HomeMy WebLinkAbout06- Contract MT CDBG EDPG06-02
COMMUNITY DEVELOPMENT BLOCK GRANT
ECONOMIC DEVELOPMENT PROGRAM CONTRACT
PLANNING GRANTS
CONTRACT #MT-CDBG-EDPG06-02
A. PARTIES: The parties to this contract (the Contract) are the State of Montana, Department of
Commerce (MDOC) (the Department), 301 South Park, Helena, Montana, 59620-0501, and the
CONTRACTOR, City of Bozeman, PO Box 1230, Bozeman, Montana 59771, IRS # 81-6001238.
B. PURPOSE: The purpose of the Contract is to proVide funding for project activities as approved
by the Department under the Montana Community Development Block Grant-Economic
Development Program (CDBG-ED) for FY2006
NOW, THEREFORE, in consideration of the mutual promises and covenants herein, the parties
hereto agree as follows:
1. AUTHORITY: The Contract is issued under authority of Title 18, Montana Code Annotated, and
the Administrative Rules of Montana, Title 2, chapter 5.
2. SCOPE AND DUTIES.
a) The Contractor will engage in activities as set forth in the Contractor's application, including
any written modifications resulting from the review of the applications by the Department for CDBG-
ED grant assistance that by this reference are made a part hereof.
b) Grant funds of $15,000 are budgeted for the following activities:
. To hire a consultant to:
Conduct a cost and market feasibility analysis for the development and operation of a
new business incubator in Bozeman, and
Assist with a preliminary architectural study to identify building needs, costs, and
development timeline.
3. PERIOD OF CONTRACT. This Contract takes effect upon execution by the parties and will
terminate upon completion of the final project closeout by the Department. The activities to be
performed by the Grantee will be completed according to the Implementation schedule included as
Attachment A to this Contract, which by this reference is made a part of thiS Contract.
4. LIAISON: The contact person for the Department is Karyl T obel, Section Manager, Commerce
Loan Fund, Helena, Montana, or successor, and Jeff Krauss, Mayor, City of Bozeman, for the
Contractor.
5 BUDGET
a) The total amount to be awarded to the Contractor under this Contract will not exceed
$15,000.
b) A copy of the project budget is included as Attachment B to this Contract, and by this
reference IS made binding upon the Contractor. The Contractor may modify this budget only after
having requested and received prior approval of the adjustment from the Department.
c) For budget adjustments of $5,000 or less between line items of the CDBG-ED portion of
Attachment 8, Department approval of the Request for Payment form will constitute approval of the
budget adjustment. The rationale for budget adjustment must be described in the Project Progress
Report and the proposed adjustments noted in the Request for Payment and Status of Funds
Report submitted with draws against the grant funding reserve. Budget adjustments in excess of
$5,000 require formal Department approval.
6. COMPENSATION & CONSIDERATION:
a) The Department will authorize the Contractor to draw up to $15,000 against the funding
reserved for it by the Department. In drawing against the reserved amount the Contractor will follow
the instructions supplied by the Department.
b) The Department will reimburse all eligible expenses incurred in furtherance of this Contract
as provided in this Contract and upon approval by the Department of the Contractor's Request for
Payment. The Department will reimburse the Contractor for approved, eligible and necessary
expenses according to the documentation submitted by the Contractor to support the expenditures.
The Department will not reimburse the Contractor for any costs incurred prior to the date of tentative
grant award that was July 17, 2006, nor for any expenses not included in the approved budget or
not clearly and accurately supported by the Contractor's records. Any authorized funds not
expended under this grant will revert to the Department and will be used to finance other CDBG-ED
projects.
c) The Department agrees to reimburse the Contractorfor successfully completing the activities
set forth in Section 2 SCOPE AND DUTIES.
d) The reimbursement of eligible costs incurred is contingent upon the Contractor's completion
of Section 11 SPECIAL CONDITIONS. In the event the Contractor is unable to comply with the
terms and conditions of this Contract, any costs incurred will be the Contractor's sole responsibility.
e) If the actual cost of completing the project is less than has been projected by the Contractor
in the preliminary budget (Attachment B), the Department may, at its discretion, reduce the amount
to be provided under this Contract in proportion to the overall savings. For construction projects, if
actual construction bids are less than the estimates included in the preliminary budget, the
construction budget in the CDBG-ED Contract will be established at the bid price plus a ten percent
(10%) contingency. The difference between actual project costs and original grant award will be
reallocated by the Department for unfunded or inadequately funded projects or added to the
following year's CDBG-ED allocation.
f) If the Department determines that the Contractor has failed to satisfactorily carry out its
responsibilities under this Contract, the Department may revoke the Contractor's authority to draw
against the reservation described herein until such time as the Department and the Contractor agree
on a plan to remedy the deficiency.
g) The Montana Department of Commerce reserves the right to withdraw a commitment for any
CDBG funds which have not been disbursed twenty-four (24) months after the date of the
announcement of the tentative grant award.
h) If needed, travel expenses, meals and lodging will be reimbursed at the Montana State Rate.
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i) Unless otherwise stated herein, the Department is allowed 30 days to process requests for
payments. The Contractor may be required to provide banking information at the time of Contract
execution in order to facilitate electronic funds transfer payments. The Department may withhold
payments to the Contractor if the Contractor has breached the terms of the Contract.
j) The Department will withhold ten percent (10%) of the total authorized grant amount, until all
tasks outlined in Section 2. SCOPE AND DUTIES are completed and approved. The Department
will disburse the retained amount upon receipt of a copy of the final product, documented costs, and
provided the Contractor has demonstrated effective overall management of the current project.
7. PERFORMANCE REPORTING
The Contractor will submit status reports on project performance at the request of, and in the format
prescribed by the Department. These reports include, but are not limited to:
a) Project Progress Reports describing the status of the project with respect to each
implementation objective including at a minimum, the percentage complete, costs incurred, funds
remaining and projected completion date. The report must also describe any significant problems
encountered and any necessary scope of implementation modifications requested. At a minimum,
this report must be submitted to the Department by the Grantee within 30 days of each calendar
quarter ending March, June, September, and December;
8. ASSURANCES:
a) The Contractor will comply with all the applicable parts of Title I of the Housing and
Community Development Act of 1974, as amended; the applicable Department of Housing and
Urban Development (HUD) regulations in 24 CFR Part 570, as not in effect or as they may be
amended during the term of this Contract, all requirements established by the Department;
applicable state and federal laws, regulations, administrative directives and procedures, and local
ordinances and resolutions.
b) The Contractor agrees that all contracts entered into by it for the completion of activities
described in Section 2 SCOPE AND DUTIES, will contain special provisions requiring contractors to
comply with all applicable state and federal requirements.
c) The Contractor will comply with the Statement of Assurances as signed and submitted with
the Contractor's CDBG-ED application. The Contractor will also comply with all other applicable
federal and state statutory and regulatory requirements, administrative directives issued by the
Department, and local ordinances and resolutions. All contracts entered into by the Contractor for
the completion of activities described in Section 2. hereof must contain special provisions requiring
contractors to comply with all applicable requirements.
d) The Contractor expressly agrees to repay to the Department any funds advanced to the
Contractor under this Contract which the Contractor, its subcontractors or Sub-recipient entities, or
any public or private agent or agency to which it delegates authority to carry our portions of this
Contract expends in violation of the terms of this Contract or the federal statutes and regulations
governing the CDBG program.
9. AVOIDANCE OF CONFLICT OF INTEREST: The Contractor will comply with the provisions of
24 CFR 570.611 and with sections 2-2125, 2-2-201, 7-3-4367, 7-5-2106, and 7-5-4109, MCA (as
applicable) regarding the avoidance of conflict of interest.
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10. ARTICLES INCORPORATED BY REFERENCE: The Contractor's full application for CDBG-
ED grant assistance, the applicable HUD regulations at 24 CFR Part 570, and Title I of the Housing
and Community Development Act of 1974, as now in effect or as they may be amended during the
term of this Contract are incorporated in this Contract by this reference and are binding upon the
Contractor.
11. SPECIAL CONDITIONS
The Contractor will not obligate or utilize funds for any activities provided for by this contract until:
a) The Contractor submits to the Department evidence of the firm commitment of the other
resources necessary for the completion of the project as defined in Section 2 and Attachment B
hereof.
b) All project funding must be fully committed and available and the project must be ready to
proceed within six (6) months of award. The Montana Department of Commerce reserves the right
to withdraw a commitment of any CDBG funds for projects not ready to proceed within six (6)
months after the date of tentative grant award.
12. OWNERSHIP AND PUBLICATIONS OF MATERIALS: All materials developed under the
Contract are the property of the Department.
13. PROPERTY MANAGEMENT: Title to real property or equipment acquired under a grant or sub-
grant will vest upon acquisition in the Contractor's or sub-grantee. The Contractor or sub-grantee
will use, manage, and dispose of this property or equipment in accordance with the requirements set
out in 24 CFR Part 85, Subpart C and 24 CFR part 570, Subpart J.
14. ACCESS TO RECORDS AND PROJECT MONITORING:
a) The Contractor will maintain adequate and reasonable records of its performance under this
Contract and will allow access to these records at any time during normal business hours by the
Department the U.S. Department of Housing and Urban Development, the Comptroller General and,
when required by law, the Montana Legislative Auditor. These records will be kept in the
Contractor's offices in Bozeman, Montana.
b) The Department or its agents may monitor and inspect all phases and aspects of the
Contractor's performance to determine compliance with the SCOPE AND DUTIES, and other
technical and administrative requirements, including the adequacy of the Contractor's records and
accounts. The Department will advise the Contractor of any specific areas of concern and provide
the Contractor opportunity to propose corrective actions acceptable to the Department.
15. EQUAL EMPLOYMENT OPPORTU N ITY: Any hiring of employees by the Contractor under this
Agreement will be on the basis of merit and qualification, and the Contractor will not discriminate
against any person on the basis of race, color, religion, creed, political ideas, sex, age, marital
status, physical or mental disability, or national origin. As used herein, "qualification" means
qualifications as are generally related to competent performance of the particular occupational task.
16. COMPLIANCE WITH WORKERS' COMPENSATION ACT: Contractors are required to comply
with the provisions of the Montana Workers' Compensation Act while performing work for the State
of Montana in accordance with sections 39.71-401, 39-71-405, and 39-71-417, MCA. Proof of
compliance must be in the form of workers' compensation insurance, an independent contractor's
4
exemption, or documentation of corporate officer status. Neither the contractor nor its employees
are employees of the State. This insurance/exemption must be valid for the entire term of the
contract. A renewal document must be sent to the Montana Department of Commerce, upon
expiration.
CONTRACTS WILL NOT BE ISSUED TO CONTRACTORS WHO FAIL TO PROVIDE THE
REQUIRED DOCUMENTATION WITHIN THE ALLOTTED TIME FRAME.
Coverage may be provided through a private carrier or through the State Compensation Insurance
Fund (406) 444-6500. An exemption can be requested through the Department of Labor and
Industry, Employment Relations Division (406) 444-1446. Corporate officers must provide
documentation of their exempt status.
17. DEBARMENT: The Contractor certifies that neither it nor its principals are presently debarred,
suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in
the Contract by any governmental department or agency. If the Contractor cannot certify this
statement, attach a written explanation for review by the Department.
18. FAILURE TO HONOR CONTRACT: If the Contractor refuses or fails to deliver in accordance
with the Contract terms and conditions, the State Procurement Bureau may, in its discretion,
suspend the Contractor for a period of time from entering into any contracts with the State of
Montana.
19. ACCESS AND RETENTION OF RECORDS: The Contractor agrees to provide the Department,
Legislative Auditor, or their authorized agents, access to any records necessary to determine
contract compliance (Mont. Code Ann. 9 18-1-118). The Contractor agrees to create and retain
records supporting the services rendered or supplies delivered for a period of three years after either
the completion date of the Contract or the conclusion of any claim, litigation, or exception relating to
the Contract taken by the State of Montana or third party.
20. CONTRACT TERMINATION
a) Termination for Cause. The State may, by written notice to the Contractor, terminate this
contract in whole or in part at any time the Contractor fails to perform this contract; OR
b) Termination for Cause with Notice to Cure Requirement. The State may terminate this
contract for failure of the Contractor to perform any of the services, duties, or conditions contained in
this contract after giving the Contractor written notice of the stated failure. The written notice must
demand performance of the stated failure within a speCified period of time of not less than (insert
number of days). If the demanded performance is not completed within the specified period, the
termination is effective at the end of the specified period; OR
c) Termination for Convenience. The State may, by written notice to the Contractor, terminate
this contract without cause. The State must give notice of termination to the Contractor at least
(insert numbers of days) days prior to the effective date of termination; AND
d) Reduction of Fundinq. The State, at its sole discretion, may terminate or reduce the scope of
this contract if available funding is reduced for any reason. (See Mont. Code Ann. 9 18.4-313(4).)
21. UNAVAILABILITY OF FUNDING: The Department may, at its sole discretion, terminate or
reduce the scope of the Contract if available funding is eliminated or reduced for any reason.
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22. U.S. FUNDS: All prices and payments must be in U.S. dollars.
23. DEFAULT: Failure on the part of either party to perform the provisions of the Contract
constitutes default. Default may result in the pursuit of remedies for breach of contract, including but
not limited to damages and specific performance.
24. CONFORMANCE WITH CONTRACT: No alteration of the terms, conditions, delivery, price,
quality, quantities, or specifications of the Contract shall be granted without prior written consent of
the Department.
25. VENUE: The Contract is governed under the laws of Montana. The parties agree that any
litigation concerning the Contract must be brought in the First Judicial District in and for the County
of Lewis and Clark, State of Montana, and each party shall pay its own costs and attorney fees.
(Mont. Code Ann. 9 18-1-401.)
26. COMPLIANCE WITH LAWS: The Contractor must, in performance of work underthe Contract,
fully comply with all applicable federal, state, or local laws, rules and regulations, including the
Montana Human Rights Act, the Civil Rights Act of 1964, the Age Discrimination Act of 1975, the
Americans with Disabilities Act of 1990, and Section 504 of the Rehabilitation Act of 1973. Any
subletting or subcontracting by the Contractor subjects subcontractors to the same provision. In
accordance with Mont. Code Ann. 949-3.207, the Contractor agrees that the hiring of persons to
perform the Contract will be made on the basis of merit and qualifications and there will be no
discrimination based upon race, color, religion, creed, political ideas, sex, age, marital status,
physical or mental disability, or national origin by the persons performing the Contract.
27. DISABILITY ACCOMMODATIONS: The Department does not discriminate on the basis of
disability in admission to, access to, or operations of its programs, services, or activities. Individuals,
who need aids, alternative document formats, or services for effective communications or other
disability-related accommodations in the programs and services offered, are invited to make their
needs and preferences known to this office. Interested parties should provide as much advance
notice as possible.
28. NO ARBITRATION: Unless otherwise agreed to in writing or provided for by law, arbitration is
not available to the parties as a method of resolving disputes that would arise under the Contract.
29. ASSIGNMENT, TRANSFER AND SUBCONTRACTING: The Contractor shall not assign,
transfer or subcontract any portion of the Contract without the express written consent of the
Department. (Mont. Code Ann. 9 18-4.141.)
30. MODIFICATION: The Contract may not be enlarged, modified, amended or altered except
upon written agreement signed by all parties to the Contract.
31. ALTERATION OF SOLICITATION DOCUMENT: In the event of inconsistencies or
contradictions between language contained in the Department's solicitation document and a
Contractor's response, the language contained in the Department's original solicitation document will
prevail. Intentional manipulation and/or alteration of solicitation document language will result in the
Contractor's disqualification and possible debarment.
32. SOLICITATION DOCUMENT EXAMINATION: The Contractor shall promptly notify the
Department of any ambiguity, inconsistency, or error, which they may discover upon examination of
a solicitation document.
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33. FACSIMILE RESPONSES: Facsimile responses will be accepted for limited solicitations ONLY
if they are completely received by the Department prior to the time set for receipt. Bids, or portions
thereof, received after the due time will not be considered.
34. NOTICE: All notices required under the provisions of the Contract must be in writing and
delivered to the parties' liaisons either by regular mail or personal service.
35. SEPARABILITY: A declaration by any court, or any other binding legal source, that any
provision of the Contract is illegal and void shall not affect the legality and enforceability of any other
provision of the Contract, unless the provisions are mutually dependent.
36. SHIPPING: Supplies shall be shipped prepaid, F.O.B. Destination, unless the Contract
specifies otherwise.
37. TAX EXEMPTION: The State of Montana is exempt from Federal Excise Taxes (#81-0302402).
38. W ARRANTI ES: The Contractor warrants that items offered will conform to the specifications
requested, to be fit and sufficient for the purpose manufactured, of good material and workmanship
and free from defect. Items offered must be new and unused and of the latest model or
manufacture, unless otherwise specified by the Department.
39. HOLD HARMLESS AND INDEMNIFICATION: The Contractor agrees to protect, defend, and
save the State, its elected and appointed officials, agents, and employees, while acting within the
scope of their duties as such, harmless from and against all claims, demands, causes of action of
any kind or character, including the cost of defense thereof, arising in favor of the Contractor's
employees or third parties on account of bodily or personal injuries, death, or damage to property
arising out of services performed or omissions of services or in any way resulting from the acts or
omissions of the Contractor and/or its agents, employees, representatives, assigns, subcontractors,
except the sole negligence of the State, under the Contract.
40. REGISTRATION W ITH SECRETARY OF STATE: Any business intending to transact business
in Montana must register with the Secretary of State. Businesses that are incorporated
in another state or country, but which are conducting activity in Montana, must determine whether
they are transacting business in Montana in accordance with Mont. Code Ann. 99 35-1-1026 and
35-8.1001. Such businesses may want to obtain the guidance of their attorney or accountant to
determine whether their activity is considered transacting business.
If businesses determine that they are transacting business in Montana, they must register with the
Secretary of State and obtain a certificate of authority to demonstrate that they are in good standing
in Montana. To obtain registration materials, call the Office of the Secretary of State at (406) 444-
3665, or visit their website at http://www.sos.state.mt.us.
41. TECHNOLOGY ACCESS FOR BLIND OR VISUALLY IMPAIRED: Contractor acknowledges
that no state funds may be expended for the purchase of information technology equipment and
software for use by employees, program participants, or members of the public unless it provides
blind or visually impaired individuals with access, including interactive use of the equipment and
services, that is equivalent to that provided to individuals who are not blind or visually impaired.
(Mont. Code Ann. 9 18-5-603.) Contact the State Procurement Bureau at (406) 444-2575 for more
information concerning non-visual access standards.
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42. REFERENCE TO CONTRACT: The Contract number MUST appear on all invoices, packing
lists, packages and correspondence pertaining to the Contract.
43. INTEGRATION: The Contract contains the entire agreement between the parties, and no
statements, promises, or inducements of any kind made by either party, or the agents of either party,
not contained herein are valid or binding.
This Contract is made and entered into on the_day of
,2006.
~~K~
Jeff Kr s, r")
City oze
Antho~ct:r ;{<-c.~
Montana Department of Commerce
7j''fj ~
Date '
9'~- t:J (.
Date
8
ATTACHMENT A
PLANNING GRANT
PROJECT IMPLEMENTATION SCHEDULE
CDBG-ED Contract #MT-CDBG-EDPG06-02
TASK
MONTH
PROJECT START UP
Preparation of MDOC Contract
July 2006
PROCUREMENT OF PROFESSIONAL
SERVICES1
. ,
Submit Request for Proposals (RFP) to
MDOC for approval, if requiredz
August 2006
Publish RFP
August 2006
Select professional
September 2006
Execute agreement with professional
September 2006
PROJECT IMPLEMENTATION
Prepare Draft Plan
October 2006
Submit Interim Drawdown
October 2006
Public Review and Comment
November 2006
Finalize Plan
November 2006
PROJECT CLOSEOUT
Submit final deliverables
December 2006
Submit final drawdown
1 Including professional engineers, architects, and community development consultants, etc.
2 Architectural and engineering services must be procured in compliance with Section 18-8-201 MeA.
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..
ATTACHMENT B
PLANNING GRANT
CDBG Contract #MT-CDBG-EDPG06-02
City of Bozeman
Administration SOURCE: SOURCE: SOURCE: SOURCE: TOTAL
CDBG-ED EDA TechRanch MSU
Consultant Services
for Market Analysis,
PAR 15,000 15,000
Architectural
Services 10,000 10,000
Other Professional
Services 15,500 25,021 40,521
TOTAL 15,000 10,000 15,500 25,021 65,521
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EXHIBIT 8-C
FUNDING ASSISTANCE AGREEMENT
COMMUNITY DEVELOPMENT BLOCK GRANT - ECONOMIC DEVELOPMENT
PROGRAM, PLANNING GRANT APPLICATION -- BOZEMAN reCHRANCH
This Assistance Agreement is made and entered into this 11th day of August, 2006,
by and between Bozeman TechRanch, a nonprofit organization, hereinafter referred
to as TechRanch, and the City of Bozeman, hereinafter referred to as the City.
RECITALS
WHEREAS the City has been awarded a grant by the Montana Department of Commerce
(MDOC) under the Community Development Block Grant - Economic Development
(CDBG-ED) Program; and
WHEREAS the TechRanch wishes to receive CDBG-ED funds from the City to plan for a
new business incubator facility to support entrepreneurial start-up efforts within the City's
jurisdictional area.
NOW, THEREFORE, in consideration of the mutual covenants and conditions herein, the
parties agree as follows:
1. AMOUNT OF ASSISTANCE
The City agrees under the terms and conditions of this Agreement, to provide funds as a
grant for developing a business incubator plan to TechRanch in the principal amount of
$15.000.00.
2. REQUEST FOR FUNDS
TechRanch will submit to the City written requests for funds periodically as needed for the
purposes of the assistance specified herein. With each of these requests TechRanch will
provide a quarterly financial report showing actual and budgeted expenditures sufficient for
the City to determine the propriety of the proposed use of the funds requested and the use
of matching funds.
3. CONDITIONS OF ASSISTANCE
a. The City's obligation to make the assistance provided for hereby is
contingent on the City's receipt of CDBG-ED funds for this purpose from the
MDOC.
b. During the entire term of the contract between the MDOC and the City,
TechRanch will deliver to the Q1y quarterly financial statements indicating
MONTANA DEPARTMENT OF COMMERCE CDBG ADMINISTRATION MANUAL
Business Resources Division 2006
8-C.1
budget and actual expenditures. TechRanch will also submit annual financial
statements with full disclosure notes, which must at a minimum be reviewed
by a certified public accountant. In this regard, at any time, a certified public
accountant audits any of these statements, TechRanch will furnish the City
with a copy of all summary sheets and written opinions and reports of the
certified public accountant. Further, TechRanch will make its records relating
to this Agreement available for inspection during normal business hours to
the City and MDOC.
c. TechRanch will submit status reports on project performance at the request
of the City. TechRanch will submit the following to the City:
1) Annual business plan reports describing TechRanch's progress
toward achieving the objectives of and implementing the strategies
contained in the City-sponsored CDBG-ED application.
2) A progress report with each request for funds.
d. Upon receipt of reasonable advance notice, TechRanch will permit
representatives of the City and DOC to inspect TechRanch facilities and
records that are the subject of this assistance.
e. This Agreement is non-assignable except upon the written consent of the
City. A request for consent to assignment must include a statement justifying
the request and the certified financial statement of the proposed assignee.
This statement must be current to within ninety (90) days of the request. The
City reserves the right to deny requests for assignment and to modify rates
and terms of the Assistance Agreement and its exhibits as conditions of an
assignment with MOOC approval.
g. It is expressly understood that the proceeds of this assistance are
designated solely for the purpose described in the City-Sponsored COBG
application.
h. TechRanch waives any and all claims and recourse against the City,
including the right of contribution for loss and damage to persons or property
arising from, growing out of, or in any way connected with or incident to this
Agreement. Further, TechRanch will indemnify, hold harmless, and defend
the City against any and all claims, demands, damages, costs, expenses or
liability arising out of the performance of TechRanch.
8-C.2
5. SECURITY
a. As security for the performance of this Agreement, TechRanch will guarantee
to the City that in the event that TechRanch does not complete its business
incubator facility plan that the full amount of assistance provided under this
agreement will be paid back to the City.
6. EVENTS OF DEFAULT
If any of the following events occur, the City may, in its sole discretion, declare such event
a default under this Agreement.
a. Any representation or warranty made by TechRanch in this Agreement or in
any request or certificate or other information furnished to the City hereunder
proves to have been incorrect in any material respect;
b. TechRanch fails in any material respect to carry out its obligations under its
proposal to the City for the assistance provided hereunder.
In the event TechRanch fails to perform any of the covenants on its part or any
event of default occurs as stated above, the Citv may declare TechRanch to be in
default and thereafter give TechRanch written notice setting forth the action or
inaction which constitutes the default and giving TechRanch 45 days in which to
correct the default. If TechRanch fails to correct the default within days of receipt of
this notice, the City may notify TechRanch in writing that the full balance upon this
Agreement is then due and payable within 45 days.
It is agreed by the parties hereto that the provisions of this Agreement provide for
reasonable and sufficient notice to be given to TechRanch in case of TechRanch's
failure to perform any of its covenants and that this notice is sufficient for
TechRanch to rectify its actions or inactions of default.
Any waiver by the City of any default by TechRanch does not constitute a waiver of
a continuing breach or a waiver of a subsequent breach. Any agreement contrary to
this Agreement is not binding upon each party hereto unless it is in writing and
signed by both parties.
7. NON-DISCRIMINATION
a. Civil Riqhts Act of 1964. TechRanch will abide by the provisions of Title VI of
the Civil Rights Act of 1964 which states that no person may, on the grounds
of race, color, national origin, be excluded from participation in, be denied the
benefits of, or be subjected to discrimination under any program or activity
receiving federal financial assistance.
MONTANA DEPARTMENT OF COMMERCE CDBG ADMINISTRATION MANUAL
Business Resources Division 2006
8-C.3
b. Section 109 of the Housinq and Communitv Development Act of 1974. In the
performance of this contract TechRanch will obey this provision which states
that; "No person in the United States may on the grounds of race, color,
national origin, or sex be excluded from participation in, be denied the
benefits of, or be subjected to discrimination under any program or activity
funded in whole or in part with the funds made available under this title. Any
prohibition against discrimination on the basis of age under the Age
Discrimination Act of 1974 or with respect to an otherwise qualified
handicapped individual as provided in Section 504 of the Rehabilitation Act
of 1973 will also apply to any such program or activity."
8. FEDERAL LABOR STANDARDS
TechRanch agrees to not enter into any construction contract(s) in excess of $2,000 that
will be funded in whole or in part with proceeds from this assistance.
9. ADDITIONAL ASSURANCES
TechRanch will remain fully obligated under the provIsions of this Agreement
notwithstanding its designation of any third party or parties with written approval of the Citv
for the undertaking of all or any part of the program with respect to which assistance is
being provided under this Agreement. TechRanch will comply with all applicable laws rules
and regulations of the Citv, the State of Montana, and the United States Government and
will all lawful requirements of the Citv so as to insure that this Agreement is carried out in
accordance with the obligations and responsibilities of the City to the State of Montana.
10. LITIGATION
TechRanch states that to the best of its knowledge and belief there are no suits or
proceedings pending or threatened against or effecting it which, if adversely determine,
would have a material adverse effect on its financial condition. In addition, to the
knowledge of TechRanch, there are no proceedings by or before governmental
commission, board, bureau or other administrative agency pending or, threatened against
TechRanch.
11. DISPUTES
In the event that either party incurs legal expenses to enforce the terms and conditions of
this Agreement, the prevailing party is entitled to recover reasonable attorney's fees and
other costs and expenses, whether the same are incurred with or without suit.
8-C .4
12. AVOIDANCE OF CONFLICT OF INTEREST
TechRanch covenants that no officer, member, agent, or employee of the City who
participates in the administration of this Agreement in other than a purely ministerial
capacity will have any personal interest, real or apparent, in the proceeds of the
assistance provided hereby. For purposes of this covenant an impermissible conflict
of interest exists if the officer, member, agent, or employee; any member of his or
her immediate family; his or her partner; or an organization which employs, or is
about to employ, any of the foregoing has a financial or other interest in the
proceeds hereof during his or her tenure or for one (1) year thereafter. TechRanch
shall incorporate, or cause to be incorporated, in all contracts or subcontracts a
provision prohibiting such interest pursuant to the purposes of this section.
13. CONSTRUCTION AND VENUE
This Agreement will be construed under and governed by the laws of the State of Montana.
In the event of litigation concerning it, venue is in the 18th Judicial District in and for the
City of Bozeman, State of Montana.
for Bozeman TechRanch
for Citv of Bozeman
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Ch~rElec ed Official)
AT ES~
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MONTANA DEPARTMENT OF COMMERCE
Business Resources Division
CDBG ADMINISTRATION MANUAL
2006
8-C.5