HomeMy WebLinkAbout19- RFQ - Commissioning Services for the City of Bozeman Public Safety Center
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Request for Qualifications (RFQ)
Commissioning Services
CITY OF BOZEMAN
Bozeman Public Safety Center
Bozeman, MT
City of Bozeman
PO Box 1230 Bozeman, MT 59771-1230
July 2019
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NOTICE IS HEREBY given that the City of Bozeman (City) is seeking a qualified Commissioning Agent
(CxA) to undertake preconstruction and construction services for commissioning of the Bozeman Public
Safety Center building (Project).
Copies of the proposed Scope of Services, Qualifications Evaluation Criteria, and the City's Consultant
Selection Procedure are available on the City’s website at https://www.bozeman.net/government/city-
clerk/bids-rfps-rfqs.
All proposals must be in the format specified, enclosed in a sealed envelope, and clearly identified with
RFQ title, company name, and due date and transmitted via hard copy.
Deliver proposals to the City Clerk by Tuesday, July 30, 2019 at 4:00 p.m. MST. 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.
The physical address is:
City Clerk’s Office, Suite 200, (upstairs) City Hall, 121 N. Rouse Avenue, Bozeman, Montana 59715
The mailing address is:
City Clerk’s Office, City Hall, P.O. Box 1230, Bozeman, Montana, 59771
(USPS only, deliveries via shipping companies should be addressed to the physical address)
NON-DISCRIMINATION
The City of Bozeman is an Equal Opportunity Employer.
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.
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 may be cause for the City to deem the submittal non-responsive.
Any administrative questions regarding proposal procedures should be directed to: Robin Crough, City
Clerk (406) 582-2321, agenda@bozeman.net
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Questions relating to scope of services and project management should be directed to: Natalie Meyer,
Sustainability Program Manager, (406) 582-2317, nmeyer@bozeman.net.
DATED at Bozeman, Montana, this 10th day of July, 2019.
Robin Crough
City Clerk
City of Bozeman
For publication on:
Sunday, July 14, 2019
Sunday, July 21, 2019
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I. Introduction
The City of Bozeman (Owner), is seeking a qualified Commissioning agent (CxA) to undertake
preconstruction and construction services for commissioning of the new Bozeman Public Safety Center
(Project).
The Owner intends to enter into a contract that will include Pre-construction Services, identification of
a Guaranteed Maximum Fee (GMF) on a cost reimbursement basis, with provisions for adding
Construction Services by contract amendment. The amendment would include construction services
through completion of the project. Alternatively, the Owner may, at its sole discretion, choose not to
continue the Commission Contract beyond the completion of pre-construction activities and then
solicit bids from qualified Commissioning Agents for the construction of the Project.
The Owner will use the Request for Qualifications (RFQ) to evaluate and choose a CxA. The RFQ will
require qualified consultants to submit details of their capabilities, experience, and a proposal based
on schematic design level of information for both pre-construction and construction phase services.
When selected, the CxA will function as part of a team composed of the Owner, Architect, General
Contractor/Construction Manager, and others as determined by the Owner.
This RFQ shall not commit the Owner to enter into any agreement, to pay any expenses incurred in
preparation of any response to this request, or to procure or contract for any supplies, goods or
services. The Owner reserves the right to accept or reject any and all responses received as a result of
this RFQ if it is in the Owner’s best interest to do so.
This Procurement is governed by the laws of the State of Montana and venue for all legal proceedings
shall be the Eighteenth Judicial District, City of Bozeman, Gallatin County. By offering to perform
services under this RFQ, all Submitters agree to be bound by the laws of the State of Montana and of
the Owner, including, but not limited to, applicable wage rates, payments, gross receipts taxes,
building codes, equal opportunity employment practices, and safety, non-discrimination, etc.
II. SCOPE OF PROJECT – PROJECT BACKGROUND AND DESCRIPTION
A. Background
As a result of a growing population and increased demands for police, court, and fire services, the City
of Bozeman has outgrown the spaces it leases from Gallatin County at the Law and Justice Center at
615 South 16th Avenue. In November 2018, city voters approved funding for a new Bozeman Public
Safety Center to be constructed on city-owned property at 902 North Rouse Avenue. The basis for this
Project is the Rouse Justice Center, which was partially designed but not approved by voters in 2014.
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The Project will be under intense scrutiny by public officials, the media, and the citizens. It is
imperative that it be managed, designed, and constructed with the utmost regard to cost, schedule,
and quality control by all participants. There is a clear expectation by the community that construction
costs will come in at, or below, the budgeted amount. The integrity, reputation, skills and performance
of the CxA must be of the highest caliber to maintain confidence in the Project.
The Project scope is to undertake commissioning pre-construction and construction services for the
new Bozeman Public Safety Center. The Owner intends to complete the programming, design, and
construction for a new building to accommodate all services related to Bozeman’s Police Department,
Municipal Courts, City Attorney (victim and witness functions), and the Fire Department’s
headquarters fire station.
B. Design Considerations
The Project is anticipated to be a unique, state-of-the-art criminal justice and public safety center. The
facility will primarily serve the residents of the City of Bozeman and will include both public and secure
areas for the Bozeman Police Department, Bozeman Municipal Court, and Bozeman Fire Station #1 but
will not include detention services. The building will also contain offices for the Bozeman City Attorney,
Gallatin County victim services program, as well as community, training and seminar spaces.
The design must adhere to the city’s design standards and all applicable codes. Sustainability, life-cycle
costs, maintainability, quality, and energy efficiency will be high priorities in the decision-making
process for how this building will be designed and constructed.
For the design, the Owner has selected:
ThinkOne Architects
101 East Main Street, Studio 1
Bozeman, MT 59715
(406) 586-7020
bhanson@think1.com
The construction has been procured as one general contract under the alternative delivery method
using the General Contractor/Construction Manager (GC/CM) process. For the GC/CM, the Owner has
selected:
Langlas Construction
1019 E. Main Street, Suite 101
Bozeman, MT 59715
(406) 585-3420
lorenc@langlas.com
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The Owner is ready to hire a Commissioning Agent as the next step to informing and collaborating in
the design process. The project timeline will proceed under the following general timeline:
Schematic Design: July 2019
Design Development: August 2019 to November 2019
Construction Documents: November 2019 – March 2020
Construction Start: April/May 2020
C. Project Location and Description
The Bozeman Public Safety Center will be located at the west frontage of Rouse Avenue, between Oak
Street and Tamarack Street.
The anticipated project scope is to construct an Essential Services Public Safety Center that includes a
new headquarters for the Bozeman Police Department, Municipal Courts, City Attorney (Prosecution
and Victim Services), and Fire Station No. 1. The total floor area is 110,385 SF. The Schematic Design
Drawings and Preliminary Project Description are available upon request from the project Owner.
III. SCOPE OF SERVICES
A. Services During Design Phase
Design Phase services will be provided on a cost-reimbursement basis up to a negotiated Guaranteed
Maximum Fee. The specific scope of design phase services will be negotiated prior to signing the final
CxA contract. In general, services are anticipated to include the following:
1. Participation in building systems-related design and coordination meetings (a list of building
systems to be commissioned will be developed after CxA selection);
2. Work directly with the architect and engineers regarding all building systems to be
commissioned;
3. Review, analyze, and provide input regarding all building, envelope, electrical systems,
mechanical systems and controls.
4. Work with the Owner and design team on phasing, scheduling, and other strategies to
complete commissioning (Cx) activities;
5. Evaluate constructability and operability of systems;
6. Participation/review/evaluation of all energy modeling;
7. Consult with, advise, assist, and provide recommendations to the Owner and design team on
envelope and building systems-related aspects of the planning and design of the work;
8. Provide information and participate in decisions regarding materials, methods, systems,
phasing, sustainability, operational factors, and costs to assist in determinations which are
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aimed at providing the highest quality building, constructed using the most sustainable
construction materials and practices, within the budget and schedule;
9. Actively participate in a value engineering process anticipated to be held at the end of design
development;
10. Review the Programming/Planning and other applicable documents and provide input and
advice regarding scope of the Project;
11. Review in-progress design and construction documents and provide input and advice on
construction feasibility and alternative methods and systems;
12. Review all building envelope designs and provide recommendations (walls – rainwater control,
air and vapor barriers, thermal controls; roofs – water/air penetrations, flashings, expansion
joints; wall penetrations – thermal transfer, vapor/air leakage, expansion and contraction);
13. Develop all commissioning specifications, pre-functional checklists, and functional test
procedures;
14. Review completed design and construction documents prior to subcontractor/supplier
bidding/selection and suggest modifications to improve completeness and clarity and to
eliminate construction change requests due to inconsistencies or omissions in the construction
documents.
B. Services During Construction & Acceptance Phase
Construction and Acceptance Phase services will be provided on a cost-reimbursement basis up to a
negotiated Guaranteed Maximum Fee. The specific scope of services will be negotiated prior to signing
the CxA contract amendment. In general, services are anticipated to include the following:
1. Write the Cx plan (a list of systems to be commissioned will be developed after CxA selection);
2. Coordinate, facilitate, and lead Cx kick-off meeting to review and plan Cx requirements;
3. Review GC/CM submittals and shop drawings for commissioned systems;
4. Attend construction coordination meetings as appropriate;
5. Coordinate completion of construction Cx checklists with GC/CM;
6. Monitor and perform quality assurance checks of all test/adjust/balance work and recommend
any rebalancing or corrective actions;
7. Review all Requests for Information and Change Orders related to commissioned systems;
8. Review all building management and controls systems documentation developed by the
GC/CM;
9. Coordinate and monitor all functional performance testing;
10. Document all deficiencies, corrective action by GC/CM, and retesting performed;
11. Assist with troubleshooting of any commissioned systems;
12. Develop integrated systems coordination plans in conjunction with Owner’s facilities director,
design team, GC/CM, and subcontractors;
13. Provide acceptance and summary report of all results and conditions;
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14. Summary report shall include all fully-executed construction checklists, functional test forms,
record of deficiencies and resolutions, CxA acceptance certifications, Basis of Design document,
and recommendations;
15. Review operations and maintenance manuals;
16. Coordinate and provide systems and re-commissioning manual for ongoing Cx and upkeep of
commissioned systems including schedules and frequencies;
17. Coordinate and participate in all operations and maintenance staff training events involving
commissioned systems and verify training has been completed;
18. During occupancy and prior to expiration of the warranty period, perform seasonal and/or
deferred tests along with a post-occupancy and performance evaluation; and,
19. End-of-warranty period testing, review, and report of commissioned building systems.
IV. SELECTION PROCESS AND RANKING CRITERIA
A Consultant selection committee consisting of key city staff will evaluate all responses to the RFQ that
meet the submittal requirements and deadline. Submittals that do not meet the submittal
requirements or deadline will not be considered. The review committee will rank the proposals and
may arrange interviews with the finalist(s) prior to selection. Selection may be made directly based on
the written RFQ submission.
If interviews occur, the selection of finalists to be interviewed will be made by a selection committee
representing the City of Bozeman. The selection of interview candidates will be based on an evaluation
of the written responses to the RFQs.
All submitted proposals must be complete and contain the information required as stated in the
"Request for Qualifications.”
The final scope of work and fixed fee for pre-construction services will be negotiated with the
successful proposer.
A. RANKING CRITERIA
Proposals will be evaluated on the following criteria and the requirements of MCA 18-8-201 et seq:
• [5 points] Executive Summary
• [45 points] Qualifications of the Firm for Scope of Services
• [30 points] Related Experience with Similar Projects
• [5 points] Availability and Responsiveness of the Firm
Ability of the prime firm and its team to provide on-demand, in-person,
and cost-effective support to the City
• [15 points] References
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V. MANDATORY CONTENT AND SEQUENCE OF SUBMITTAL
A. Submission Requirements and Instructions
All requirements in this section are mandatory. The City reserves the right to waive any non-
material variation.
1. Submit one (1) original proposal package and two (2) copies, under sealed envelope,
by mail or hand-delivery to the address provided.
2. Each submission must be marked on the outside with the Company’s name and the
name of the project.
3. Any proposal received after the deadline will be returned to the proposer unopened.
4. Proposals and required attachments shall be submitted as specified and must be
signed by officials authorized to bind the proposer to provide the services.
B. Proposal Outline and Content
Assemble and submit each proposal in the order below and address the required
content/questions. The order in which items are presented is important, as proposal evaluators
will follow this order:
Title Page
The title page shall include the firm/individual name, address, contact, telephone number and
email address to contact for information regarding the RFQ. The title page must bear the
signature of an authorized representative of the Consultant and designate, by name, not more
than two individuals authorized to sign agreements with the City on behalf of the Consultant.
Executive Summary
This section shall provide an overview of the RFQ and the Consultant’s understanding of the
City’s needs. Emphasis should be placed on the Consultant’s expertise in the subject area of the
Project. The summary should also include any points the Consultant wishes to highlight, as well
as any relevant conditions or restrictions.
Firm/Team and Professional Certifications
This section shall provide a profile of the firm/individual including the number of employees
and their locations. Brief resumes shall be provided for each key project individual: list
education, certification, and training. Outline involvement in professional CxA associations such
as BCxA, NEBB, ACG, ASHRAE, PECI, etc., and a continuing education program as evidenced by
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staff attendance at seminars and other training sessions; and/or certification by a recognized
professional CxA training institute or professional society such as BCxA, NEBB, ASHRAE, AABC,
etc.
Any proposed subcontractors should be clearly identified and their profiles described. The
percentage of total time key staff people will devote to this project should be listed. Key staff
may not be replaced once a contracting firm has been selected without prior approval of the
City.
Describe how the proposed project team’s composition of disciplines would effectively perform
the CxA services for the Project including, but not limited to mechanical and electrical
engineering.
Related Experience with Projects Similar to the Scope of Services
Provide case studies featuring past experience with designs of similar size and complexity. The
case studies should demonstrate the depth of experience of the proposing firm and their team,
including, but not limited to:
1. Demonstrated competence and specialized experience of firm, description of CxA
projects for new, retro-, and re-commissioning.
2. Experience with control and test/adjust/balance of mechanical systems Cx of the type
and size defined in the Basis of Design;
3. Specialized personnel who are experienced in the types of systems typically
commissioned for a high performance building whether that be controls, normal and
emergency electrical systems, lighting controls, communication systems, audio/video,
fire and life safety, etc.;
4. Experience in field engineering, such as remote monitoring, field troubleshooting of
HVAC systems, and/or energy conservation retrofits;
5. Knowledge of building mechanical and electrical building systems, including but not
limited to, fire protection systems, building management systems, lighting controls
systems;
6. Knowledge of building envelop construction;
Please include any sample reports or materials that demonstrate consultant capabilities and
client communications. Describe firm’s demonstrated effectiveness of CxA services.
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Availability and Responsiveness of Firm
Describe the ability of the prime firm and its proposed team for this project would provide on-
demand, in-person, and cost-effective support to the City.
Outline the firm’s current workload and demonstrated ability to meet project timeline and the
location of firm office(s) for project coordination and services.
References
Provide three (3) references who have had your firm supply both pre-construction and
construction commissioning with a brief description of the project.
Affirmation of Nondiscrimination (see Attachment 1)
Non-completion of the Affirmation of non-discrimination is cause for disqualification of firms.
The City reserves the right to require the submittal of additional information that supplements
or explains proposal materials.
VI. REQUEST FOR QUALIFICATIONS SCHEDULE
EVENT DATE/TIME
RFQ issue date Sunday, July 14, 2019
Publication dates of RFQ Sunday, July 14, 2019
Sunday, July 28, 2019
Deadline for receipt of proposals Tuesday, July 30, 2019 at 4:00 PM
Evaluation of proposals complete Tuesday, August 6, 2019
Interviews (if necessary) and selection of
firm
TBD
Anticipated contract award Friday, August 09, 2019
Est. contract commencement date Monday, August 19, 2019
VII. CONTACTS
Any administrative questions regarding proposal procedures should be directed to: Robin Crough, City
Clerk, (406) 582-2321, agenda@bozeman.net
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Questions relating to scope of services and project management should be directed to: Natalie Meyer,
Sustainability Program Manager (406) 582-2317, nmeyer@bozeman.net
VIII. RESERVATION OF RIGHTS; LIABILITY WAIVER
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 accept or reject any and all proposals; to add or delete items and/or
quantities; to amend the RFQ; to waive any minor irregularities, informalities, or failure to conform to
the RFQ; to extend the deadline for submitting proposals; to postpone award for up to 30 days; to
award one or more contracts, by item or task, or groups of items or tasks, if so provided in the RFQ and
if multiple awards or phases are determined by the City to be in the public interest; and to reject,
without liability therefore, any and all proposals upon finding that doing so is in the public interest.
The City of Bozeman reserves the right to reject the proposal of any person/firm who previously failed
to perform properly to the satisfaction of the City of Bozeman, or complete on time agreements of
similar nature, or to reject the proposal of any person/firm who is not in a position to perform such an
agreement satisfactorily as determined by the City of Bozeman.
The City of Bozeman reserves the right to determine the best qualified Contractor and negotiate a final
scope of service and cost, negotiate a contract with another Contractor if an agreement cannot be
reached with the first selected Contractor, or reject all proposals. The professional services contract
between the City of Bozeman and the successful Contractor will incorporate the Contractor's scope of
service and work schedule as part of the agreement (see Attachment 2 for form of Professional
Services Agreement).
This RFQ does not commit the City to award a contract. The City assumes no liability or responsibility
for costs incurred by firms in responding to this request for qualifications or request for interviews,
additional data, or other information with respect to the selection process, prior to the issuance of an
agreement, contract or purchase order. The Contractor, by submitting a response to this RFQ, waives
all right to protest or seek any legal remedies whatsoever regarding any aspect of this RFQ.
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 this
RFQ, all Contractors who submitted proposals will be notified using email.
Projects under any contract are subject to the availability of funds.
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IX. CONFIDENTIALITY AND DISCLOSURE OF INFORMATION
Upon completion of negotiations or a determination that no proposals will be pursued, one copy of
each submitted proposal shall be retained for the official files of the City and will be considered a
public record.
X. NO PARTNERSHIP/BUSINESS ORGANIZATION
Nothing in this RFQ or in any subsequent agreement, or any other contract entered into as a result of
this RFQ, shall constitute, create, give rise to or otherwise be recognized as a partnership or formal
business organization of any kind between or among the City and Consultant.
XI. EMPLOYMENT RESTRICTION AND INDEMNITY
No person who is an owner, officer, employee, contractor, or consultant of a Consultant shall be an
officer or employee of the City. No rights of the City’s retirement or personnel rules accrue to a
Consultant, its officers, employees, contractors, or consultants. Consultant shall have the responsibility
of all salaries, wages, bonuses, retirement, withholdings, worker’s compensation and occupational
disease compensation, insurance, unemployment compensation other benefits and taxes and
premiums appurtenant thereto concerning its officers, employees, contractors, and consultants. Each
Consultant shall save and hold the City harmless with respect to any and all claims for payment,
compensation, salary, wages, bonuses, retirement, withholdings, worker’s compensation and
occupational disease compensation, insurance, unemployment compensation other benefits and taxes
and premiums in any way related to each Consultant’s officers, employees, contractors and
consultants.
XII. ACCESSIBILITY
Upon reasonable notice, the City will provide assistance for those persons with sensory impairments.
For further information please contact the ADA Coordinator Mike Gray at 406-582-3232 or the City’s
TTY line at 406-582-2301.
XIII. GOVERNING LAW
This RFQ and any disputes arising hereunder or under any future agreement for the sale and purchase
of shares, interests, or rights shall be governed hereafter and construed and enforced in accordance
with the laws of the State of Montana, without reference to principles of choice or conflicts of laws.
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XIV. MISCELLANEOUS
All prospective Consultants may submit written questions about, or request written clarifications of the RFQ,
including written protests of the RFQ’s terms and conditions or technical specifications no later than July 22,
2019 at 5pm. All questions must be in writing (includes email) and addressed to the City’s staff contact. No
other staff member will answer questions about this Request for Qualifications.
No conversations or agreements with any officer, employee, or agent of the City shall affect or modify
any term of this RFQ. Oral communications or any written/email communication between any person
and the designated contact City staff shall not be considered binding.
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Statement of Non-Discrimination – Attachment 1
____________________________________(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 acknowledges and
understands the eventual contract will contain a provision prohibiting discrimination as described
above and this prohibition on discrimination shall apply to the hiring and treatments or proposer’s
employees and to all subcontracts.
______________________________________
Name and title of person authorized to sign on behalf of submitter
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Attachment 2 – Form of Professional Services Agreement
THIS AGREEMENT is made and entered into this _____ day of ____________, 201__, 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 Exhibit “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 Services: 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 the 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,
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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 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.
In performing the services under this Agreement, Contractor shall give preference to the
employment of bona fide residents of Montana, as required by §18-2-403, MCA, and as such, term is
defined by §18-2-401(1), MCA. When making assignments of work, Contractor shall use workers both
skilled in their trade and specialized in their field of work for all work to which they are assigned.
Pursuant to §§18-2-403 and 18-2-422, MCA, Contractor shall pay wages, fringe benefits, and
expenses including travel allowances as set forth in the current Montana Prevailing Wage Rate for Non
Construction Services in effective and applicable to Gallatin County, Montana which schedule is
incorporated herein. Contractor shall pay all hourly wage employees on a weekly basis. Violation of the
requirements set forth in the above State of Montana schedule of prevailing wage rates may subject the
Contractor to the penalties set forth in §18-2-407, MCA. Contractor shall maintain payroll records
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during the term of this Agreement and for a period of three (3) years following termination of this
Agreement.
The Contractor shall ensure that any person, firm or entity performing any portion of the services
under this Agreement for which the contractor, subcontractor or employer is responsible, is paid the
applicable standard prevailing rate of wages.
In the event that, during the term of this Agreement, any labor problems or disputes of any type
arise or materialize which in turn cause any services to cease for any period of time, Contractor
specifically agrees to take immediate steps, at its own expense and without expectation of
reimbursement from City, to alleviate or resolve all such labor problems or disputes. The specific steps
Contractor shall take shall be left to the discretion of Contractor; provided, however, that Contractor
shall bear all costs of any related legal action. Contractor shall provide immediate relief to the City so as
to permit the services to continue at no additional cost to City.
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 and for any claims regarding underpaid prevailing wages.
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 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; or (ii) any negligent, reckless, or intentional
misconduct of any of the Contractor’s agents.
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
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construed to negate, abridge, or reduce any common-law or statutory rights of the indemnitee(s) which
would otherwise exist as to such indemnitee(s).
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 indemnitee 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 indemnitee 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 indemnitee 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;
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• Commercial General Liability - $1,000,000 per occurrence; $2,000,000 annual aggregate;
• Automobile Liability - $1,000,000 property damage/bodily injury per accident; 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.
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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 9, 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 9(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,
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within thirty (30) 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 _________________ 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
_______________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 agrees that all hiring by Contractor of persons
performing this Agreement shall be on the basis of merit and qualifications. The Contractor will have a
policy to provide equal employment opportunity in accordance with all applicable state and federal anti-
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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
subcontractors 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.
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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: In the event it becomes necessary for either Party 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.
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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.
30. Extensions: this Agreement may, upon mutual agreement, be extended for a period of
one year by written agreement of the Parties. In no case, however, may this Agreement run longer than -
__________________________.
**** END OF AGREEMENT EXCEPT FOR SIGNATURES ****