overhead, General &
Administrative Overhead, Profit, and Reimbursable Expenses as provided under 7.4.
6.2.1.2 Notification, At any time during the term ofthis Agreement that it becomes apparent the cost of
services will exceed the not-to-exceed compensation for these services as provided under6.2.1, and priorto
performing services in excess of said contract ceiling, the ENGINEER shall give OWNER written notice
thereof, Promptly thereafter OWNER and ENGINEER shall review the scope and progress ofthe work.
ENGINEER shall obtain written authorization from OWNER, prior to any additional costs being incurred
under paragraph 6.2.1.3. Ifit is determined that due to a change in project scope under paragraph 5.2. I , the
ENGINEER is entitled to additional compensation, OWNER and ENGINEER may negotiate terms as
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provided under 6.2.1.3. The amount and terms of any additional compensation under 6.2.1.3 shall be
negotiated and agreed in writing pursuant to 9.16.
6.2.1.3 DELETED.
6.2.2. Reimbursable Expenses, as defined in section 7.4 of this Agreement, for Basic Services and Approved
Additional Services shall be paid to the ENGINEER by the OWNER in the actual amount ofthe costs incurred for
consultants employed by the Engineer, plus an administrative fee often percent (l0%) of said actual amount.
6.2.3. DELETED.
6.2.4 The OWNER shall pay an amount for Additional Services rendered by the ENGINEER and approved in
writing by the OWNER on the basis of the ENGINEER'S Billing Rates, or an amount otherwise negotiated at the
time such services are requested and approved by the OWNER.
ARTICLE 7 - MEANING OF TERMS
7.1 AGREEMENT
As used herein the term "this Agreement" refers to the contents ofthis document and its Exhibits attached hereto and referred
to as ifthey were part of one and the same document. .
7.2 DELETED.
7.3 LABOR BILLING RATES
Billing Rates 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 plus indirect payroll related costs, fringe benefits, and profit. For the
purposes of this Agreement the Billing Rates of principals and employees of the ENGINEER are:
Principals
Project Manager
Senior Engineer
Senior Staff Engineer
Engineering Technicians
Planner
CADD Technician
Registered Land Surveyor
Senior Survey Crew
Survey Crew
Clerical
7.4 REIMBURSABLE EXPENSES
$Il3.00/hour
$85.00/hour
$73.50/hour
$65.00/hour
$53.50/hour
$85.00/hour
$50.00/hour
$85.00/hour
$90.00/hour
$85.00/hour
$31.00/hour
Reimbursable Expenses mean the actual expenses incurred by ENGINEER or ENGINEER'S independent professional
associates or consultants directly in connection with the Project, such as expenses for: transportationand subsistenceincidental
thereto; toll telephone calls and telegrams; reproduction of reports and similar Project-related items; and if authorized in
advance by OWNER, overtime work requiring higher than regular rates. In addition, when compensation for Basic Services is
on the basis of Billing Rates method of payment, Reimbursable Expenses will also include the amount billed to ENGINEER
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by special consultants employed by ENGINEER and authorized by OWNER (other than as an authorized Additional Services)
and will also include expenses incurred for computer time and other specialized equipment, including an appropriate charge for
previously established programs and expenses of photographic production techniques.
ARTICLE 8 - PAYMENT PROVISIONS
8.1 TIMES OF PAYMENTS. ENGINEER shall submit weekly statements for Basic Services and approved Additional
Services rendered and for Reimbursable Expenses incurred; however, payments shall not exceed the ceilings provided in 6.1
and 6.2. If OWNER disputes the amount of the billing, OWNER will notify the ENGINEER in writing within ten (10)
calendar days of the receipt of bill ofthe dispute.
8.2 REQUESTS FOR PAYMENT. Each request for payment shall include a documentation summary ofthe period
incremental man hours incurred, billed rates, detail of reimbursable costs, total period billing, and total cumulative billing.
When requested by OWNER, services for distinct project segments shall be accounted and billed separately.
8.3 PAYMENT UNDER TERMINATION. In the event oftennination by the OWNER upon the completion of any
phase of the Basic Services, progress payments due ENGINEER for services rendered through such phase shall constitutetotal
payment for such services. In the event of such termination by OWNER during any phase ofthe Basic Services, ENGINEER
also will be reimbursed for the charges of pre-approved independent professional associates and consultants employed by
ENGINEER to render Basic Services, and paid for services rendered during that phase on the basis ofthe payment provisions
ofthe Agreement. In the event of any such tennination, ENGINEER will be paid for unpaid pre-approved AdditionalServices
and unpaid Reimbursable Expenses which are authorized under this agreement.
ARTICLE 9 - GENERAL CONSIDERATIONS
9.1 TERMINATION OF AGREEMENT
9. 1.1 The sole right is hereby reserved to the OWNER to tenninate this Engineering Agreement for any and all
causes or for it's convenience at any time upon five (5) days written notice to the ENGINEER.
9.1.2 Iftennination for default is effected by the OWNER, an equitable adjustment in the price provided for in
this Agreement shall be made, but (1) no amount shall be allowed for anticipated profit on unperfonned services or
other work, and (2) any payment due to the ENGINEER at the time oftennination may be adjusted to cover any
additional costs to the OWNER because of the ENGINEER'S default. Iftennination for convenience is effected by
the OWNER, the equitable adjustment shall include a reasonable profit, as determinedby owner, for services or other
work perfonned. The equitable adjustment for any tennination shall provide for payment to the ENGINEER for
services rendered and expenses incurred prior to the tennination, in addition to tennination settlement costs
reasonably incurred by the ENGINEER relating to commitments which had become firm prior to the termination.
9.1.3 Upon receipt ofa tennination action under paragraph 9.1.2, the ENGINEER shall (1) promptly discontinue
all affected work (unless the notice directs otherwise), and (2) deliver or otherwise make available to the OWNER
within ten (10) days copies of all data, design drawings, specifications, reports, estimates, summaries and such other
infonnation and materials as may have been accumulated by the ENGINEER in performing this Agreement, whether
completed or in process.
9.1.4 In the event this Contract is tenninated prior to completion, the original copies of the ENGINEER'S data,
recommendations, plans, specifications, analysis and other related documents prepared by the ENGINEER prior to
said tennination shall be delivered to and become the property of the OWNER.
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9. 1.5 Upon tennination, the OWNER may take over the work and may award another party an Agreement to
complete the work under this Agreement.
9. 1.6 OWNER'S right to tem1inate is in addition to any othcr remedies OWNER may have under thc law.
9.2 INSPECTION AND AUDIT
A II books, papers, records, payrolls, vouchers and invoices relating to costs and expenditures incurred as to the performance of
the services by the ENGINEER hereunder shall be made available to the OWNER, or their authorized representativesfor audit
and review, at the ENGINEER'S respectivc offices at all reasonable times during the contract period and for three years from
the date offinal payment.
9.3 EMPLOYMENT
The ENGINEER warrants that he has not employed or retained any company or persons, other than a bona fide employee,
working solely for the ENGINEER, to solicit to secure this contract, and that he has not paid or agreed to pay any company or
person, other than bona fide employees working solely for the ENGINEER, any fee, commission, percentage, brokerage fee,
gifts or any other considerations contingent upon or resulting from the award or making of this Contract. for breach or
violation ofthis warranty, the OWNER shall have the right to annul the Contract without liability or in its discretion to deduct
from the price or consideration or otherwise recover the full amount of such fee, commission,percentage,brokeragcfee, gift or
contingent fee.
All employees of the ENGINEER or other persons while engaged in the perfonnance of work or services required by the
ENGINEER shall be considered employees ofthe ENGINEER only and not of the OWNER.
9.4 NONDISCRIMINATION
The ENGINEER will not discriminate on the basis of race, color, religion, creed, political ideas, sex, age, marital status,
national origin or disability in employment or provision of services. The ENGINEER shall be subjectto and comply with Title
VI of the Civil Rights Act of 1964; Section 140, Title 2, United States Code, and all regulations promulgated thereunder.
9.5 SUBLETTING OR ASSIGNING OF WORK
The ENGINEER shall not sublet or assign any of the work covered herein without prior written approval of the OWNER.
9.6 ST ANDARD OF CARE
In providing services under this agreement, the ENGINEER will perfonn in a manner consistent with the degree of care and
skill ordinarily exercised by members of the same profession currently practicing under similar circumstances. If any service
should be found to be not in confonnance with this standard, the ENGINEER shall, at the OWNER's request, re-perfonn the
service at its own expense. Engineer shall also, at its own expense, make such changes, modifications or additions to the
project which are made necessary as a result ofthe initial non-performance or the re-perfonnance of services. The OWNER's
rights herein are in addition to any other remedies the OWNER may have under the law.
9.7 LEGAL RELATIONS
9.7.1 The ENGINEER shall comply with all Federal, State, and Local laws and ordinances applicable to the work to
be done.
9.7.2 The ENGINEER agrees to indemnify, hold harmless, and defend the OWNER, its officers, directors, agents, and
employees from and against any suits, causes of action, claims, demands, damages, costs, expenses, obligations, and
liability of any character, including attorney's fees, arising out ofor resulting from or in connection with the ENGINEER's
negligent perfonnance of the services specified in this agreement. In the event the OWNER is found proportionately
responsible, the ENGINEER will be held responsible only for those damages, costs, attorney's fees, and liabilities as are
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attributable to the ENGINEER's percent offault as compared with 100% of the fault giving rise to the damages.
9.7.3 The ENGINEER agrees to indemnify, hold harmless and defend the OWNER, its officers, directors, agents, and
employees from and against any suits, causes of action, claims, demands, damages, costs, expenses, obligations, and
liability ofany character, including attorney's fees, arising out of or resulting from or in connection with the ENGINEER's
non-negligent performance of the services specified in this agreement. In the event the OWNER is found proportionately
responsible, the ENGINEER will be held responsible only for those damages, costs, attorney's fees, and liabilities as are
attributable to the ENGINEER's percent offault as compared with 100% ofthe fault giving rise to the damages.
9.7.4 In an appropriate case in which attorney's fees are awarded to the OWNER following a wrongful refusal ofa
tender of defense, said fees may include fees and salary paid by the OWNER to the City Attorney or other in-house
counsel.
9.7.5 The indemnity required herein shall not be limited by reason of the specification of any particular insurance
coverage in this agreement.
9.7.6 The ENGINEER shall perform this agreement as an independent contractor, and as such, is responsible to the
OWNER only as to the results to be obtained in the work herein specified, and to the extent that the work shall be done in
accordance with the terms, plans and specifications. The ENGINEER shall have and maintain complete control over all
of its employees, subcontractors, agents and operations, being responsible for any required payroll deductions and
providing required benefits, such as, but not limited to, worker's compensation with statutory limits, and unemployment
insurance.
9.8 INSURANCE
The ENGINEER shall secure and furnish to the OWNER certificate of insurance, therein, naming the OWNER as an additional
insured, to include thirty (30) days notice of cancellation or non-renewal.
Without limiting any of ENGINEER'S obligations hereunder, ENGINEER shall secure and maintain, until the work is
completed and accepted by the OWNER, insurance coverage naming the OWNER as additional insured with minimum
insurance coverage as follows:
Type of Coverage
Limits
Employers' Liability:
$ 100,000 per accident
General Liability:
Bodily Injury & Property
Damage Single and combined
$ 1,000,000 per accident
Automobile:
Bodily Injury covering all
automobiles, trucks,
tractors, trailers, or
other automotive equip-
ment whether owned or
rented by Engineer or
owned by employees of
Engineer.
$ 500,000 each person
$1,000,000 each occurrence
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Property Damage covering
all automobiles, trucks,
tractors, trailers or other
automotive equipment whether
owned or rented by Engineer
or owned by employees of
Engineer.
$ 500,000 each occurrence
OR
Bodily Injury & Property
Damage Single and combined
$ 500,000 each occurrence
In addition to the above insurance coverage, the ENGINEER shall secure and maintain, until the work is completed and
accepted by the OWNER, and without naming OWNER as an additional insured, ProfessionalErrorsand Omissions insurance
coverage as follows:
Professional Errors & Omissions:
$ 1,000,000 per claim and
aggregate each occurrence
9.9 ENDORSEMENT
The ENGINEER shall place his endorsement on all drawings and other data produced and furnished by him.
9.10 OWNERSHIP OF DOCUMENTS
The parties admit and agree the documents produced under this agreement are not intended or represented to be suitable for
reuse by OWNER or any other individual on any other project. Any reuse without written verification or adaptation by
ENGINEER will be at OWNER's sole risk and without liability or legal exposure to ENGINEER, or to ENGINEER's
independent professional associates or consultants. Files in electronic media format oftext, data, graphics, or of other types
that are furnished by ENGINEER to OWNER are only for convenience of owner. Any conclusion or information obtained or
derived from such electronic files will be at the user's sole risk.
9.11 PUBLIC INFORMATION
The ENGINEER shall not issue any statements, releases or information for public dissemination without prior approval ofthe
OWNER. The OWNER does specifically request, and hereby approves, the ENGINEER answer questions at public hearings
and meetings, as necessary regarding ENGINEER'S preliminary findings and recommendations to OWNER.
9.12 PROPRIETARY RIGHTS
If patentable discoveries or inventions should result from work required herein, all rights accruing from such discoveries or
inventions shall be joint property ofthe ENGINEER and the OWNER. Provided that the OWNER, state agencies or political
subdivisions and the United States Government shall have the irrevocable, nonexclusive, nontransferable and royalty-free
license to use each invention in the manufacture, use and disposition, according to law, of any article or material, and in the use
of any method that may be developed as part ofthe work described and contemplated herein.
9.13 RECORDS
The ENGINEER shall maintain accounting records and other evidence pertaining to the cost incurred and to make the records
available at all reasonable times during the Contract term and for one (1) year from the date of final payment. Such accounting
records and other evidence pertaining to the cost incurred will be made available for inspections by OWNER.
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9.14 SUCCESSORS IN INTEREST
The covenants, agreements and all statements in this Contract apply to and shall be binding on the heirs, personal
representatives, successors and assigns of the respective parties.
9.15 ATTORNEY'S FEES AND COSTS
That in the event it becomes necessary for either Party of this Contract to retain an attorney to enforce any of the terms or
conditions of this Contract 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.
9.16 MODIFICATIONS AND AMENDMENTS
That any amendment or modification ofthis Contract or any provisions herein shall be made in writing or executed in the same
manner as this original document and shall after execution become a part of this Contract.
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In witness Whereof, the Parties hereto do make and execute this Agreement.
CIc~~O~~~~.~:_!~:.::T ANA
BY: ,\ ~ _______________
(City Manager)
ENGINEER //
BY: o-<--Ld?_-</~':'L I,---~
..-.;; (Vice-President)
DATE:
March 19, 2001
DATE: J:e b d7 0206/
,
ATI~
BY: ~Z ~~
(Clerk of Commission)
APPROVED AS TO FORM
~y, ;a-~---
Eng Prof... S"-" Agr
Page 13
7106100
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EXHIBIT A
TO AGREEMENT BETWEEN OWNER AND
ENGINEER FOR PROFESSIONAL SERVICES
ENGINEER'S STATUS DURING CONSTRUCTION
This Exhibit is attached to, made a part of and incorporated by reference with the Agreement made on the ~_ day of
, ZOOI between CITY OF BOZEMAN (OWNER) and MORRISON-MAIERLE, INC. (ENGINEER)
providing for professional engineering services.
ARTICLE 10 - ENGINEER'S STATUS DURING CONSTRUCTION
10.1. OWNERS'S REPRESENTATIVE
ENGINEER will be OWNER'S representative during the construction period. The duties and responsibilities and the
limitations of authority of ENGINEER as OWNER'S representative during construction arc set forth in this Agrecment and
shall not be extended without written consent of OWNER and ENGINEER.
10.2. VISITS TO THE SITE
ENGINEER will make visits to the site at intervals appropriate to the various stages of constructionto observe the progress and
quality of the executed Work and to detennine, in general, if the Work is proceeding in accordance with the City Standards.
ENGINEER will not be required to make exhaustive or continuous on.site inspections to check the quality or quantity of the
Work. ENGINEER'S efforts will be directed toward providing for OWNER'S greater degreeofconfidencethatthecompleted
Work will confonn to the City Standards. On the basis of such visits and on-site observations as an experienced and qualified
design professional, ENGINEER will keep OWNER informed of the progress of the Work and will endeavor to guard
OWNER against defects and deficiencies in the Work.
10.3. PROJECT REPRESENTATION
DELETED.
10.4. CLARIFICATIONS AND INTERPRETATIONS
DELETED.
10.5. AUTHORIZED VARIATIONS IN WORK
DELETED.
10.6. REJECTING DEFECTIVE WORK
ENGINEER will have no authority to disapprove or reject Wark which ENGINEER believes to be defective. ENGINEER will
promptly notify OWNER of any Work which ENGINEER believes to be defective.
10.7. SHOP DRAWINGS, CHANGE ORDERS AND PAYMENT
10.7.1. DELETED.
10.7.2. DELETED.
10.7.3. DELETED.
Eng Profess Sel'V Agr
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10.8. DETERMINATIONS FOR UNIT PRICES
DELETED.
10.9. DECISION ON DISPUTES
10.9.1. DELETED.
10.9.2. DELETED.
10.10. LIMITATIONS ON ENGINEER'S RESPONSIBILITIES
10.10.1. Neither ENGINEER'S authority to act under this Article or elsewhere in this Agreement nor any decision made
by ENGINEER in good faith either to exercise or not exercise such authority shall give rise to any duty or responsibility
of ENGINEER to CONTRACTOR, DEVELOPER, any Sub-contractor, any Supplier, or any other person or organization
perfonning any ofthe Work, or to any surety for any of them.
10.10.2. Whenever in the Contract Documents the tenns "as ordered", "as directed", "as required", "as allowed", "as
approved" or tenns of like effect or import are used, or the adjectives "reasonable", "suitable", "acceptable", "proper" or
"satisfactory" or adjectives of like effect or import are used to describe a requirement, direction, review or judgment of
ENGINEER as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate
the Work for compliance with the Contract Documents (unless there is a specific statement indicating otherwise ). The use
of any such term or adjective shall not be effective to assign to ENGINEER any duty or authority to supervise or direct
the furnishing or performance ofthe Work or any duty or authority to undertake responsibility contrary to the provisions
of paragraph 4.5.3.
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AMENDMENT NO.1 TO
PROFESSIONAL SERVICES AGREEMENT
FOR
EXPEDITED LAND DEVELOPMENT REVIEW SERVICES
MMl. No. 417.034
THIS IS AN AGREEMENT made as of September 16 ,2002, bctwcen
THE CITY OF BOZEMAN, a Municipal Corporation, P.O. Box 640, Bozeman, Montana,
59771-0640 (OWNER) and Morrison-Maierle, Inc., P.O. Box 1113, Bozeman, Montana, 59771-
1113 (ENGINEER).
WHEREAS the parties previously entered into a Professional Services Agreement datcd March 19,
2001, herein refen'ed to as the Original Agreement, for professional engineering services to allow
the Owner to augmcnt its Engineering Office stafffor purposes of expediting reviews and approvals
of certain private land development projects submittals; and
WHEREAS, the parties desire to continue with the subject services; and
WHEREAS, the parties desire to amend provisions of the Original Agreement to update the
Engineer's Labor Billing Rates.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS
CONT AINED HEREIN, the parties agree as follows:
ARTICLE 7 ~ MEANING OF TERMS
Section 7.3 of the Original Agreement is deleted and replaced with the following:
"7.3 LABOR BILLING RATES
Billing Rates 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 persOlmel plus indirect payroll related costs, fringe benefits, and profit. For the purposes of
this Agreement the Billing Rates of principals and employees of the ENGINEER are:
Principal I
Supervising Engineer I
Senior Engineer II
Senior Engineer I
$120.00Ihour
$ 98.001hour
$ 85.001hour
$ 78.001hour
1
.. '
"
"
Design Engineer II
Staff Engineer
Planner
Tcchnician III
Senior Survey Manager
2-Person Survey Crcw
Sccretary I
. } ....
$ 73.00/hour
$ 63.00/hour
$ 98.00/hour
$ 52.00/hour
$ 96.00/hour
$ 82.00/hour
$ 32.00/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.
CITY OF BOZEMAN, MONTANA
~..,.. \
BF- . --L....,.__
(City Manager)
DA TE: September 16, 2002
ATTEST:
BY_(Jt J~
(Clerk of Commission)
II :\04171034\DocsIPSA Amendment # I.doc
MO.RRI. S~N-.MAI.Z'R... , INC..
J~' -.:? /// { .
BY: ('.;;0-/- 'L- .< .., c'~~'- ..<--'<---
.. (VIce-PresIdcnt)
.:::"':: 1.
DATE: ..:J<c::..? <-\
\
z. c> c:."L
2
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. ~ ,...
AMENDMENT NO.2 TO
PROFESSIONAL SERVICES AGREEMENT
FOR
EXPEDITED LAND DEVELOPMENT REVIEW SERVICES
MMI. No. 417.034
THIS IS AN AGREEMENT made as of ____". ._,__...__May 12 ,2003, between
THE CITY OF BOZEMAN, a Municipal Corporation, P.O. Box 1230, Bozeman, Montana,
59771-1230 (OWNER) and Morrison-Maierle,lnc., P.O. Box 1113, Bozeman, Montana, 59771-
1113 (ENGINEER).
WHEREAS the parties previously entered into a Professional Services Agreement dated
March 19, 200 I, herein referred to as the Original Agreement, for professional engineering services
to allow thc Owncr to augment its Engineering Office staff for purposes of cxpediting reviews and
approvals of certain private land development projects submittals; and
WHEREAS, the parties desirc to continue with the subject services; and
WHEREAS, the parties desire to amend provisions of the Original Agreement to increase the
maximum allowable amount of payment to Engineer for serviccs and cxpenses.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS
CONTAINED HEREIN, the parties agree as follows:
ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE
Section 6.2.1 of the Original Agreement is amended, as follows:
"6.2.1 The OWNER shall pay for all services rendered as provided under 6.2.1.1. The
actual amount shall not exceed $60,000.00 90,000.00 except as providcd under 6.2.1.2 and
6.2.4."
Except as specifically amended herein, the Original Agreement shall remain in full force and
effect and the parties shall be bound by all tenus and conditions therein.
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~ .. "
. , ....
In witness whereof, the Parties hereto do make and execute this Agreement.
CITY OF BOZEMAN, MONT ANA
BY..:. \
~. J-l .. ..~
(City Manager)
MORRISON-MAIERLE, INC.
B~".(L? L.L~
(Vice-President)
DATE:
May 12, 2003
DATE: ~ 8 Ai>~: \ ,sJO 0 ~ _m.
ATTEST:
By:()~J ~
(Clerk of Commission)
II :\0417\034\Docs\PSA Amendment #2.doc
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