HomeMy WebLinkAboutRFP - Realestate Agent for Fire Station 1
REQUEST FOR PROPOSALS (RFP)
REALTY PROFESSIONALS FOR THE SALE OF
FIRE STATION 1 (34 NORTH ROUSE AVE)
CITY OF BOZEMAN
Bozeman, MT
City of Bozeman PO Box 1230 Bozeman, MT 59771-1230
April 2021
INTRODUCTION: The City of Bozeman (City), is seeking proposals from individuals or firms licensed to sell
real estate in Montana to sell the current Fire Station #1 facility and the related property located at 34
North Rouse Avenue, Bozeman, Montana. The individual or firm selected for the sale will be responsible
for all aspects of the sale including, but not limited to: promotion, showing, negotiation, contracting, and all
aspects of closing and recording.
Copies of the Request for Proposals are available on the City’s website at
https://weblink.bozeman.net/WebLink/DocView.aspx?id=234972&dbid=0&repo=BOZEMAN
All proposals must be provided as a single, searchable PDF document file and be submitted digitally as an
email attachment to the RFP Recipient email address below. Respondents are advised that Recipient’s
email attachment size limit is 25MB and that only one PDF file will be allowed per response. The subject
line of the transmittal email shall clearly identify the RFP title, company name and due date/time. File sizes
greater than 25MB in size may be uploaded to bzncloud.bozeman.net upon special arrangement of the
Recipient; however, it is the respondent’s sole responsibility to ensure the file upload is completed, and
that the Recipient is separately notified via email of same, prior to the given deadline.
To meet the deadline for initial consideration, proposals must be received no later than 5:00 P.M., MDT,
Friday, April 30, 2021, at the office of the City Clerk, 121 North Rouse Avenue, Bozeman, MT 59715. All
proposals must be received by this time and date for initial consideration. The email address for electronic
submittals is Agenda@bozeman.net. Please indicate “Fire Station #1 Sale Proposal” on the outside of the
sealed package or Subject line for emailed proposals.
Copies of the Request for Proposals (RFP) may be obtained from the City Clerk, 121 North Rouse Avenue,
Bozeman, MT 59715, 406-582-2321. A copy is also posted at the City of Bozeman’s web page at
www.bozeman.net. After obtaining the RFP please direct all questions to the City of Bozeman, Attention:
Chuck Winn, Assistant City Manager, City of Bozeman, P.O. Box 1230, Bozeman, MT 59771. Telephone:
(406) 582-2307. E-mail: cwinn@bozeman.net.
NON-DISCRIMINATION AND EQUAL PAY
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.
In addition, pursuant to City Commission Resolution 5169, the entity awarded a contract under this RFQ
and any subcontractors must abide by the Equal Pay Act of 1963 and Section 39-3-104, MCA (the Montana
Equal Pay Act), and affirm it will abide by the above and that it has visited the State of Montana Equal Pay
for Equal Work “best practices” website, https://equalpay.mt.gov/BestPractices/Employers, or equivalent
“best practices publication and has read the material.
City of Bozeman Realty Services Fire Station 1
City of Bozeman Realty Services Fire Station 1
Any administrative questions regarding proposal procedures should be directed to: Mike Maas, City Clerk
(406) 582-2321, agenda@bozeman.net.
Questions relating to the RFP should be directed to: Chuck Winn, Assistant City Manager, (406) 582-2307,
cwinn@bozeman.net.
DATED at Bozeman, Montana, this 8thth day of April, 2021.
Mike Maas
City Clerk
For publication on:
Sunday, April 11, 2021
Sunday, April 18, 2021
City of Bozeman Realty Services Fire Station 1
I. INTRODUCTION
The City of Bozeman (City), is seeking proposals from individuals or firms licensed to sell real
estate in Montana to sell the current Fire Station #1 facility and the related property located at 34
North Rouse Avenue, Bozeman, Montana. The individual or firm selected for the sale will be
responsible for all aspects of the sale including, but not limited to: promotion, showing,
negotiation, contracting, and all aspects of closing and recording.
II. PROJECT BACKGROUND AND DESCRIPTION:
The City of Bozeman is currently constructing the new Bozeman Public Safety Center and will be
relocating the Bozeman Fire Department from the current Fire Station #1 to the Safety Center
once the Safety Center is completed in April or May 2022. The City is offering for sale the current
Fire Station #1 building and property located at 34 North Rouse consisting of an approximately
.045 acres or 19,530 square foot lot on which sits the 9,586 sq. ft. fire station. The legal description
is lots 15-19 in Block F of Rouse’s First Addition, City of Bozeman, Gallatin County, MT. excepting
therefrom the portion transferred to Montana Department of Transportation for Highway Right of
Way, further described in the Bargain and Sale Deed recorded as Decument 2527031 on
10/07/2015 with the Gallatin County Clerk and Recorder. Closing date for the sale will be
determined upon progress of the Safety Center construction and the City’s needs.
Copies of the October 2020 appraisal documents may be obtained from the Office of the City
Clerk, 121 North Rouse Avenue, Bozeman, Montana, or on the City’s website. Additionally,
addendums to this RFP, if any, and proposal evaluation criteria may be obtained from the Office of
the City Clerk or on the City website at www.bozeman.net. Addendums, if necessary, will be
posted on the City website as soon as possible. Please direct all questions regarding this RFP
and/or requests for building walk-throughs to the City of Bozeman, Attention: Chuck Winn,
Assistant City Manager, City of Bozeman, P.O. Box 1230, Bozeman, MT 59771, or by phone at (406)
582-2307 or e-mail at cwinn@bozeman.net .
The City requests that interested individuals or firms limit their contacts to only the Assistant City
Manager listed above in the interest of maintaining a consistency of response and fairness to all
respondents.
III. SELECTION PROCEDURE:
A review committee will evaluate all responses to the RFP that meet the submittal requirements
and deadline. Submittals that do not meet the requirement or deadline will not be considered. The
review committee will rank the proposals and may arrange interviews with the finalist(s) prior to
selection. Selection may be made directly based on the written RFP 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 RFPs.
City of Bozeman Realty Services Fire Station 1
All submitted proposals must be complete and contain the information required as stated in the
"Request for Proposals.”
The City of Bozeman will evaluate proposals based on an established ranking system and may
choose to interview the respondants that best address the objective criteria outlined below. In
order to protect the proprietary aspects of the submittals, copies of the proposals will be available
to the public after interviews are conducted. The award may be made to the respondant whose
proposal is deemed most advantageous to the City of Bozeman, all factors considered. Final terms
and conditions of the listing agreement will then be negotiated with the successful respondant.
Once selected, the individual or firm must provide proof of insurance for errors and omissions (E &
O) in an amount of at least one and one-half million dollars, ($1,500,000.00).
Respondents will be evaluated according to the following factors:
1. Quality of the Proposal 10 Points
2. Respondent’s Qualifications, and Experience
(including reference checks) 25 Points
3. Documented Experience of the firm or individual 25 Points
and their proven ability to execute the sale of
downtown commercial property in excess of one
million dollars.
4. Quality and creativity of the promotional and 25 Points
marketing plan for the property and the proven
ability to apply the necessary resources to carry
out the plan
5. A description of the proposed commission costs for
the sale and a description of any and all costs that
will be paid by the City in order to complete the sale. 15 Points
Responses MUST include:
1. Individual or firm’s legal name, address, telephone number, web site (if any), and e-
mail address.
2. Statement of experience and qualifications of the individual, firm and firm’s staff which
will be assigned to the sale. CCIM or equivalent commercial sales experience preferred.
3. A description of the individual or firm’s experience with high visibility commercial sales
and any experience with the sale of commercial property in Downtown Bozeman.
4. Demonstrated familiarity with Downtown Bozeman’s unique parking and traffic issues.
City of Bozeman Realty Services Fire Station 1
5. Demonstrated familiarity with the City of Bozeman’s zoning regulations.
6. A detailed description of all facets of the proposed plan to actively market the property
and documentation of the promotional and or financial resources available to the
individual or firm to carry out this marketing plan at a local, regional and national level.
7. A narrative describing the expectations or responsibilities of the City as a client in order
to complete a successful sale.
8. Proof of the necessary state license requirements to sell property in the state of
Montana.
9. A description of the proposed commission costs for the sale and a description of any
and all costs that will be paid by the City in order to complete the sale.
10. A proposed time line for the sale and a proposed term of contract for the selling rights
of the property.
11. A list of the individual or firm’s last five commercial sales, including at least one
example of the sale of Downtown Bozeman commercial property valued at, or in excess
of, one million dollars ($1,000,000.00). Include for each property: the list price of the
property; the sale price of the property; the length of time the property was on the
market; and any unique aspects or other information relevant to each sale.
12. Three professional references and full contact information for the listed references.
13. OPTIONAL: Up to 5 (five) pages of promotional materials or company brochures that
illustrate the individual or firm’s experience, expertise and philosophy.
IV. TIMELINES, DELIVERY DEADLINE, AND INSTRUCTIONS
EVENT DATE/TIME
Publication dates of RFP Sunday, April 11, 2021
Sunday, April 18, 2021
Deadline for receipt of proposals 5:00 p.m. April 30, 2021
Evaluation of proposals TBD
Interviews (if necessary) and Selection of
consultants
TBD
With the exception of the advertising dates and advertised due date, the City reserves the right to
modify the above timeline.
Deliver RFPs via email to the City Clerk (agenda@bozeman.net) by April 30, 2021 at 5:00 P.M. It is
the sole responsibility of the proposing party to ensure that proposals are received prior to the
closing time as late submittals will not be accepted and will be returned unopened. All proposals
must be provided as a single, searchable PDF document file and be submitted digitally as an email
City of Bozeman Realty Services Fire Station 1
attachment to the RFP Recipient email address agenda@bozeman.net. Respondents are advised
that Recipient’s email attachment size limit is 25MB and that only one PDF file will be allowed per
response. The subject line of the transmittal email shall clearly identify the RFP title, company
name and due date/time. File sizes greater than 25MB in size may be uploaded to
bzncloud.bozeman.net upon special arrangement of the Recipient; however, it is the respondent’s
sole responsibility to ensure the file upload is completed, and that the Recipient is separately
notified via email of same, prior to the given deadline.
All proposals must be submitted complete and contain the information required as stated in the Request
for Proposals.
The City of Bozeman reserves the right to reject any and all responses deemed unqualified, unsatisfactory,
or inappropriate.
V. AMENDMENTS TO SOLICITATION
Any interpretation or correction of this request will be published on the City’s webpage. The
deadline for questions related to this document is 5:00 P.M. on April 22, 2021.
VI. CONTACT INFORMATION
Any administrative questions regarding proposal procedures should be directed to: Mike Maas,
City Clerk, (406) 582-2321, agenda@bozeman.net
Questions relating to scope of services should be directed to: Chuck Winn, Assistant City Manager,
cwinn@bozeman.net, (406) 582-2307.
VII. FORM OF AGREEMENT
The Contractor will be required to enter into a contract with the City in substantially the same
form as the professional services agreement attached as Attachment B.
VIII. CITY RESERVATION OF RIGHTS / LIABILITY WAIVER
All proposals submitted in response to this RFP become the property of the City and public records
and, as such, may be subject to public review.
A SUBMISSION IN RESPONSE TO THIS REQUEST FOR QUALIFICATIONS CONFERS NO RIGHTS UPON
ANY RESPONDENTS AND SHALL NOT OBLIGATE THE CITY IN ANY MANNER WHATSOEVER. THE CITY
RESERVES THE RIGHT TO MAKE NO AWARD AND TO SOLICIT ADDITIONAL REQUEST FOR
QUALIFICATIONS AT A LATER DATE.
A. This RFP may be canceled or any or all responses may be rejected in whole or in part, as
specified herein, when it is in the best interests of the City. If the City cancels or revises this
RFP, all Respondents who submitted will be notified using email.
City of Bozeman Realty Services Fire Station 1
B. The City reserves the right to accept or reject any and all proposals; to add or delete items
and/or quantities; to amend the RFP; to waive any minor irregularities, informalities, or
failure to conform to the RFP; to extend the deadline for submitting proposals; to postpone
award for up to 60 days; to award one or more contracts, by item or task, or groups of
items or tasks, if so provided in the RFP and if multiple awards or phases are determined by
the City to be in the public interest.
C. 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.
D. 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.
E. 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 Appendix B for form of professional services agreement. The
professional services agreement presented to the Contractor may differ from this form as
appropriate for the scope of services).
F. This RFP 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 proposals 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 RFP, waives all right to protest or seek any legal remedies
whatsoever regarding any aspect of this RFP.
G. The City reserves the right to cancel, in part or in its entirety, this RFP including, but not
limited to: selection procedures, submittal date, and submittal requirements. If the City
cancels or revises this RFP, all Contractors who submitted proposals will be notified using
email.
H. Projects under any contract are subject to the availability of funds.
IX. NONDISCRIMINATION AND EQUAL PAY POLICY
The City of Bozeman requires each entity submitting under this notice shall affirm, on a separate
form provided, that 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, sexual
preference, gender identity, or disability in fulfillment of a contract entered into for the services
identified herein and that this prohibition on discrimination shall apply to the hiring and
treatment of the submitting entity’s employees and to all subcontracts it enters into in the
City of Bozeman Realty Services Fire Station 1
fulfillment of the services identified herein. Failure to comply with this requirement shall be
cause for the submittal to be deemed nonresponsive.
The City also requires each entity submitting under this notice shall affirm it will abide by the
Equal Pay Act of 1963 and Section 39-3-104, MCA (the Montana Equal Pay Act), and has visited
the State of Montana Equal Pay for Equal Work “best practices” website,
https://equalpay.mt.gov/BestPractices/Employers, or equivalent “best practices publication and
has read the material.
X. MISCELLANEOUS
A. No Oral Agreements. No conversations or oral agreements with any officer, employee, or
agent of the City shall affect or modify any term of this solicitation. Oral communications or
any written/email communication between any person and City officer, employee or agent
shall not be considered binding.
B. No Partnership/Business Organization. Nothing in this solicitation or in any subsequent
agreement, or any other contract entered into as a result of this solicitation, shall
constitute, create, give rise to or otherwise be recognized as a partnership or formal
business organization of any kind between or among the respondent and the City.
C. Employment Restriction and Indemnity. No person who is an owner, officer, employee,
contractor, or consultant of a respondent shall be an officer or employee of the City. No
rights of the City’s retirement or personnel rules accrue to a respondent, its officers,
employees, contractors, or consultants. Respondents 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 Respondent 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 respondent’s officers, employees, contractors and
consultants.
D. 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.
E. Procurement. When discrepancies occur between words and figures in this solicitation,
the words shall govern. No responsibility shall attach to a City employee for the
premature opening of an RFP not properly addressed and identified in accordance with
these documents.
F. Governing Law. This solicitation and any disputes arising hereunder or under any future
City of Bozeman Realty Services Fire Station 1
agreement shall be governed and construed and enforced in accordance with the laws of
the State of Montana, without reference to principles of choice or conflicts of laws.
XI. ATTACHMENTS
The following exhibits are incorporated in this RFP:
Appendix A: Non-Discrimination Affirmation
Appendix B: Form of Professional Services Agreement
END OF RFP
City of Bozeman Realty Services Fire Station 1
Appendix A
NONDISCRIMINATION AND EQUAL PAY AFFIRMATION
____________________________________(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.
In addition, ____________________________________(name of entity submitting) hereby affirms
it will abide by the Equal Pay Act of 1963 and Section 39-3-104, MCA (the Montana Equal Pay Act),
and has visited the State of Montana Equal Pay for Equal Work “best practices” website,
https://equalpay.mt.gov/BestPractices/Employers, or equivalent “best practices publication and
has read the material.
______________________________________
Name and title of person authorized to sign on behalf of submitter
City of Bozeman Realty Services Fire Station 1
Appendix B
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this _____ day of ____________, 202__
(“Effective Date”), 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.” The City and Contractor may be referred to individually as “Party” and
collectively as “Parties.”
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 Effective Date and will
expire on the _____ day of ______________, 202_, unless earlier terminated in accordance with this
Agreement.
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:
City of Bozeman Realty Services Fire Station 1
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 the services in a professional,
competent and timely manner and with diligence and skill; that it has the power to enter into and
perform this Agreement and grant the rights granted in it; and that its performance of this Agreement
shall not infringe upon or violate the rights of any third party, whether rights of copyright, trademark,
privacy, publicity, libel, slander or any other rights of any nature whatsoever, or violate any federal,
state and municipal laws. The City will not determine or exercise control as to general procedures or
formats necessary to have these services meet this warranty.
6. Independent Contractor Status/Labor Relations: The parties agree that Contractor
is an independent contractor for purposes of this Agreement and is not to be considered an employee
of the City for any purpose. Contractor is not subject to the terms and provisions of the City’s
personnel policies handbook and may not be considered a City employee for workers’ compensation
or any other purpose. Contractor is not authorized to represent the City or otherwise bind the City in
any dealings between Contractor and any third parties.
Contractor shall comply with the applicable requirements of the Workers’ Compensation Act,
Title 39, Chapter 71, Montana Code Annotated (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, 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.
City of Bozeman Realty Services Fire Station 1
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 effect 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 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
intentional misconduct of the Contractor or Contractor’s agents or employees.
City of Bozeman Realty Services Fire Station 1
Such obligations shall not be construed to negate, abridge, or reduce other rights or obligations
of indemnity that would otherwise exist. The indemnification obligations of this Section must not be
construed to negate, abridge, or reduce any common-law or statutory rights of the City as
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 the City 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 City 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 City for a claim(s) or any portion(s) thereof.
In the event of an action filed against the 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, 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 [City’s]
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 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. 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;
City of Bozeman Realty Services Fire Station 1
• 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 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 thirty (30) day notice of cancellation or non-renewal.
Contractor shall notify City within two (2) business days of Contractor’s receipt of notice that any
required insurance coverage will be terminated or Contractor’s decision to terminate any required
insurance coverage for any reason.
The City must approve all insurance coverage and endorsements prior to the Contractor
commencing work.
8. Termination for Contractor’s Fault:
a. If Contractor refuses or fails to timely do the work, or any part thereof, or fails
to perform any of its obligations under this Agreement, or otherwise breaches any terms or
conditions of this Agreement, the City may, by written notice, terminate this Agreement and
the Contractor’s right to proceed with all or any part of the work (“Termination Notice Due
to Contractor’s Fault”). The City may then take over the work and complete it, either with its
own resources or by re-letting the contract to any other third party.
b. In the event of a termination pursuant to this Section 8, Contractor shall be
entitled to payment only for those services Contractor actually rendered.
c. Any termination provided for by this Section 8 shall be in addition to any other
remedies to which the City may be entitled under the law or at equity.
d. In the event of termination under this Section 8, Contractor shall, under no
circumstances, be entitled to claim or recover consequential, special, punitive, lost business
opportunity, lost productivity, field office overhead, general conditions costs, or lost profits
damages of any nature arising, or claimed to have arisen, as a result of the termination.
9. Termination for City’s Convenience:
a. Should conditions arise which, in the sole opinion and discretion of the City,
make it advisable to the City to cease performance under this Agreement, the 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
City of Bozeman Realty Services Fire Station 1
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, 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 and Notices:
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 the
City of Bozeman Realty Services Fire Station 1
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 designated by the City in writing 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.
c. Notices: All notices required by this Agreement shall be in writing and
shall be provided to the Representatives named in this Section. Notices shall be deemed given
when delivered, if delivered by courier to Party’s address shown above during normal business
hours of the recipient; or when sent, if sent by email or fax (with a successful transmission
report) to the email address or fax number provided by the Party’s Representative; or on the
fifth business day following mailing, if mailed by ordinary mail to the address shown above,
postage prepaid.
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 and Equal Pay: 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-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,
City of Bozeman Realty Services Fire Station 1
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.
Contractor represents it is, and for the term of this Agreement will be, in compliance with the
requirements of the Equal Pay Act of 1963 and Section 39-3-104, MCA (the Montana Equal Pay Act).
Contractor must report to the City any violations of the Montana Equal Pay Act that Contractor has
been found guilty of within 60 days of such finding for violations occurring during the term of this
Agreement.
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 its 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 the 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.
City of Bozeman Realty Services Fire Station 1
18. Non-Waiver: A waiver by either party of 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 including the City
Attorney’s Office staff.
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.
City of Bozeman Realty Services Fire Station 1
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 herein 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. Consent to Electronic Signatures: The Parties have consented to execute this
Agreement electronically in conformance with the Montana Uniform Electronic Transactions Act,
Title 30, Chapter 18, Part 1, MCA.
31. 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 ****
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year first above written or as recorded in an electronic signature.
CITY OF BOZEMAN, MONTANA ____________________________________
CONTRACTOR (Type Name Above)
By________________________________ By__________________________________
Jeff Mihelich, City Manager
Print Name: ___________________________
Print Title: ____________________________
APPROVED AS TO FORM:
By_______________________________
City of Bozeman Realty Services Fire Station 1
Greg Sullivan, Bozeman City Attorney