HomeMy WebLinkAbout11-10-25 City Commission Special Meeting Agenda and Packet MaterialsA. Call Special Meeting to Order - 1:00 PM - Commission Room, City Hall, 121 North Rouse
B. Pledge of Allegiance and a Moment of Silence or Mindfulness
C. Changes to the Agenda
D. FYI
E. Commission Disclosures
F. Approval of Minutes
F.1 Approval of Regular City Commission Meeting Minutes from October 21, 2025, and October
28, 2025.(Maas)
G. Consent
THE CITY COMMISSION OF BOZEMAN, MONTANA
REGULAR MEETING AGENDA
Monday, November 10, 2025
How to Participate:
If you are interested in commenting in writing on items on the agenda please send an email to
comments@bozeman.net or visit the Public Comment Page prior to 12:00 p.m. on the day of the
meeting. At the direction of the City Commission, anonymous public comments are not distributed to
the City Commission or staff.
Public comments will also be accepted in-person and through video conference during the appropriate
agenda items but you may only comment once per item.
As always, the meeting will be recorded and streamed through the Commission's video page and
available in the City on cable channel 190.
For more information please contact the City Clerks' Office at 406.582.2320.
This meeting will be held both in-person and also using an online video conferencing system. You
can join this meeting:
Via Video Conference:
Click the Register link, enter the required information, and click submit.
Click Join Now to enter the meeting.
Via Phone: This is for listening only if you cannot watch the stream, channel 190, or attend in-
person
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Consider the Motion: I move to approve the regular meeting minutes as submitted.
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G.1 Accounts Payable Claims Review and Approval (Edwards)
G.2 Authorize the City Manager to Sign the Notice of Award for the Construction of the Black
Avenue Traffic Circles Project to Treasure State Inc., in the Amount of $24,754.40, and Final
Contract Documents Once Received(Lonsdale)
G.3 Authorize the City Manager to Sign an Order Agreement with Granicus to Move to Their
Engagement Cloud Enhanced Product(McMahan)
G.4 Authorize City Manager to Sign Professional Services Agreements for Facilities Contractors
Term Contracts(Miller)
G.5 Authorize the City Manager to Sign a Professional Services Agreement with SAFEbuilt, LLC,
for Third Party Building Plan Review Services(Harbage)
G.6 Authorize the City Manager to Sign a Professional Services Agreement with DOWL, LLC for
Preliminary Design of the MSU Sewer Interceptor Improvements Project(Gamradt)
G.7 Authorize the City Manager to Sign Amendment 9 to the Professional Services Agreement
for the Field Survey Term Contract with Sanbell, to Facilitate Design for Upcoming Capital
Improvement Projects(Gamradt)
G.8 A Resolution Authorizing Change Order Number 1 to the 2025 South Black Avenue Sewer
Renovations Project(Gamradt)
G.9 Final Adoption of an Ordinance Amending Various Sections of Chapter 22, Article 1 of the
Bozeman Municipal Code Related to the Administration of the Bozeman Municipal
Court(Judge Tierney)
H. Public Comment on Non-agenda Items Falling Within the Purview and Jurisdiction of the
Commission
I. Work Session
I.1 Work Session in Preparation for Public Hearings on the Repeal and Replacement of the
Unified Development Code, Chapter 38, Bozeman Municipal Code, Application
21381(Saunders)
J. Appointments
This is the time to comment on any matter falling within the scope of the Bozeman City
Commission. There will also be time in conjunction with each agenda item for public comment
relating to that item but you may only speak once per topic. Please note, the City Commission
cannot take action on any item which does not appear on the agenda. All persons addressing the
City Commission shall speak in a civil and courteous manner and members of the audience shall be
respectful of others. Please state your name, and state whether you are a resident of the city or a
property owner within the city in an audible tone of voice for the record and limit your comments
to three minutes.
Written comments can be located in the Public Comment Repository.
No action is required with this agenda item.
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J.1 Appointment of City of Bozeman Representative on the Gallatin County Solid Waste
Management District Board(Maas)
K. FYI / Discussion
L. Adjournment
Consider the Motion: I move to appoint Russ Ward to the Gallatin County Solid Waste Management
District Board for a term ending June 1, 2026.
City Commission meetings are open to all members of the public. If you have a disability that
requires assistance, please contact our ADA Coordinator, David Arnado, at 406.582.3232.
Commission meetings are televised live on cable channel 190 and streamed live on our Meeting
Videos Page.
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Memorandum
REPORT TO:City Commission
FROM:Alex Newby, Deputy City Clerk
Mike Maas, City Clerk
Jon Henderson, Assistant City Manager
SUBJECT:Approval of Regular City Commission Meeting Minutes from October 21,
2025, and October 28, 2025.
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Minutes
RECOMMENDATION:Consider the Motion: I move to approve the regular meeting minutes as
submitted.
STRATEGIC PLAN:1.1 Outreach: Continue to strengthen and innovate in how we deliver
information to the community and our partners.
BACKGROUND:In 2013, The Clerks' Office identified goals related to the Commission’s
priority of Improving Technology Utilization and Proficiency.
Improvements included:
• Live streaming broadcast of the City Commission Meeting
• Meeting efficiency
• Better access of meeting information for staff and the public
• Time savings
• Streamlined approach to citizen involvement and public comment In
addition to the City Commission, many City Boards utilize the system as well.
Beginning January 5, 2021 meetings in the Granicus platform have been
closed captioned. Those captions are searchable using the advanced search
option on our video view page.
Users are always welcome to contact the City Clerks' Office at 406.582.2320
or email BozemanClerksDepartment@bozeman.net for assistance.
UNRESOLVED ISSUES:None.
ALTERNATIVES:As determined by the Commission.
FISCAL EFFECTS:None.
Attachments:
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10-21-25 City Commission Meeting Minutes.docx
10-28-25 City Commission Meeting Minutes.docx
Report compiled on: October 30, 2025
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Bozeman City Commission Meeting Minutes, October 21, 2025]
Page 1 of 10
THE CITY COMMMISSION MEETING OF BOZEMAN, MONTANA
MINUTES
October 21, 2025
Present: Terry Cunningham, Joey Morrison, Jennifer Madgic, Douglas Fischer, Emma Bode
Absent: None
Excused: None
Staff Present at the Dais: City Manager (CM) Chuck Winn, City Attorney (CA) Greg Sullivan, City Clerk
(CC) Mike Maas
A) 00:12:59 Call to Order - 6:00 PM - Commission Room, City Hall, 121 North Rouse
B) 00:15:04 Pledge of Allegiance and a Moment of Silence or Mindfulness
C) 00:15:40 Changes to the Agenda
D) 00:16:04 FYI
Cr. Bode highlighted Coffee with a Commissioner on October 24, from 9 a.m. - 11 a.m. at the lounge are
at the SUB on MSU Campus, 751 Grant St; highlighted emails received about leaf cleanup and reminded
the public that there is no requirement to remove leaves; provided an update from the Dept. of Health
that vaping indoors is no longer permitted.
Cr. Madgic highlighted Walk with a Commissioner, on October 23rd at 11 a.m. in the Valley West area,
meeting at the intersection of N. Yellowstone and Toole; provided a reminder that ballots newly require
birth year on the signature envelope.
Cr. Fischer highlighted that Main St. will be closed from 3 p.m. - 7 p.m. , between Grand and
Church Avenues on Halloween for the downtown trick or treating; noted participation in urban camping
cleanup on Wheat Dr. last Thursday;
00:24:29 CM Winn addressed the claims of changes in the City's messaging on water resources.
He also highlighted the recent Turning Point Rally and the No Kings Rally were peaceful with thousands
of attendees.
E) 00:29:49 Commission Disclosures
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Bozeman City Commission Meeting Minutes, October 21, 2025]
Page 2 of 10
F) 00:30:06 Consent
F.1 Accounts Payable Claims Review and Approval
F.2 Authorize the Mayor to Sign a Findings of Fact and Order for the SRX II Subdivision
Preliminary Plat, Application 24112 (Quasi-Judicial)
24112 Findings of Fact.pdf
F.3 Authorize the Mayor to Sign a Findings of Fact and Order for the Hidden Creek
Subdivision Preliminary Plat, Application 24533 (Quasi-Judicial)
24533 FOF.pdf
F.4 Authorize the City Manager to sign the Federal Fiscal Year (FFY) 2026 Section 5303
Planning Contract with the Montana Department of Transportation (MDT) for the pass-
through of Federal Transit Administration (FTA) Section 5303 Funds to the Urban
Transportation District (UTD)
FFY2026_SECTION_5303_PLANNING_CONTRACT.pdf
F.5 Authorize the City Manager to Sign a Professional Services Agreement with TK Elevator
for BPSC Elevator Uninterruptable Power Supplies Installation
PSA - TK Elevator - BPSC Elevator UPS.pdf
F.6 Authorize the City Manager to Sign a Professional Services Agreement with K2 Ventures
Inc. for FY26-FY30 Facilities Snow Removal Services
PSA - Snow Removal Services FY26-30 - K2 Ventures_Draft.pdf
F.7 Authorize the City Manager to Sign a Professional Services Agreement with HDR
Engineering, Inc. for the Lyman Transmission Predesign Phase Services Project
Lyman Transmission Predesign_PSA_HDR.pdf
F.8 Authorize the City Manager to Sign Amendment 1 to Task Order 2023TE-006 with
Sanbell to Provide Construction Bidding Services, and Construction Administration and
Inspection Services for the West Oak Street and Ferguson Avenue Intersection Project
Amendment #1 to Task Order TE23-006_Oak_Ferguson.pdf
F.9 Authorize the City Manager to Sign Amendment 2 to the Professional Services
Agreement for Digital Orthoimagery and LiDAR Acquisition for the Purpose of Amending
the Scope of Service
Professional Service Agreement - Second Amendment to Digital OrthoImagery and LiDAR
Acquisition.pdf
F.10 A Resolution Authorizing the City of Bozeman to Donate a 2016 Ford Police Interceptor
Utility Vehicle to the St. Ignatius Police Department, Montana
Resolution.docx
F.11 A Resolution Adopting of the 2221 South 3rd Avenue Annexation, Annexing 1.048 acres
for the Museum of the Rockies Property, Application 24714
24714 2221 S 3rd Resolution 2025 - XX.pdf
001 - ANNEXATION MAP.pdf
24714 2221 S 3rd Annexation Agreement Not Signed.pdf
F.12 A Resolution Authorizing Change Order Number 1 to the Riverside Lift Station and Force
Main Project
Riverside_ChangeOrder#1_V2.pdf
Resolution.doc
F.13 An Ordinance, Provisional Adoption, Establishing a Zoning Designation of PLI, Public
Lands and Institutions District, on 1.048 Acres for the Museum of the Rockies Property
Addressed as 2221 South 3rd Avenue, Application 24714
24714 2221 S 3rd Ordinance 2025 - XX.pdf
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Bozeman City Commission Meeting Minutes, October 21, 2025]
Page 3 of 10
002 - ZONE MAP AMENDMENT.pdf
F.14 Final Adoption of an Ordinance Repealing Divisions 4, 15, 16, 17, and 18 of Chapter 2,
Article 5, BMC Related to the City Planning Board, Zoning Commission, Design Review
Board, Wetlands Review Board, and Board of Adjustment
Ord Repeal chtp 2 art 5 div 4 15 16 17 and 18 10 8 25 FINAL ADOPTION .docx
00:30:28 City Manager Introduction
CM Winn provided the highlights of the Consent Agenda.
00:32:11 Public Comments
There were no public comments on the Consent Agenda.
00:32:41 Motion to approve Consent items F.1 through F.14 as submitted.
Emma Bode: Motion
Jennifer Madgic: 2nd
00:33:02 Vote on the Motion to approve Consent items F.1 through F.14 as submitted. The Motion carried
0 - 0.
Approve:
None
Disapprove:
None
00:21:20 Mayor Cunningham noted the Gallatin Valley Sensitive Lands Protection Plan won an
Achievement in Planning Award at the MT Association of Planners Meeting;
Mayor Cunningham provided his ongoing FYI on the WARD Initiative on potential impacts of instituting
unachievable pricing targets.
G) 00:33:12 Public Comment on Non-agenda Items Falling Within the Purview and
Jurisdiction of the Commission
Mayor Cunningham opened General Public Comments.
00:34:01 John Meyer commented in support of the WARD Initiative, a Public Housing Authority,
and the Bon Ton and Centennial Neighborhoods' requests for zoning in the new UDC.
00:36:44 Daniel Carty commented on a Community Development Board member's comments
about commuters to Bozeman and in support of the WARD Initiative.
00:39:09 Anthony Smith commented on police misconduct and excessive use of force.
00:42:35 Grace Caldwell commented on Commission Events.
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Page 4 of 10
00:43:19 Shane Grogan commented on H1B visa application fees and impacts on Montana State
University and Bozeman.
00:46:12 Natsuki Nakamura commented CM Winn's FYI on Water Availability and City's
messaging.
00:49:08 Macy Cotton commented in support of the affordable housing ordinance and on the
cost of housing.
00:52:00 Aspen Carlson commented on affordable housing, cost burdened residents,
00:53:54 Wesley Wilks commented on the housing crisis and unhoused residents.
H) 00:57:19 Special Presentation
H.1 00:57:34 Special presentation over the Prevention Needs Assessment and the
Gallatin Valley Communities That Care (GVCTC) Coalition Priorities
CTC Coordinator and Prevention Specialist Shelby Hall presented the membership of the coalition, the
work of the GVCTC, risk and protective factors,
01:03:15 Mayor Cunningham called a brief pause in the presentation to address a disruption in
the room.
01:03:45 Presentation continued
Coordinator Hall highlighted the Prevention Needs Assessment, Developing a Community Profile,
implement a plan, and evaluate. She concluded with contact information.
I) 01:10:12 Action Items
I.1 01:10:20 Provisional Adoption of an Ordinance Amending Various Sections of
Chapter 22, Article 1 of the Bozeman Municipal Code Related to the Administration of
the Bozeman Municipal Court
Ord for Court Admin 10.7.25 FINAL.docx
01:10:40 Staff Presentation
Chief Judge Karolina Tierney presented the Ordinance, the reason for the changes, and overall scope of
staff changes.
01:13:46 Questions of Chief Judge Tierney
01:18:39 Public Comment
There were no comments on this item.
01:19:08 Motion to provisionally adopt the Ordinance.
Jennifer Madgic: Motion
Joey Morrison: 2nd
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01:19:15 Discussion
01:21:20 Vote on the Motion to provisionally adopt the Ordinance. The Motion carried 0 - 0.
Approve:
None
Disapprove:
None
I.2 01:21:35 Resolution Amending the City's FY26 Annual Operating Budget to
Increase Appropriations in the Parks and Trails District Fund and Increase Transfers in
the Park Land Trust Fund
Resolution Parks Budget Amendment FY26.docx
01:21:54 Staff Presentation
Parks Planning and Development Manager Addi Jadin presented the Resolution, the projects requiring
an increase, and the projects that are new.
01:29:30 Question of Staff
01:39:36 Public Comment
There were no public comments on this item.
01:40:04 Motion to approve Resolution Amending the City's FY26 Annual Operating Budget to Increase
Appropriations in the Parks and Trails District Fund and Increase Transfers in the Park Land Trust Fund
Joey Morrison: Motion
Douglas Fischer: 2nd
01:40:20 Discussion
01:43:58 Vote on the Motion to approve Resolution Amending the City's FY26 Annual Operating Budget
to Increase Appropriations in the Parks and Trails District Fund and Increase Transfers in the Park Land
Trust Fund The Motion carried 0 - 0.
Approve:
None
Disapprove:
None
J) 01:44:21 Work Session
J.1 01:44:31 College St 8th to 11th Renovation Work Session
01:46:13 Staff Presentation
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Page 6 of 10
Transportation and Engineering Director Nick Ross presented proposed scope of final design, the vision,
goals, and background, the timeline, funding and cost estimates, existing conditions and traffic data,
existing street section and proposed design, bicycle and pedestrian crossing volumes, parking utilization,
intersection design alternatives and intersection operations, design alternatives for driveway access,
open house feedback summary, and Transportation Board feedback.
02:08:42 Questions of Staff
02:36:05 Public Comments
Mayor Cunningham opened this item for public comments.
02:36:37 Corrine Selby commented support for not having a roundabout at 8th and College, on
business parking, driveway access, on shared use path usage conflicts, misuse of business parking lots,
the speed limit adjacent to the park, and vehicle trip data.
02:40:29 Dave Lapinski commented on vehicle data, negotiation with MSU, parking enforcement,
concerns on the raised midblock crossing, concerns on the loss of parking
02:42:49 Deanna Campbell commented on negotiation with MSU, questioning the need for the
midblock crossing to be raised, on bicycle vehicle conflicts at the roundabout on 11th.
02:45:15 Jen O'Brien commented on the project's shared use pathway, the loss of parking, and
potential friction related to parking.
02:47:59 Ashley Tripp commented in support of the midblock crossing, the need of driveway
access for deliveries, and MSU's responsibility.
02:49:14 Madeline commented to close the driveway access to the MSU parking lot or modifying
sight lines.
02:51:05 Natsuki Nakamura commented in favor of the sidewalk improvements, on campus
parking, opposes angle parking, MSU Parking enforcement
02:53:45 Justin Bercik commented on favoring pedestrian and cyclists, curious on metered paid
parking, shared use path verse parking benefits,
02:57:06 City Manager Response
02:58:23 Commission Discussion
03:02:05 Recess
03:08:41 Call to Order
J.2 03:08:44 Bozeman City Study Commission Discussion with the City Commission
on the Current Form, Powers, and Structure of the City Government
Questions_for_City_Commissioners_on_10.21.25.docx
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Page 7 of 10
Bozeman City Study Commissioners Jan Strout, Barb Cestero, and Deanna Campbell joined the City
Commission at the Dais.
Bozeman City Study Commissioner Becky Franks presented the questions and led the discussion with the
City Commission.
The below information is a summary only and not necessarily an exact reproduction of the specific
thoughts of each City Commissioner. For the full response, please consult the recording as that is the
official record of the meeting.
03:13:15 What would improve our Commission in its ability to serve and represent the City of
Bozeman? Both as an individual commissioner and as a body?
03:13:40 Cr. Bode noted the time commitment relative to pay, conversation about City
Boards and neighborhood associations work for better feedback - elected or somehow more
representative
03:15:55 Cr. Madgic noted agreement with Cr. Bode, challenges exacerbating demands of
the job, structure and expectations, time of day for meetings, additional expectations on Boards
and time commitments,
03:17:36 DM Morrison noted the need to define roles and expectations of a
Commissioner, either full or part time,
03:19:25 Cr. Fischer noted the time requirements and perception of them to do the job,
staffer to help with scheduling, Deputy Mayor/Mayor arrangement
03:20:12 Mayor Cunningham noted the community that is represented, encourage
reviewing Chapter 6 of Missoula's City Charter relative to Neighborhood Association, supports
the City Manager form, Mayor should be 4 year role and full-time job, clear line of governance
and administration, agree with DM Morrison on clearly defined roles and expectations
03:25:27 We are considering several structural options to change types of Election for City
Commissions: a. What are some of the benefits or challenges the election of District/WARD vs At-large
City Commissioner Representation has on the City? b. Some cities have a hybrid version where some
Commissioners are elected by District and then a few are elected At Large. What benefits and challenges
would a hybrid provide?
03:26:16 Cr. Madgic noted geographic grouping of past Commissions, concerns of missing
representation from non-participating districts, benefit to living in represented district
03:28:10 DM Morrison noted wards as a growing up of government, is not concerned
with uncontested or unrepresented wards, supports requirement of living in ward representing,
boundary determinations are an area of important consideration
03:30:29 Cr. Fischer notes that his voice shouldn't have more impact than any other
resident, bodies work best with a common vision
03:32:05 Mayor Cunningham noted the possible downside of wards not having
designated representatives, neighborhood associations as building blocks for wards, builds
connection within the wards,
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03:34:38 Cr. Bode noted benefits to wards, the challenges of running an at-large
campaign, agreement with Mayor Cunningham as neighborhood associations being building
blocks for wards, concerns of willing leaders if there are too many wards, the importance of an
odd number with the Mayor, noted the costs associated with more Commissioners and salaries,
and importance of living within the ward; does not like the idea of a hybrid
03:39:08 Cr. Fisher noted the need to rebalance wards
03:39:36 Cr. Madgic noted holes and inholdings
03:39:59 What is the scope of a Commissioner position? How would you define it broadly? What
number of Commissioners would be best?
03:40:51 DM Morrison noted 7 members total makes sense, would like to see roles as
codified in other Charters, notes the role of convener and responding to constituent concerns,
increased demands on the Mayor,
03:43:33 Cr. Fischer noted an even number would create a consensus mindset by creating
more needed for a majority, agreed with DM Morrison on the need for "job description"
03:44:45 Mayor Cunningham noted the demands of preparation and liaison role to
boards, gathering information, listening to interested parties, Mayor receives more requests,
interaction with US Legislative Delegation should be tied to Mayor role, partnership creation as
the lead, need of attendance at neighborhood meetings within ward situation
03:48:34 Cr. Bode noted 6 wards plus a Mayor at-large, efficiencies and removal of
duplicative efforts within a ward system, need a system to identified, understanding around the
additional needs and the need to identify the role
03:50:20 Cr. Madgic noted the role of the Mayor is "a separate animal" and should be
full-time, wouldn't want to go too far and become unwieldy with too many, easing people in,
likes the idea of the Commissioners are not full-time,
03:52:32 This term will be confusing since we currently have a Deputy Mayor (Vice Mayor) that is
elected by the citizens. Our current Charter states that when someone is elected as “Mayor”, they serve
two years as Deputy Mayor and then two years as Mayor. Many boards have a Chair and Vice Chair –
where the Vice Chair would fill in for the Chair if this person were out of town or unavailable.
a. Do you think we should continue having an elected Mayor serve the first two years as Deputy Mayor,
or not?
b. Should the City Commission elect its own Deputy Mayor to serve in the absence of or to assist the
Mayor?
03:53:54 Cr Fischer noted the Deputy Mayor arrangement is "screwy" and hard to
describe to the public, would benefit from continuity in the Mayor seat; doesn't see a good
solution to fill in if the Commission didn't choose
03:55:48 Mayor Cunningham noted the continuity of the same person filling in for the
Mayor as opposed to a rotational basis, ward representative might be a better fit in some
circumstances than a Mayor or Deputy Mayor
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03:57:10 Cr. Bode noted moving to eliminate Deputy Mayor role as currently, cannot
identify a much better way than the group selecting, without wards perhaps the top-vote getter
as the Vice Chair/DM
03:58:15 Cr. Madgic noted it could work to make the appointment for Deputy
Mayor/Vice Mayor, remembers why the Deputy Mayor role exists, the need for
training/onboarding or lag time to be ready on day 1,
03:59:54 DM Morrison noted agreement with others' statement, highlighted Cr. Fischer's
point on electoral mandate, current system requires respect from Mayor for Deputy Mayor, has
no issue with Commission self-selecting their own Deputy
04:02:15 Let’s shift to how currently, the entire Commission hires a City Manager to execute the
functions of the Executive Branch – to supervise the City staff and hold the responsibility for carrying out
the city policies and laws. In some Cities, the Mayor alone is provided with this function to either
execute the Executive functions or be the only one to hire and supervise the City Manager.
a. What are the pros and cons of the current form of government (hired City Manager by the entire
Commission)?
b. The current City Charter places restrictions on communication with staff other than the City Manager.
How does this impact on the ability to accomplish the work of the City?
04:03:17 Meeting Extended until 10:15 p.m.
04:03:25 Mayor Cunningham noted support for City Manager form, City Administrator is
a different role, benefit of experienced professional leader, bright line divisions need to be there
between governance and administration, downside of City Manager at the whims of the
politically elected, City Commission hiring City Manager is valuable,
Expert knowledge lies within the staff, the communication restriction is a pendulum, want
access to expertise without compromising the structure, benefited from Commissioner/Director
meetings
04:10:09 Cr. Bode noted critiques of too much power with CM and not
responsive/accountable to the citizens, worth thinking about the balance, i.e. routed through
the CM but not creating a barrier while allowing access; how to create those guardrails for
balance, protects staff from political pressures, continuity for staff to have Manager with
institutional knowledge,
04:13:16 Cr. Madgic agree with the Mayor's comments, strict separation
04:13:44 DM Morrison noted the way to codify the rules of access, the accountability
mechanisms (removal criteria), cost in the caliber of staff that may not want to weather the
political winds of changes, stability
04:15:01 Cr. Fischer noted City Manager is accountable to the Commission, don't
necessarily want changes like Police Chief every 4 years, expectations need to be established
and can be at hire
04:16:59 Conclusion
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04:18:43 Mayor Cunningham closing remarks
K) 04:20:42 FYI / Discussion
Cr. Fischer asked for clarification on the Public Comments at the Work Session
Cr. Bode suggested staff contact MSU about closing the entrance to the Bison Lot.
L) 04:22:41 Adjournment
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Bozeman City Commission Meeting Minutes, October 28, 2025
Page 1 of 5
THE CITY COMMMISSION MEETING OF BOZEMAN, MONTANA
MINUTES
October 28, 2025
Present: Terry Cunningham, Joey Morrison, Jennifer Madgic, Douglas Fischer, Emma Bode
Absent: None
Excused: None
Staff Present at the Dais: City Manager (CM) Chuck Winn, City Attorney (CA) Greg Sullivan, City Clerk
(CC) Mike Maas, Community Development Director (CDD) Erin George, Community Development
Manager (CDM) Chris Saunders
A) 00:03:00 Call to Order - 6:00 PM - Commission Room, City Hall, 121 North Rouse
B) 00:04:50 Pledge of Allegiance and a Moment of Silence or Mindfulness
C) 00:05:29 Changes to the Agenda
F.6 removed from Consent for additional discussion.
D) 00:06:07 FYI
Mayor Cunningham noted the County Planning Board is considering a donation to the Gallatin Regional
Loop Trail.
CM Winn noted Chief Building Official Ben Abbey accepted an award for Chapter of the Year from the
International Code Council; he also noted Main Street will be closed from 3-7 p.m. for Trick-or-Treat
Downtown on Friday.
E) 00:09:32 Commission Disclosures
F) 00:09:43 Consent
F.1 Formal Cancellation of the November 4, 2025 Regular City Commission Meeting
F.2 Accounts Payable Claims Review and Approval
F.3 Authorize the City Manager to Sign a Grant Agreement for a Portion of Impact Fees
Associated with the Early Alpine Academy Child Care Expansion
Early Alpine Academy Expansion Grant Agreement FULL.pdf
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Bozeman City Commission Meeting Minutes, October 28, 2025
Page 2 of 5
F.4 Authorize the City Manager to Sign a Release of Promissory Note with HRDC for the
Warming Shelter at 2015 Wheat Drive
2501008 HRDC Promissory Note Release.pdf
F.5 Authorize the City Manager to Sign an Amendment to a Professional Services
Agreement with Central House Strategies for Legislative Services
102025 Central House Amendment 1 FULL.pdf
F.7 Authorize the City Manager to Sign a Professional Services Agreement with Clean Slate
Group for On-Call Residential Snow Plowing Services
PSA - On-Call Residential Snow Plowing - FY26 - Clean Slate Group.pdf
F.8 Authorize the City Manager to Sign a Professional Services Agreement with East Ridge
Excavation for On-Call Residential Snow Plowing Services
PSA - On-Call Residential Snow Plowing - FY26 - East Ridge Excavation.pdf
F.9 Adopt a Resolution Establishing Pay for Municipal Court Judges
Resolution Establishing Pay for Municipal Court Judges.pdf
F.10 Resolution for the Intent to Create a Special Improvement Lighting District 793 for
Meadow Bridge Subdivision
Resolution 2025-XX Intent to Create SILD.docx
Schedule A.pdf
Schedule B.pdf
00:09:46 City Manager Introduction
CM Winn presented the highlights of the Consent Agenda.
00:11:16 Public Comments
Mayor Cunningham opened F.1-F.5, F.7-F.10 for public comments.
There were no public comments on the Consent Agenda.
00:11:50 Motion to approve Consent Items F.1-F.5 and F.7-F.10 as submitted.
Douglas Fischer: Motion
Joey Morrison: 2nd
00:11:58 Vote on the Motion to approve Consent Items F.1-F.5 and F.7-F.10 as submitted. The Motion
carried 0 - 0.
Approve:
None
Disapprove:
None
G) 00:12:14 Public Comment on Non-agenda Items Falling Within the Purview and
Jurisdiction of the Commission
Mayor Cunningham opened general public comments.
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Bozeman City Commission Meeting Minutes, October 28, 2025
Page 3 of 5
00:12:37 Jerry Pape commented in opposition to the WARD Initiative.
00:15:49 Gage Homer commented on the Roadless Rule Protections in Montana.
00:17:01 Jack Shepherd commented in support of an affordable housing mill levy.
00:19:23 Bill Hecker commented on development patterns of large single use housing.
00:21:26 Daniel Carty, WARD working group, commented in support of the WARD Initiative.
00:23:40 Max Hoppe commented for a protected walk way on the east side of Willow Way.
00:24:45 Jake Moore commented on the rising number of individuals that are unhoused in
Bozeman and transitional housing.
00:26:43 Anthony Smith commented on the trauma of removal of unhoused residents from
rights-of-way.
00:30:13 Gracie Caldwell commented as President of Campus Climate Coalition to invite the
Commission to a Water Panel on November 19th.
00:31:15 Olivia Belcher commented in support of a one year housing study.
F.6 00:34:46 Authorize the City Manager to Sign a Professional Services Agreement with the
Lakota Group for the Neighborhood Conservation Overlay District Design Guidelines Update
PSA_LakotaGroup_Bozeman_DesignGuidelines_FINAL_SF Signed.pdf
00:35:47 Staff Presentation
CDD George presented the procurement process, the Lakota Group, examples of the firm's previous
projects, the scope of services, and the project schedule.
00:43:31 Questions of Staff
00:50:36 Public Comment
00:50:50 Jim Webster, HPAB member, commented on HPAB participation.
00:54:17 Alison Sweeney, Chair of BBC and Jandt Neighborhood, commented on the information
provided on the agenda, the process, and additional concerns.
00:57:30 Zehra Osman commented on the process, Secretary of Interior Standards,
00:59:46 Motion to authorize City Manager to Sign a Professional Services Agreement with the Lakota
Group for the Neighborhood Conservation Overlay District Design Guidelines Update.
Joey Morrison: Motion
18
Bozeman City Commission Meeting Minutes, October 28, 2025
Page 4 of 5
Jennifer Madgic: 2nd
01:00:25 Discussion
01:06:17 Clarification of Staff
01:07:20 Discussion Continued
01:11:53 Vote on the Motion to authorize City Manager to Sign a Professional Services Agreement with
the Lakota Group for the Neighborhood Conservation Overlay District Design Guidelines Update. The
Motion carried 0 - 0.
Approve:
None
Disapprove:
None
H) 01:12:39 Action Items
H.1 01:12:47 Resolution Adopting the Bozeman Community Plan Technical
Compliance Update and Conducting a Public Hearing to Consider an Updated Text and
Future Land Use Map for the Bozeman Community Plan to Conform to State Law
Changes and Update Data and Document References, Application 23333
23333 BCPTCU CC Staff Report.pdf
Resolution of Adoption - BCPTCU 2025.docx
BozemanCommunityPlan_CityCommission.pdf
BozemanCommunityPlan_Appendices_CityCommission.pdf
FutureLandUse_9232025_36x36.pdf
01:13:07 Staff Presentation
CDM Saunders entered the staff report, draft document (Plan), Future Land Use Map (FLUM),
Community Development Board (CDB) recommendation* into the record.
He presented the background, why the update, an overview of the Montana Land Use Planning Act
(MLUPA), project website on Engage Bozeman.
Senior Planner Tom Rogers presented the Plan contents.
CDM Saunders presented the plan appendices, State required plan contents, data collected for the Plan,
required Criteria of Review, summary of public comment and recommendations.
01:54:52 Questions of Staff
02:24:34 Recess
02:31:22 Call to Order
02:31:24 Public Comment
Mayor Cunningham opened this item for public comments.
02:31:47 Scott Bechtle commented in support of his written submission for a FLUM update.
19
Bozeman City Commission Meeting Minutes, October 28, 2025
Page 5 of 5
02:34:29 Gus commented on his proposal for retail and workforce housing.
02:37:25 Clarifications of Staff
02:38:17 Additional Questions of Staff
02:44:35 Clarification of Staff
02:45:40 Motion to adopt Having reviewed and considered the submitted materials, public comment,
recommendation of the planning commission, and all information presented, I hereby move to adopt
the findings presented in the staff report and adopt by Resolution the Bozeman Community Plan
Technical Compliance Update document and future land use map, application 23333.
Jennifer Madgic: Motion
Emma Bode: 2nd
02:46:09 Discussion
03:00:46 Vote on the Motion to adopt Having reviewed and considered the submitted materials, public
comment, recommendation of the planning commission, and all information presented, I hereby move to
adopt the findings presented in the staff report and adopt by Resolution the Bozeman Community Plan
Technical Compliance Update document and future land use map, application 23333. The Motion carried
0 - 0.
Approve:
None
Disapprove:
None
I) 03:01:07 FYI / Discussion
CM Winn noted that Willow Way is not within City limits in response to public comment received.
Mayor Cunningham noted the comments from MSU students and responded to the comment on a
housing study.
J) 03:02:48 Adjournment
20
Memorandum
REPORT TO:City Commission
FROM:Rhonda Edwards, Accounts Payable Clerk
Serena Axelson, Accounts Payable Clerk
Aaron Funk, City Controller
Melissa Hodnett, Finance Director
SUBJECT:Accounts Payable Claims Review and Approval
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Finance
RECOMMENDATION:The City Commission is recommended to make a motion and approve
payment of claims as presented.
STRATEGIC PLAN:7.5. Funding and Delivery of City Services: Use equitable and sustainable
sources of funding for appropriate City services, and deliver them in a lean
and efficient manner.
BACKGROUND:Montana Code Annotated, Section 7-6-4301 requires claims to be presented
to the City Commission within one year of the date the claims accrued.
Claims presented to the City Commission under this item have been
reviewed and validated by the Finance Department. The Department has
ensured that all goods and services have been received along with necessary
authorizations and supporting documentation. Please provide approval for
checks dated November 12, 2025.
UNRESOLVED ISSUES:None
ALTERNATIVES:The City Commission could decide not to approve these claims or a portion
of the claims presented. This alternative is not recommended as it may
result in unbudgeted late fees assessed against the City.
FISCAL EFFECTS:The total amount of the claims to be paid is presented at the bottom of the
Expenditure Approval List posted on the City’s website at
https://www.bozeman.net/departments/finance/purchasing.
Report compiled on: August 21, 2024
21
Memorandum
REPORT TO:City Commission
FROM:Taylor Lonsdale, Transportation Engineer
Emiliano Esparza, City Engineer
Nicholas Ross, Director of Transportation and Engineering
SUBJECT:Authorize the City Manager to Sign the Notice of Award for the Construction
of the Black Avenue Traffic Circles Project to Treasure State Inc., in the
Amount of $24,754.40, and Final Contract Documents Once Received
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Agreement - Vendor/Contract
RECOMMENDATION:Authorize the City Manager to Sign the Notice of Award for the Construction
of the Black Avenue Traffic Circles Project to Treasure State Inc., in the
Amount of $24,754.40, and Final Contract Documents Once Received.
STRATEGIC PLAN:4.5 Housing and Transportation Choices: Vigorously encourage, through a
wide variety of actions, the development of sustainable and lasting housing
options for underserved individuals and families and improve mobility
options that accommodate all travel modes.
BACKGROUND:Based on public feedback received on the Black Avenue Bicycle Boulevard
Pilot Project and recommendations in the City's Transportation Master Plan
to construct a well-gridded bicycle network, Transportation and Engineering
staff designed permanent neighborhood traffic circles for North Black
Avenue at the intersections with Lamme Street and Villard Street.
Transportation and Engineering staff solicited bids from four contractors
based on the Project design plans. The low bid of $24,754.40 was received
from Treasure State, Inc. The engineer's cost estimate was $24,270.50. The
Bid Tabulations are attached.
The Notice of Award and Cost Breakdown are attached. Staff recommends
issuing the Notice of Award to Treasure State, Inc.
Staff is working to finalize the contract documents, including bonding and
insurance from Treasure State, Inc. Once the final contract documents have
been signed by Treasure State, they will be forwarded to the City Manager
for review and signature.
UNRESOLVED ISSUES:None.
22
ALTERNATIVES:As suggested by Commission.
FISCAL EFFECTS:The Construction Agreement is for $24,754.40. The funds for this project
exist in the FY26 Budget in STR20 - Annual Multimodal Improvements.
Attachments:
Notice of Award - Black Avenue Traffic Circles.docx
2025-10-20 Black Avenue Traffic Circles Bid Tabulation.pdf
Report compiled on: October 23, 2025
23
NOTICE OF AWARD
Dated: November 11, 2025
TO: Treasure State, Inc.
ADDRESS: PO Box 588, Belgrade MT, 59714
PROJECT: City of Bozeman Black Avenue Traffic Circles
CONTRACT FOR: Schedules A and B
You are notified that your Bid dated October 20th, 2025, for the above Contract has been considered. You are
the apparent Successful Bidder and have been awarded a Contract for constructing two neighborhood traffic
circles including placement of curb and gutter and concrete cap, protecting in place and adjusting to
grade existing utility covers, and installing final asphalt restoration.
The Contract Price of your Contract is: Twenty-four thousand seven hundred fifty four and 40/100 Dollars
($24,754.40).
Three copies of the proposed Contract Documents accompany this Notice of Award.
You must comply with the following conditions precedent within fifteen (15) days of the date of this
Notice of Award, that is, by November 26, 2025.
1. You must deliver to the OWNER 3 fully executed counterparts of the Agreement including all the
Contract Documents and Drawings.
2. You must deliver with the executed Agreement the Contract Security (Bonds) as specified in the
Instruction to Bidders (page 7), General Conditions (paragraph 5.01) and Supplementary Conditions
(paragraph SC-5.02).
3. List other conditions precedent:
You must deliver with the executed Agreement the Certificates of Insurance as specified in
the General Conditions (paragraph 5.03) and Supplementary Conditions (paragraph SC-5.04).
Failure to comply with these conditions within the time specified will entitle OWNER to consider your
Bid abandoned, to annul this Notice of Award, and to declare your Bid Security forfeited.
Within ten (10) days after you comply with these conditions, OWNER will return to you one fully
signed counterpart of the Agreement with the Contract Documents attached.
CITY OF BOZEMAN, MONTANA ATTEST:
BY: __________________________________ BY: ____________________________
(CITY MANAGER) (CITY CLERK)
DATE: _______________________________
24
25
Item Description Unit Est. Quantity Unit Price Total Price Unit Price Total Price Unit Price Total Price Unit Price Total Price
Mobilization EA. 1 2,500.00$ $2,500.00 2,000.00$ $2,000.00 2,500.00$ $2,500.00 4,874.27$ $4,874.27
Bonds and Insurance EA. 1 2,000.00$ $2,000.00 750.00$ $750.00 500.00$ $500.00 4,874.27$ $4,874.27
Traffic Control EA. 1 3,000.00$ $3,000.00 2,500.00$ $2,500.00 3,200.00$ $3,200.00 1,500.00$ $1,500.00
Schedule A - Black & Villard Traffic Circle (D=15.0')
Demo Asphalt S.F. 283.5 $5.50 $1,559.25 $6.40 $1,814.40 $3.20 $907.20 3.53$ $1,000.76
Adjust Manhole Ring and Cover EA. 1 $550.00 $550.00 $450.00 $450.00 $600.00 $600.00 500.00$ $500.00
Integrated Concrete Curb and Gutter L.F. 37.7 $55.00 $2,073.50 $90.00 $3,393.00 $60.00 $2,262.00 48.00$ $1,809.60
6" Thick Concrete Cap S.F. 95 $15.00 $1,425.00 $17.50 $1,662.50 $25.00 $2,375.00 14.40$ $1,368.00
Asphalt Concrete Pavement, 3" Thickness S.Y. 23.7 $75.00 $1,777.50 $88.00 $2,085.60 $90.00 $2,133.00 67.45$ $1,598.57
Misc. Work EA. 1000 $1.00 $1,000.00 $1.00 $1,000.00 $1.00 $1,000.00 1.00$ $1,000.00
Schedule B - Black & Lamme Traffic Circle (D=15.0')
Demo Asphalt S.F. 283.5 $5.50 $1,559.25 $6.40 $1,814.40 $3.20 $907.20 3.53$ $1,000.76
Adjust Manhole Ring and Cover EA. 1 $550.00 $550.00 $450.00 $450.00 $600.00 $600.00 500.00$ $500.00
Integrated Concrete Curb and Gutter L.F. 37.7 $55.00 $2,073.50 $90.00 $3,393.00 $60.00 $2,262.00 48.00$ $1,809.60
6" Thick Concrete Cap S.F. 95 $15.00 $1,425.00 $17.50 $1,662.50 $25.00 $2,375.00 14.40$ $1,368.00
Asphalt Concrete Pavement, 3" Thickness S.Y. 23.7 $75.00 $1,777.50 $88.00 $2,085.60 $90.00 $2,133.00 67.45$ $1,598.57
Misc. Work EA. 1000 $1.00 $1,000.00 $1.00 $1,000.00 $1.00 $1,000.00 1.00$ $1,000.00
$24,270.50 $26,061.00 $24,754.40 $25,802.38
Notes:
1. Signing and delineators will be handled by City of Bozeman
2. Pavement markings not included
3. Excavation considered incidental
Project Total =
AV Construction Treasure State
Terrain, Inc
(FKA K2 Ventures)Black Ave Traffic Circles Engineer's Estimate
26
Memorandum
REPORT TO:City Commission
FROM:Scott McMahan, IT Director
SUBJECT:Authorize the City Manager to Sign an Order Agreement with Granicus to
Move to Their Engagement Cloud Enhanced Product
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Agreement - Vendor/Contract
RECOMMENDATION:Authorize the City Manager to Sign an Order Agreement with Granicus to
move to their Engagement Cloud Enhanced product.
STRATEGIC PLAN:1.2 Community Engagement: Broaden and deepen engagement of the
community in city government, innovating methods for inviting input from
the community and stakeholders.
BACKGROUND:We want to expand our ability to engage with the community through text
messages, email, and newsletters. This system will allow us to do that.
UNRESOLVED ISSUES:None
ALTERNATIVES:Keep using our existing outreach mechanism of email notifications only.
FISCAL EFFECTS:Will cost $21,285.44 to transition to the new product this year and then
$19,000 each year of use thereafter.
Attachments:
MT_Bozeman MT_Q-474007_2025OCT2.pdf
Report compiled on: October 30, 2025
27
THIS IS NOT AN INVOICE Order Form Prepared for Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 1 of 14
Granicus Proposal for Bozeman, MT
ORDER DETAILS
Prepared By: Emery Henschel
Phone: (520) 363-4858
Email: emery.henschel@granicus.com
Order #: Q-474007
Prepared On: 02 Oct 2025
Expires On: 16 Oct 2025
Currency: USD
Payment Terms: Net 30 (Payments for subscriptions are due at the beginning of the period of
performance.)
Period of Performance: The Agreement will begin on 15 Oct 2025 and will continue through the end
of the then current billing term.
ORDER TERMS
Current Billing Term
End Date:
30 Jun 2026
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Order Form Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 2 of 14
PRICING SUMMARY
The pricing and terms within this Proposal are specific to the products and volumes contained within this
Proposal.
Terminating Subscriptions
Solution Quantity/Unit Prior Annual Fee Prorated Credit
EHQ Unlimited 0 Each $20,029.46 $14,230.98
SUBTOTAL: $20,029.46 $14,230.98
Upon 15 Oct 2025, annual fees for the terminating subscription(s) shall cease. Any pre-paid fees for the
terminating subscription(s) after 15 Oct 2025 will be prorated from 15 Oct 2025 to the end of the Client's then-
current billing term, credited, and such credit applied to the annual fees for new subscriptions.
Client will continue to have access to and use the terminating solution until the new subscription(s) is/are
deployed.
Upon the deployment of Client's new solution as determined at Granicus' sole discretion, Granicus shall remove
access to the Client's terminating subscription(s).
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Order Form Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 3 of 14
Existing Subscriptions
Solution Billing
Frequency Quantity/Unit Annual Fee
govAccess Developer Toolkit Annual 1 Each $4,073.32
Boards and Commissions Annual 1 Each $7,621.82
govDelivery for Integrations Annual 1 Each $0.00
govAccess - Maintenance, Hosting, &
Licensing Fee - Core Annual 1 Each $13,401.91
EHQ Essential CX Services Package Annual 1 Each $2,002.95
govAccess Independent Subsite Maint
& Hosting Annual 1 Each $4,986.95
Recurring Captioning Services Annual 100 Hours $16,531.97
Recurring Captioning Services Annual 200 Hours $32,819.04
Open Platform Suite Annual 1 Each $0.00
Meeting Efficiency Suite Annual 1 Each $0.00
Peak Agenda Management Annual 1 Each $10,929.90
iLegislate Annual 1 Each $0.00
GovMeetings Live Cast Annual 1 Each $7,857.22
Granicus Live Cast Encoding Software Annual 1 Each $2,644.72
Open Platform Suite Annual 1 Each $0.00
SUBTOTAL: $102,869.80
One-Time Fees
Solution Billing
Frequency Quantity/Unit One-Time Fee
Government Experience Engagement
Cloud Enhanced - Set-up, Config, and
Training
Milestones -
40/30/30 1 Each $7,801.50
SUBTOTAL: $7,801.50
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Order Form Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 4 of 14
New Subscription Fees
Solution Billing
Frequency Quantity/Unit Annual Fee Prorated Fee
Government Experience
Engagement Cloud Enhanced
(Up to 10000 Unique Contacts)
Annual 1 Each $39,007.50 $27,714.92
SUBTOTAL: $39,007.50 $27,714.92
Terminating Subscriptions: $20,029.46 $14,230.98
New SUBTOTAL: $18,978.04 $13,483.94
Please note, annual fees for new subscriptions will be prorated to align to Client's then-current billing term.
Exceptions include Recurring Captioning Services, SMS, and Targeted Messages.Additional volume
purchased will cover the period of 15 Oct 2025 - 30 Jun 2026 The additional volume and annual fees will be
added to Bozeman, MT's standard subscription and will be included in the next renewal period.
CREDITS AVAILABLE
The number of Credits acquired due to the above purchase items:
Available Service Credits
Total Services Catalog Credits: 25
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Order Form Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 5 of 14
PRODUCT DESCRIPTIONS
Solution Description
govAccess Developer Toolkit
The govAccess Developer Toolkit puts control back in the hands of
technical staff while providing content contributors the ease of use and
speed to adapt. Agencies can quickly and easily create new digital
experiences for constituents across any device which can grow with the
organization. The Developer Toolkit solution provides agencies with
microsite management while maintaining consistent branding within with a
single web platform. The Developer Toolkit includes core functionality such
as:
Microsite Builder
Design Studio
Content SDK
Boards and Commissions
Boards and Commissions is a Software-as-a-Service (SaaS) solution that
enables government organizations to simplify the citizen application and
appointment to boards process of the clerk’s office. Boards and
Commissions includes:
Unlimited user accounts
Unlimited boards, commissions, committees, and subcommittees
Unlimited storage of citizen applications
Access to up to one (1) Boards and Commissions site
Access to customizable, embeddable iFrame websites for
displaying information to citizens
Access to a customizable online citizen application form including
board-specific questions
Customizable forms for board details, appointment details, and
internal tracking details
Pre-designed document PDFs for applications, board details and
rosters, and vacancy reports
Downloadable spreadsheets for easy reporting
Optional custom templates for document or report generation may also
be purchased for an additional fee.
govDelivery for Integrations
Send notification bulletins directly to constituents who subscribe to receive
updates directly through Granicus (powered by govDelivery). Receive a
monthly metrics report delivered via email to show subscriber growth and
engagement activity for the past month of bulletin sends, and grow
subscribers through access to the Granicus Advanced Network.
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Order #: Q-474007
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Solution Description
Note: govDelivery integrations is dependent on an active subscription to
the relevant govMeetings agenda or govAccess CMS solutions.
govAccess - Maintenance,
Hosting, & Licensing Fee - Core
The govAccess Maintenance, Hosting, and Licensing plan is designed to
equip the client with the technology, expertise and training to keep the
client's website relevant and effective over time.
Services include the following:
Ongoing software updates
Unlimited technical support (6:00 AM - 6:00 PM PT, Monday - Friday)
Access to training webinars and on-demand video library
Access to best practice webinars and resources
Annual health check with research-based recommendations for
website optimization
DDoS mitigation
Disaster recovery with 90-minute failover (RTO) and 15-minute data
replication (RPO)
EHQ Essential CX Services
Package
EngagementHQ Essential Services Package is for customers wanting
additional support throughout their EHQ software subscription. This
package includes 10 hours (per annum) that can be used for
Platform training or capacity building sessions for wider teams in
your organisation.
Mentoring and strategic coaching by our engagement specialists
for your organisation to assist with engagement methodology and
best-practice utilization of EHQ.
Data analysis support.
And Product training and refresher courses.
govAccess Independent
Subsite Maint & Hosting
govAccess Maintenance, Hosting and Licensing includes the following for
the client's Independent Subsite:
Monthly software updates
Unlimited technical support (6:00 AM - 6:00 PM PT, Monday - Friday)
Access to training webinars and on-demand video library
Access to best practice webinars and resources
Annual health check with research-based recommendations for
website optimization
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Order #: Q-474007
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Page 7 of 14
Solution Description
DDoS mitigation -Disaster recovery with 90-minute failover (RTO)
and 15-minute data replication (RPO)
Recurring Captioning Services
Live closed captioning.
• All Meetings will incur one hour minimum.
• Cancellations within 24 hrs. will be charged 1 hour minimum.
• Caption reservations should be reserved two weeks in advance. Jobs
with little notice may not be guaranteed coverage, 24 hours as an
absolute minimum.
• Real Time Captions are provided at an 98% accuracy readability rating
• Recurring Caption hours not used in the period of performance will not
carry over to the following year.
Recurring Captioning Services
Live closed captioning.
• All Meetings will incur one hour minimum.
• Cancellations within 24 hrs. will be charged 1 hour minimum.
• Caption reservations should be reserved two weeks in advance. Jobs
with little notice may not be guaranteed coverage, 24 hours as an
absolute minimum.
• Real Time Captions are provided at an 98% accuracy readability rating
• Recurring Caption hours not used in the period of performance will not
carry over to the following year.
Open Platform Suite
Open Platform is access to MediaManager, upload of archives, ability to
post agendas/documents, and index of archives. These are able to be
published and accessible through a searchable viewpage.
Meeting Efficiency Suite
Meeting Efficiency is a hybrid Software-as-a-Service (SaaS) and Hardware-
as-a-Service (HaaS) solution that enables government organizations to
simplify the in-meeting management and post-meeting minutes creation
processes of the clerk’s office. By leveraging this solution, the client will be
able to streamline meeting data capture and minutes production,
reducing staff efforts and decreasing time to get minutes published. During
a meeting, use LiveManager to record roll calls, motions, votes, notes, and
speakers, all indexed with video. Use the index points to quickly edit
minutes, templates to format in Microsoft Word, and publish online with the
click of a button. Meeting Efficiency includes:
Unlimited user accounts
Unlimited meeting bodies
Unlimited storage of minutes documents
Access to the LiveManager software application for recording
information during meetings
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Order #: Q-474007
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Page 8 of 14
Solution Description
Access to the Word Add-in software component for minutes
formatting in MS Word if desired
Up to one (1) MS Word minutes template (additional templates can
be purchased if needed)
Peak Agenda Management
Peak Agenda Management is a Software-as-a-Service (SaaS) solution that
enables government organizations to simplify the agenda management
and minutes recording process of the clerk’s office. Peak Agenda
Management allows clerks to streamline the way they compile and
produce agendas and record minutes for public meetings and includes:
Unlimited user accounts
Unlimited meeting bodies and meeting types
Access to up to one (1) Peak Agenda Management site
iLegislate
iLegislate® enables government officials to review meeting agendas,
supporting documents, and archived videos on any tablet or desktop that
supports iOS, Android, Windows, or OS X. iLegislate seamlessly connects all
agenda data to a tablet or desktop, automatically updating it with the
latest information when online, and is available for review when offline.
Elected members and staff can review agendas and PDF attachments,
and bookmark items of interest, while offline (currently tablet only).
Changes are automatically backed up to the Granicus cloud when an
internet connection is established. iLegislate includes:
Automated updates through desktop application
Ability to download agendas
Annotations
Cloud stored data
Ability to utilize on IOS, Android, Windows, and Mac OSX
eComment integration (if jurisdiction also has eComment)
Upload of upcoming agendas
Convenient access to meeting agendas and supporting
documents
Review agendas and attachments offline and on-the-go
Review indexed, archived meeting videos
Public opinion placed at elected officials’ fingertips
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Page 9 of 14
Solution Description
GovMeetings Live Cast
govMeetings Live Cast provides the ability to manage public meetings
from anywhere, on almost any device using cloud based software and a
Granicus Live Cast encoder. It will stream public meetings in HD, allow
users to live index items, record and publish minutes, and provide archive
videos for on-demand viewing.
Granicus Live Cast Encoding
Software
Granicus Live Cast Software will convert the video feed for video
streaming on the web which will also record video and provides the MP4
file for archive playback.
Only used with the Live Cast encoder hardware and Live Cast solution.
Open Platform Suite
Open Platform is access to MediaManager, upload of archives, ability to
post agendas/documents, and index of archives. These are able to be
published and accessible through a searchable viewpage.
Government Experience
Engagement Cloud Enhanced
The annual subscription edition is an outcome-focused solution to reach
constituents, leverage community feedback, or increase enrollment and
adoption of programs. Solution includes:
Strategic Capabilities
o Designated Experience Partner
o Extended LMS Training On-demand
o Access to Services Catalog
o Quarterly CX Program Brief to Review Insights &
Recommendations
o Online Help Articles and Access to govCommunity
Data Insights
o Community Satisfaction and Performance Monitoring
o Government Effectiveness Score
o Digital Experience Score
o Quality of Life Surveys
o In-app Reporting and Dashboards
Connected Technology
o Unlimited Users
o Outbound Communications
Outreach mediums include unlimited email, up to
100k SMS/text messages, RSS feeds, and social
media integration to connect with target
audiences.
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Solution Description
Marketing Automation includes audience
segmentation, personalization, message testing,
and mobile engagement. Dynamic segmentation
around bulletins, engagement, and question (e.g.
zip code)
Canned campaigns for re-engagement and new
subscriber onboarding
Testing: Simple (A/B, 10/10/80)
o Email Communications API
o Engagement and Sentiment Analysis (unlimited)
o Embeddable Project Finder
o Engagement Microsites and Hubs
o Engagement Contributions API
o Ongoing security updates
o Ongoing product updates and enhancements
o Product accessibility maintained perpetually
o 99.9% up-time guarantee
o Technical Support Reporting (quarterly)
o Live Escalation & Care Process
o Support Coverage & Response Time SLAs
Severity Level 1: System unavailable – 1 hour
Severity Level 2: Major system features unavailable,
no user workaround – 2 hours
Severity Level 3: Major system features unavailable,
user workaround available – 5 hours
Severity Level 4: Transactional issue, user workaround
available - 12 hours
A "Unique Contact" is an individual that provides either an email address,
phone number, or both. Additional fees for exceeding contracted Unique
Contact tier will automatically be applied in arrears and adjusted for go-
forward use at subscription renewal. Overages above 1M unique contacts
are billed in increments of 100,000 Unique Contacts.
* SMS/text messages only available for US and UK customers.
Government Experience
Engagement Cloud Enhanced
- Set-up, Config, and Training
The Enhanced edition provides the foundation necessary to reach
constituents, leverage community feedback, or increase enrollment and
adoption of programs. This solution includes:
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Order #: Q-474007
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Page 11 of 14
Solution Description
Access to an implementation consultant / project manager for up
to 180 days
Stakeholder Kickoff and Platform Project Alignment
Program Management - Weekly / bi-weekly communication
Up to five (5) email message templates
Development/Implementation/component configuration,
including:
Community satisfaction and performance monitoring
Community engagement and sentiment analysis
Email and SMS communications
API Documentation
Remote Training – Specific training agenda is flexible and includes
up to 5 hours total delivered and up to 3-hour sessions across non-
consecutive sessions
Recommended schedule by platform module:
Customer satisfaction & performance monitoring: Ninety (90)
minutes total – Up to ten (10) people
Community engagement: Ninety (90) minutes total – Up to (10)
people
Email and SMS communications: Two (2) hours total – Up to (10)
people
*International numbers are not supported. SMS/text messages not used in
the period of performance will not carry over to the following year. Client
must have explicit opt-in for all destinations sent to and adhere to all CTIA
guidelines for the duration of its use. Wireless phone numbers can take 4-26
weeks to procure due to carrier provisioning. Carriers may enforce
blackout period(s) and can enforce restrictions at any time during which
they will not accept new applications and can delay provisioning or halt
sending. Failure of carrier response will not result in any adjustment and
failure to comply with regulations may result in suspension of phone
number.
** SMS/text messages only available for US and UK customers.
38
Order Form Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 12 of 14
GRANICUS ADVANCED NETWORK AND SUBSCRIBER INFORMATION
Granicus Communications Suite Subscriber Information.
o Data provided by the Client and contact information gathered through the Client's own web
properties or activities will remain the property of the Client ('Direct Subscriber'), including any
and all personally identifiable information (PII). Granicus will not release the data without the
express written permission of the Client, unless required by law.
o Granicus shall: (i) not disclose the Client's data except to any third parties as necessary to
operate the Granicus Products and Services (provided that the Client hereby grants to
Granicus a perpetual, non-cancelable, worldwide, non-exclusive license to utilize any data, on
an anonymous or aggregate basis only, that arises from the use of the Granicus Products by
the Client, whether disclosed on, subsequent to, or prior to the Effective Date, to improve the
functionality of the Granicus Products and any other legitimate business purpose, including the
right to sublicense such data to third parties, subject to all legal restrictions regarding the use
and disclosure of such information).
Data obtained through the Granicus Advanced Network.
o Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct
Subscribers recommendations to subscribe to other Granicus Client's digital communication
(the 'Advanced Network'). When a Direct Subscriber signs up through one of the
recommendations of the Advanced Network, that subscriber is a 'Network Subscriber' to the
agency it subscribed to through the Advanced Network.
o Network Subscribers are available for use while the Client is under an active subscription with
Granicus. Network Subscribers will not transfer to the Client upon termination of any Granicus
Order, SOW, or Exhibit. The Client shall not use or transfer any of the Network Subscribers after
termination of its Order, SOW, or Exhibit placed under this agreement. All information related to
Network Subscribers must be destroyed by the Client within 15 calendar days of the Order,
SOW, or Exhibit placed under this agreement terminating.
o Opt-In. During the last 10 calendar days of the Client's subscription, the Client may send an opt-
in email to Network Subscribers that shall include an explanation of the Client's relationship with
Granicus terminating and that the Network Subscribers may visit the Client's website to
subscribe to further updates from the Client in the future. Any Network Subscriber that does not
opt-in will not be transferred with the subscriber list provided to the Client upon termination.
THIRD PARTY DISCLAIMER
Closed Captioning and Meeting Services: Client and Granicus may agree that a third party will provide closed
captioning, transcription services, or other meeting services under this Agreement. In such case, Client
expressly understands that the third party is an independent contractor and not an agent or employee of
Granicus. Granicus is not liable for acts performed by such an independent third party.
39
Order Form Bozeman, MT
Order #: Q-474007
Prepared: 02 Oct 2025
Page 13 of 14
TERMS & CONDITIONS
This quote, and all products and services delivered hereunder are governed by the terms located at
https://granicus.com/legal/licensing, including any product-specific terms included therein (the “License
Agreement”). If your organization and Granicus has entered into a separate agreement or is utilizing a
contract vehicle for this transaction, the terms of the License Agreement are incorporated into such separate
agreement or contract vehicle by reference, with any directly conflicting terms and conditions being resolved
in favor of the separate agreement or contract vehicle to the extent applicable.
If submitting a Purchase Order, please include the following language: The pricing, terms and conditions of
quote Q-474007 dated 02 Oct 2025 are incorporated into this Purchase Order by reference and shall take
precedence over any terms and conditions included in this Purchase Order.
This quote is exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice.
It is the responsibility of Bozeman, MT to provide applicable exemption certificate(s).
Any lapse in payment may result in suspension of service and will require the payment of a setup fee to
reinstate the subscription.
Billing Frequency Notes (Milestones - 40/30/30): An initial payment equal to 40% of the total; a
payment equal to 30% of the total upon homepage design approval, and; a payment equal
to 30% of the total upon go-live.
Upon the effective date, this Agreement shall supersede and replace any previous agreement between the
parties for the Terminating and/or Existing Subscriptions listed herein. All such prior agreements between the
parties are hereby void and of no force and effect.
Client will be invoiced for use of any product or service measured or capped by volume or amount of usage
that exceeds the permitted amount set forth in this Quote at the same cost or rate set forth herein.
For All Services Credits (including Service Catalog Credits and SimpleSupport):
Credits must be purchased prior to use and are allocated towards any services performed by Granicus included in the
Service Credit portfolio for the number of credits indicated therein. Credits cannot be used towards software subscription
purchases. Credits are consumed as Services are performed during the applicable period of performance and must be
used during that period of performance or they will expire. If Client fails to use the credits within the period of
performance due to factors outside of Granicus’ control, Granicus will not be obligated to refund any credits and will be
under no obligation to perform the Services.
40
Order Form
Bozeman, MT
Order #: Q-474007 CONFIDENTIAL
Prepared: 10/2/2025 1:22:51 PM
Page 14 of 14
BILLING INFORMATION
Billing Contact:
Purchase Order
Required?
[ ] - No
[ ] - Yes
Billing Address:
PO Number:
If PO required
Billing Email:
Billing Phone:
If submitting a Purchase Order, please include the following language:
The pricing, terms, and conditions of quote Q-474007 dated 02 Oct 2025 are incorporated into this Purchase
Order by reference and shall take precedence over any terms and conditions included in this Purchase Order.
AGREEMENT AND ACCEPTANCE
By signing this document, the undersigned certifies they have authority to enter the agreement. The
undersigned also understands the services and terms.
Bozeman, MT
Signature:
\s1\
Name:
\n1\
Title:
\t1\
Date:
\d1\
41
Memorandum
REPORT TO:City Commission
FROM:Shane Miller, Facilities Project Coordinator
David Arnado, Facilities Superintendent
Jon Henderson, Assistant City Manager
SUBJECT:Authorize City Manager to Sign Professional Services Agreements for
Facilities Contractors Term Contracts
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Agreement - Vendor/Contract
RECOMMENDATION:Authorize City Manager to Sign Professional Services Agreements for
Facilities Contractors Term Contracts
STRATEGIC PLAN:4.3 Strategic Infrastructure Choices: Prioritize long-term investment and
maintenance for existing and new infrastructure.
BACKGROUND:The Facilities Dept. regularly uses general contractors and specialty trades
contractors for projects related to facilities management and maintenance.
To attract a wider pool of contractors the Facilities Dept. published an RFQ
for contractors of all trades on August 9th, 2025, with the intention of
placing qualified respondents on a preferred contractor list and establishing
agreements to provide contractor services at pre-negotiated rates. This will
help minimize procurement delays in responding to future facilities projects
as they arise. When responding to emergency maintenance needs,
procurement delays can significantly increase building downtime resulting in
impacts to the public and staff. Maintaining term contracts with general and
specialty trade contractors positions the City to be able to adequately
respond to facilities needs while also building stronger contractor
relationships. The contractors listed below responded to the Request for
Qualifications and were evaluated by the review committee to be qualified
to provide the services detailed in their statements of qualifications and
their proposals. Term Contract proposals were extended to all responding
contractors who were evaluated as 'qualified' by the review committee.
Contracts included in this item: KLJ Engineering LLC, SCS Wraps, Rock
Steady Movers, Montana Mobile Services, The Third Element, Inc, Johnson
Metal Works, & Sessler, Inc.
UNRESOLVED ISSUES:None at this time.
ALTERNATIVES:As suggested by City Commission.
42
FISCAL EFFECTS:Services provided under these term contracts will be provided at the pre-
negotiated rates as stated in the Scope of Services for each contract. Services
are to be provided on an 'as-needed' basis and individual project expenses
are to be project specific with projects initiated via task order. Total
contracted project costs are to be $79,999 or less per the City of Bozeman
Procurement Policy.
Attachments:
KLJ Engineering LLC (PSA) Contract 2025.10.pdf
SCS Wraps (PSA) Contract 2025.10.pdf
Rock Steady Movers (PSA) Contract 2025.10.pdf
MOUNTA~1.PDF
The Third Element Inc (PSA) Contract 2025.10.pdf
Johnson Metal Works (PSA) Contract 2025.10.pdf
Sessler Inc (PSA) Contract 2025.10.pdf
Report compiled on: October 17, 2025
43
Professional Services Agreement for [KLJ Engineering LLC]
Page 1 of 11
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, _KLJ Engineering LLC 985 Technology Blvd Ste. 201
Bozeman, MT 59718_, 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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
44
Professional Services Agreement for [KLJ Engineering LLC]
Page 2 of 11
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 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.
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,
45
Professional Services Agreement for [KLJ Engineering LLC]
Page 3 of 11
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.
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.
46
Professional Services Agreement for [KLJ Engineering LLC]
Page 4 of 11
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;
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 the Commercial General,
Employer’s Liability, 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.
47
Professional Services Agreement for [KLJ Engineering LLC]
Page 5 of 11
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
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.
48
Professional Services Agreement for [KLJ Engineering LLC]
Page 6 of 11
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 _Max Ziegler, Assistant Superintendent_ 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’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 _Justin Hyndman, PE, PMP
Justin.Hyndman@kljeng.com_ 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
49
Professional Services Agreement for [KLJ Engineering LLC]
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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
50
Professional Services Agreement for [KLJ Engineering LLC]
Page 8 of 11
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.
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.
16. 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.
17. 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.
18. 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
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Professional Services Agreement for [KLJ Engineering LLC]
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
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Professional Services Agreement for [KLJ Engineering LLC]
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25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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Professional Services Agreement for [KLJ Engineering LLC]
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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 _KLJ Engineering LLC_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: Mark Anderson_________
Print Title: Sr Vice President______
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
54
KLJ Staff Type Standard Rate KLJ Staff Type Standard Rate
Archaeologist I $83 CAD Technician I $102
Archaeologist II $115 CAD Technician II $100
Archaeologist III $152 CAD Technician III $132
Archaeologist IV $201 CAD Technician IV $164
Archaeologist V $213 GIS Specialist I $112
Paleontologist $152 GIS Specialist II $124
Environmental Specialist I $114 GIS Specialist III $132
Environmental Specialist II $132 GIS Specialist IV $153
Environmental Specialist III $167 Intern $88
Environmental Specialist IV $187 Associate Planner $115
Environmental Specialist V $214 Planner $181
Environmental Specialist VI $283 Senior Planner $237
Government Relations Specialist I $106 Sr Public Engagement Strategist $159
Government Relations Specialist II $145 ROW Associate $124
Government Relations Specialist III $164 ROW Agent $151
Graphic Design Specialist $139 Project Controls Specialist I $104
Engineering Technician I $104 Project Controls Specialist II $159
Engineering Technician II $115 Survey Technician $93
Engineering Technician III $147 Crew Chief $111
Engineering Technician IV $160 Senior Crew Chief $156
Engineering Technician V $182 Professional Land Surveyor $181
Designer Technician $110 Principal Land Surveyor $218
Associate Designer $120 1 Person Survey Crew $186
Designer $142 2 Person Survey Crew $259
Senior Designer $201 Project Manager $216
Engineer in Training I $123 Senior Project Manager $270
Engineer in Training II $142
Associate Engineer $167
Engineer $199
Senior Engineer $230
Project Assistant I $92
Project Assistant II $105
Project Assistant III $141
Included in Hourly Rate
Included in Hourly Rate
Included in Hourly Rate
Included in Hourly Rate
Included in Hourly Rate
Per Project Basis
Actual Cost
$45 / Day per Person
Actual Cost + 10%
Actual Cost + 10%
**Rates to be renegotiated after January 1st of each calendar year.
20250929_City of Bozeman
Subsistence (Per Diem) - Meals
Misc. Project Related Expenses
Sub-Contracts
2025 KLJ Rate Sheet
CAD and GIS Work Station
Postage and Routing Printing Cost
Mileage
Special Equipment/Software
Subsistence (Per Diem) - Lodging
Reimbursable Expenses (if applicable)
ATV, UTV, Snowmobile
Survey Equipment
EXHIBIT A
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Professional Services Agreement for [SCS Unlimited Inc]
Page 1 of 11
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 90 Graves Trail, Bozeman,
MT 59718, hereinafter referred to as “City,” and, _SCS Unlimited Inc_, 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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
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Professional Services Agreement for [SCS Unlimited Inc]
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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 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.
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,
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Professional Services Agreement for [SCS Unlimited Inc]
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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.
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.
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Professional Services Agreement for [SCS Unlimited Inc]
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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;
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 the Commercial General,
Employer’s Liability, 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.
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Professional Services Agreement for [SCS Unlimited Inc]
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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
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.
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Professional Services Agreement for [SCS Unlimited Inc]
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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 _Max Ziegler, Assistant Superintendent_ 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’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 _Edward Johnson, Sales & Project Manager
edward@scswraps.com_ 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
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Professional Services Agreement for [SCS Unlimited Inc]
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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
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Professional Services Agreement for [SCS Unlimited Inc]
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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.
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.
16. 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.
17. 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.
18. 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
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Professional Services Agreement for [SCS Unlimited Inc]
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
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25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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Professional Services Agreement for [SCS Unlimited Inc]
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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 _SCS Wraps_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: Edward Johnson_____________
Print Title: Sales & Project Manager_____
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
66
Material Spec SCS Retail City of Bozeman Preferred
Vinyl Print Material
3M IJ180 $10.50 $8.40
3M IJ-180mC-120 Metallic $18.00 $14.40
3M IJ-480cv3 (Brick)$14.00 $11.20
3M IJ-40C $9.50 $7.60
3M 35 -10 $9.50 $7.60
ORALITE 5650RA (reflective)$20.00 $16.00
Solid Color Wrap Material
3M 2080 Wrap Film $10.50 $8.40
Canvas Wall Print Material
Avery Wall Canvas $12.00 $9.60
Window Vinyl
Clear Focus Perf (65/35)$8.75 $7.00
MacTac Frost $12.00 $9.60
Sign Substrates
Di-Bond (ePanel)$15.00 $12.00
PVC $13.00 $10.40
Coroplast $12.00 $9.60
Foam Core $12.00 $9.60
Banner Materials
Arlon DPF 313 $8.50 $6.80
Satin Super Smooth $10.00 $8.00
Mesh $10.50 $8.40
Premium Fabric $8.75 $7.00
Material Spec SCS Retail City of Bozeman Preferred
Installation
Install Rate / hr $110.00 $100.00
Brick and Textured Walls $8.00 $6.40
Wall Graphics - Smooth Walls $5.00 $4.00
Design Rate / hr $120.00 $105.00
Print Set-Up (simple)$30.00 $25.00
Print Set-Up / hr $120.00 $75.00
Notes
Vinyl Print materials Laminate choice does not affect pricing.
For custom die-cut shapes, text, etc., an additional $2.00 sqft will be added
for excess vinyl removal, prep, mask, and final cut.
Sign Substrate Square foot pricing includes vinyl print mounted to substrate for finishing for SINGLE SIDED SIGNS only.
For custom cust signs, and/or double sided signs additional charges to be incurred upon project confirmation and estimate delivery.
Banners All banners include a hem and grommets for finishing unless otherwise noted.
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Professional Services Agreement for [Rock Steady Movers]
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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, _Rock Steady Movers PO Box 1097 Belgrade, MT
59714_, 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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
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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 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.
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,
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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.
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.
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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;
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 the Commercial General,
Employer’s Liability, 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.
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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
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.
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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 _Max Ziegler, Assistant Superintendent_ 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’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 _Rick Dumas, Owner rocksteadymovers@gmail.com_ 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
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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,
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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.
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.
16. 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.
17. 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.
18. 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
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
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balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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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 _Rock Steady Movers_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: Rick Dumas_____________
Print Title: Owner_____
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
78
Arrow - End of 2021 and end of 2022
- Coordinated a multifaceted project over several months with supply issues with installation goods
- Assembled and distributed 300 rooms of furniture and bedding over several months
- 6-8 crew staffed the job at all times
2025 Price List:
Labor Unit Price per Unit
1 guy Per Hour $100
Truck Per Hour $35
EXHIBIT A
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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, _Mountain Movers Trucking Inc dba Montana Mobile
Services 107 Wapiti Road, Whitehall, Montana 59759_, 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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
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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 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.
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,
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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.
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.
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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;
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 the Commercial General,
Employer’s Liability, 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.
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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
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.
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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 _Max Ziegler, Assistant Superintendent_ 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’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 _Dillon Stuehler dillonstuehlermmt@gmail.com_ 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
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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,
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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.
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.
16. 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.
17. 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.
18. 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
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
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balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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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 _Mountain Movers Trucking Inc dba Montana Mobile Services_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: Dillon Stuhler_______________
Print Title: Owner/Operator______________
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
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1
Shane Miller
From:Dillon <dillonstuehlermmt@gmail.com>
Sent:Monday, September 29, 2025 8:40 AM
To:Shane Miller
Subject:[EXTERNAL]Re: Trades Contract
Attachments:MMTMMS w-9.pdf
Categories:Red Category, Green Category, Blue Category
CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the
sender and know the content is safe.
Hello Shane,
Here is a list of all my current pricing. W-9 will be down at the bottom of this e-mail! Thank you for your
consideration. Please reach out with any more questions!
Montana Mobile Services – Price Sheet
Truck Cleaning
Hourly: $135 – $150 / hr
Equipment Cleaning
Hourly or per piece: $150 – $300 / hr or by piece
Residential Cleaning
Driveways, patios, walkways: $100 – $150 / hr
Commercial Cleaning
Parking lots, sidewalks, bird scat removal: $100 – $150 / hr
EXHIBIT A
91
2
Snow Removal
Driveways, lots, sidewalks: $100 – $150 / hr
Ice Dam Removal
Low-pressure steam, roof sections: $300 – $500 / hr
Higher end applies for emergencies, additional machines, or larger crews
Note: Travel outside of Whitehall, MT may include additional mileage charges
On Thu, Sep 25, 2025 at 2:00 PM Shane Miller <SMiller@bozeman.net> wrote:
Dillon,
Can you please reply with your labor rates & w9?
Thanks
SHANE MILLER | FACILITIES PROJECT COORDINATOR
City of Bozeman | 20 E. Olive Street, Office 014B | Bozeman, MT 59715
P: 406-577-7425 | C: 406-595-0637 | E: smiller@bozeman.net
City of Bozeman emails are subject to the Right to Know provisions of Montana’s Constitution (Art. II, Sect. 9) and may
be considered a “public record” pursuant to Title 2, Chpt. 6, Montana Code Annotated. As such, this email, its sender
and receiver, and the contents may be available for public disclosure and will be retained pursuant to the City’s record
retention policies. Emails that contain confidential information such as information related to individual privacy may be
protected from disclosure under law.
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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, _The Third Element, Inc 3116 East Lyndale, Helena,
MT 59601_, 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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
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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 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.
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,
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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.
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.
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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;
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 the Commercial General,
Employer’s Liability, 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.
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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
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.
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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 _Max Ziegler, Assistant Superintendent_ 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’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 _John Colley, President johnc@3econtractors.com_ 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
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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,
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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.
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.
16. 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.
17. 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.
18. 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
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
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balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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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 _The Third Element, Inc_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: John Colley_____________
Print Title: President______________
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
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Date: 09/30/2025
In response to the City of Bozeman Request for Qualifications (RFQ) Contractors – All Trades and
Services – Facilities Projects, The Third Element has the following service rates:
Service rates for the period 9/30/2025 – 12/31/2025:
Reg Hours Overtime Double Time
Project Manager 130.00 195.00 260.00
Foreman 118.00 177.00 236.00
Electrician 105.00 157.50 210.00
Helper 75.00 112.50 150.00
All rates listed above are all-in rates inclusive of salary/wages, taxes and benefits. 20% markup for
material will be applied. 10% markup for special equipment will be applied when necessary. Mileage will
be billed at $0.80 per mile outside of a 5-mile radius of 28 Intrepid Drive Bozeman, MT 59718.
Joe Hunt
The Third Element, Inc.
28 Intrepid Drive
Bozeman, MT 59718
1-406-410-1012
JoeH@3econtractors.com
EXHIBIT A
2026
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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, _Johnson Metal Works LLC PO Box 11363 Bozeman,
MT 59719_, 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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
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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 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.
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,
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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.
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.
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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;
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 the Commercial General,
Employer’s Liability, 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.
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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
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.
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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 _Max Ziegler, Assistant Superintendent_ 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’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 _Scott Johnson, Owner scott@johnsonmetalworks.com_
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
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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,
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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.
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.
16. 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.
17. 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.
18. 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
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
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balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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Professional Services Agreement for [Johnson Metal Works LLC]
Page 11 of 11
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 _Johnson Metal Works LLC_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: Scott Johnson_____________
Print Title: Owner_____
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
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1
Shane Miller
From:Chuck Gardenhire <chuck.g@johnsonmetalworks.com>
Sent:Friday, October 10, 2025 11:07 AM
To:Shane Miller; Max Ziegler
Cc:David Arnado; Robin Schinke
Subject:RE: [EXTERNAL]THE LIST?
Attachments:JMW W9 2025.pdf
Categories:Red Category, Green Category, Blue Category
CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the
sender and know the content is safe.
Shane,
Attached is our W9.
As for our labor rates, there is some variation, depending on the project:
Shop Rate: $145.00/hr
Prevailing wage: $150.00/hr
Laser Rate: $240.00/hr
We also include per diem when required.
Can you clarify a bit on what you are looking for in a Material Sheet? Our material costs vary based on the
market. I can give you a list of various materials that we work with, but cost for them will be subject to
change.
Have A Great Day!!
Thank you for choosing Johnson Metal Works for your fabricaƟon needs.
Check out our Gallery;
www.johnsonmetalworks.com
Thank you,
Chuck Gardenhire
JOHNSON METAL WORKS, LLC
1410 N Rouse Ave
Bozeman, Montana 59715
406-579-1423
Chuck.g@johnsonmetalworks.com
116
2
www.johnsonmetalworks.com
#johnsonmetalworks
MAILING ADDRESS:
PO Box 11363
Bozeman, MT 59719
From: Shane Miller <SMiller@BOZEMAN.NET>
Sent: Friday, October 10, 2025 9:46 AM
To: Max Ziegler <wziegler@BOZEMAN.NET>; Chuck Gardenhire <chuck.g@johnsonmetalworks.com>
Cc: David Arnado <darnado@BOZEMAN.NET>
Subject: RE: [EXTERNAL]THE LIST?
EXTERNAL
Hi Chuck,
If you would please send me over your w9 and current rates (labor and/or mtrl) sheet I can finalize your contract
and get it in the commission approval queue. Please get back to us at your earliest convenience.
Best,
SHANE MILLER | FACILITIES PROJECT COORDINATOR
City of Bozeman | 20 E. Olive Street, Ofϐice 014B | Bozeman, MT 59715
P: 406-577-7425 | C: 406-595-0637 | E: smiller@bozeman.net
From: Max Ziegler <wziegler@BOZEMAN.NET>
Sent: Friday, October 10, 2025 9:42 AM
To: Chuck Gardenhire <chuck.g@johnsonmetalworks.com>
Cc: Shane Miller <SMiller@BOZEMAN.NET>; David Arnado <darnado@BOZEMAN.NET>
Subject: RE: [EXTERNAL]THE LIST?
Yes! Shane is currently working on putting together contract documents for new contractors added during this
round so we can submit them all as a group for signing. We should have things finalized in the next few weeks.
Best,
Max
From: Chuck Gardenhire <chuck.g@johnsonmetalworks.com>
Sent: Friday, October 10, 2025 9:11 AM
To: Max Ziegler <wziegler@BOZEMAN.NET>
Subject: [EXTERNAL]THE LIST?
CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the
sender and know the content is safe.
Max,
Hope all is well. Did we make the vender list? Haven’t heard anything.
You don't often get email from smiller@bozeman.net. Learn why this is important
117
3
Have A Great Day!!
Thank you for choosing Johnson Metal Works for your fabricaƟon needs.
Check out our Gallery;
www.johnsonmetalworks.com
Thank you,
Chuck Gardenhire
JOHNSON METAL WORKS, LLC
1410 N Rouse Ave
Bozeman, Montana 59715
406-579-1423
Chuck.g@johnsonmetalworks.com
www.johnsonmetalworks.com
#johnsonmetalworks
MAILING ADDRESS:
PO Box 11363
Bozeman, MT 59719
JOHNSON METAL WORKS DISCLAIMER
This message may contain confidential or proprietary information and is intended only for the individual(s) addressed in the message.
Any/all emails are not intended for any final pricing, estimates, quotes, or agreements. Johnson Metal Works requires a formal quote
request and/or a purchase order signed prior to any work commencing. If you are not the named addressee, you should not disseminate,
distribute, or copy this e-mail.
JOHNSON METAL WORKS DISCLAIMER
This message may contain confidential or proprietary information and is intended only for the individual(s) addressed in the message.
Any/all emails are not intended for any final pricing, estimates, quotes, or agreements. Johnson Metal Works requires a formal quote
request and/or a purchase order signed prior to any work commencing. If you are not the named addressee, you should not disseminate,
distribute, or copy this e-mail.
JOHNSON METAL WORKS DISCLAIMER
This message may contain confidential or proprietary information and is intended only for the individual(s) addressed in the message.
Any/all emails are not intended for any final pricing, estimates, quotes, or agreements. Johnson Metal Works requires a formal quote
request and/or a purchase order signed prior to any work commencing. If you are not the named addressee, you should not disseminate,
distribute, or copy this e-mail.
118
Professional Services Agreement for [Sessler Inc]
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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, _Sessler Inc 4524 Tacoma Ave Sumner WA 98390_,
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 _1st_ day of _October_, 2030, 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. Contractor
agrees to be bound by its responses to the City’s Cloud Questions, attached to this Agreement as
Exhibit B and made part of this Agreement. Such responses constitute material consideration for the
City to enter into this Agreement and the responses are material representations regarding the
Contractor’s performance.
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.
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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 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.
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,
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Professional Services Agreement for [Sessler Inc]
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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.
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.
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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;
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 the Commercial General,
Employer’s Liability, 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.
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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
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.
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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 _Max Ziegler, Assistant Superintendent_ 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’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 _Nick Ramljak, Project Manager nick@sesslerinc.com_
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
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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. Web Accessibility and the ADA: Title II of the ADA prohibits discrimination against
people with disabilities in all services, programs, and activities offered or made available by the City.
This includes ensuring that the City’s communications with people with disabilities are as effective
as its communications with others.
If Contractor’s Scope of Services includes the production of digital content, documents, or web
applications intended to be branded for use by the City, Contractor must use the City style guide
when creating a design. As per recommendations found in Section 508 of the Rehabilitation Act,
all digital content, documents, or web applications must also adhere to level A and AA Success
Criteria and Conformance Requirements as defined by the current Web Content Accessibility
Guidelines (WCAG).
The City will not accept digital content that does not comply with WCAG A and AA guidelines. If
the City refuses digital content because it is non-compliant with the City style guide, Section 508 of
the Rehabilitation Act, and/or WCAG, Contractor will be required to make the digital content
compliant and redelivered at no additional cost to the City.
15. 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,
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Professional Services Agreement for [Sessler Inc]
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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.
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.
16. 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.
17. 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.
18. 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
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Professional Services Agreement for [Sessler Inc]
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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.
19. 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.
20. 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.
21. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all
appropriate employee withholdings.
22. 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.
23. Survival: Contractor’s indemnification shall survive the termination or expiration of
this Agreement for the maximum period allowed under applicable law.
24. 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.
25. Severability: If any portion of this Agreement is held to be void or unenforceable, the
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Professional Services Agreement for [Sessler Inc]
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balance thereof shall continue in effect.
26. Applicable Law: The parties agree that this Agreement is governed in all respects by
the laws of the State of Montana.
27. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs,
legal representatives, successors, and assigns of the parties.
28. 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.
29. Counterparts: This Agreement may be executed in counterparts, which together
constitute one instrument.
30. 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.
31. 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.
32. 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 ****
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Professional Services Agreement for [Sessler Inc]
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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 _Sessler Inc_
CONTRACTOR
By________________________________ By__________________________________
Chuck Winn, City Manager
Print Name: Nick Ramljak_____________
Print Title: Project Manager_____
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
129
REG OT 2X REG OT 2X REG OT 2X
TOTAL RATE 65.00$ 86.42$ 107.83$ TOTAL RATE 112.01$ 152.71$ 193.42$ TOTAL RATE 115.19$ 157.53$ 192.67$
REG OT 2X REG OT 2X REG OT 2X
TOTAL RATE 77.96$ 104.36$ 131.54$ TOTAL RATE 112.01$ 152.71$ 193.42$ TOTAL RATE 115.74$ 158.29$ 193.61$
RATES NOT INCLUSIVE OF MARKUP
Prevailing Wage
JOURNEYMAN FOREMAN GENERAL FOREMAN
JOURNEYMAN FOREMAN GENERAL FOREMAN/SUPERINTENDENT
SESSLER, INC. - MONTANA
T&M & CO RATES
06.01.2025 - 05.31.2026
130
Memorandum
REPORT TO:City Commission
FROM:Rebecca Harbage, Deputy Director of Community Development
Erin George, Director of Community Development
SUBJECT:Authorize the City Manager to Sign a Professional Services Agreement with
SAFEbuilt, LLC, for Third Party Building Plan Review Services
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Agreement - Vendor/Contract
RECOMMENDATION:Authorize the City Manager to sign a Professional Services Agreement with
SAFEbuilt, LLC, for third party building plan review services
STRATEGIC PLAN:4.2 High Quality Urban Approach: Continue to support high-quality planning,
ranging from building design to neighborhood layouts, while pursuing urban
approaches to issues such as multimodal transportation, infill, density,
connected trails and parks, and walkable neighborhoods.
BACKGROUND:The City of Bozeman retained the services of SAFEbuilt, LLC, a third party
building plan review firm, in 2020 to increase both Building and Fire review
capacity during a period of rapid growth and staff turnover. In addition to
helping accommodate increased workload volume and maintain timeliness,
SAFEbuilt provided specialty technical expertise such as structural
engineering. After five years, despite more stable staffing levels, the need for
structural engineering reviews has only increased. Workload volumes remain
high, and both the Community Development and Fire Departments see an
ongoing need for third-party plan review to maintain the high level of service
delivery expected by permit applicants.
To ensure we are continuing to provide the community with the most
qualified and cost effective services, the City published a request for
qualifications (RFQ) in August 2025. Staff from Community Development and
the Fire Department reviewed and scored RFQ responses, conducted three
interviews, and selected SAFEbuilt, LLC, as the best-qualified firm to continue
providing third party building and fire plan review services on an as-needed
basis. The attached PSA includes the scope of services and a fee schedule.
The cost of these services is fully covered by building review and inspection
fees paid by permit applicants.
UNRESOLVED ISSUES:None
ALTERNATIVES:As determined by the City Commission
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FISCAL EFFECTS:Funds for this contract are included in the FY26 budget for the Building
Enterprise Fund, which is fully funded by building review and inspection fees
paid by permit applicants.
Attachments:
251027_PSA_SAFEbuilt_FINAL.pdf
Report compiled on: October 27, 2025
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PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this _____ day of November, 2025
(“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 SAFEbuilt, LLC, headquartered at 444 North Cleveland
Avenue, Loveland, CO 80537, 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 30th day of November 2027, 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 Exhibit A. 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 Exhibit A. 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 Exhibit A. 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:
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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. However, the City has a right to review Contractor's services as
it deems necessary. Contractor fully acknowledges and agrees to such right.
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.
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
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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.
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.
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.
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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;
• 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 the Commercial General,
Employer’s Liability, 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.
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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 no less than thirty (30) days
prior to termination, 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
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
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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 Erin George, Community Development Director, 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’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.
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b. Contractor’s Representative: The Contractor’s Representative for the
purpose of this Agreement shall be David Spencer, CBO, Director of Operations, 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,
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
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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, which consent shall not be unreasonably
delayed or withheld. 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
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Contractor shall not issue any statements, releases or information for public dissemination without
prior approval of the City.
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
to 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.
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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.
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 three additional one-year terms.
**** END OF AGREEMENT EXCEPT FOR SIGNATURES ****
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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 SAFEbuilt, LLC
By By
Chuck Winn, City Manager Print Name:
Print Title:
APPROVED AS TO FORM
By_______________________________
Greg Sullivan, Bozeman City Attorney
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EXHIBIT A – SCOPE OF SERVICES AND FEE SCHEDULE
1. CITY OBLIGATIONS
• City will issue permits and collect all fees
• City will provide Contractor with a list of requested reviews and supporting documents
• City will intake plans and related documents for pick up by Contractor or submit
electronically
• City will provide zoning administration for projects assigned to Contractor
2. SCOPE OF SERVICES
Remote Plan Review Services
• Contractor will provide plan review services electronically
• Contractor will review plans for compliance with adopted building codes, local
amendments or ordinances, including but not limited to:
o Building Code, Plumbing Code, Mechanical Code, Electrical Code, and Fire Code
• Contractor will be a resource to applicants on submittal requirements and be available
throughout the process
• Contractor will provide feedback to keep plan review process on schedule
• Contractor will communicate plan review findings and recommendations in writing
• Contractor will return a set of finalized plans and all supporting documentation
• Contractor will provide review of plan revisions and remain available to applicant after
the review is complete
Remote Plan Conveyance
• Contractor will review electronic plan submittals and return electronically
• Applicant will submit number of hardcopies required by City
• Contractor will return plans and supporting documents
Reporting Services
• Contractor will work with City to develop a mutually agreeable reporting schedule and
format
3. TIME OF PERFORMANCE
• Contractor will perform services on an as-requested basis during normal local business
hours excluding municipal holidays.
• Contractor’s representative(s) will be available by cell phone and email.
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SCHEDULE OF PERFORMANCE
PRE-SUBMITTAL
MEETINGS
Provide pre-submittal meetings to applicants by appointment via telephone
REMOTE PLAN REVIEW
TURNAROUND TIMES
Provide comments within the following timeframes:
(Day 1 = first full business day after receipt of plans and all supporting documents)
Project Type: First Comments: Second Comments:
Single-Family within 7 business days 5 business days or less
Multi-Family within 10 business days 7 business days or less
Small commercial (< $2M in
valuation) within
10 business days 7 business days or less
Large commercial (≥ $2M in
valuation) within
15 business days 10 business days or less
4. FEE SCHEDULE
• Beginning January 01, 2027, and annually thereafter, the hourly rates listed shall be
increased based upon the annual increase in the Department of Labor, Bureau of Labor
Statistics or successor thereof, Consumer Price Index (United States City Average, All
Items (CPI-U), Not Seasonally adjusted, All Urban Consumers, referred to herein as the
"CPI”) for the City or, if not reported for the City the CPI for cities of a similar size within
the applicable region from the previous calendar year, such increase, however, not to
exceed 4% per annum. The increase will become effective upon publication of the
applicable CPI data. If the index decreases, the rates listed shall remain unchanged.
• City and Contractor will review the plan review valuation table beginning January 01,
2027, and annually thereafter and make adjustments to reflect increases in the cost
incurred by Contractor.
• Contractor fees for services provided pursuant to this Agreement will be as follows:
PLAN REVIEW FEE SCHEDULE
VALUATION PRICING: REVIEW OF BUILDING, ELECTRICAL, MECHANICAL, AND PLUMBING CODE COMPLIANCE
TOTAL VALUATION PLAN REVIEW FEE
$1.00 to $20,000.00 ICC plans examiner: Hourly rate of $115.00 per hour- one (1) hour minimum
$20,001.00 to $25,000.00 $31.13 for the first $2,000.00 plus $6.32 for each additional $1,000.00, or
fraction thereof, to and including $25,000.00.
$25,001.00 to $50,000.00 $176.03for the first$25,000.00 plus $4.55 for each additional $1,000.00, or fraction thereof, to and including $50,000.00.
$50,001.00 to $100,000.00 $289.78 for the first $50,000.00 plus $3.15 for each additional $1,000.00, or
fraction thereof, to and including $ I 00,000.00.
$100,001.00 to$500,000.00 $447.28 for the first $100,000.00 plus $2.55 for each additional $1,000.00, or fraction thereof, to and including $500,000.00.
$500,001.00 to$1,000,000.00 $1,455.28 for the first $500,000.00 plus $2.15 for each
additional $1,000.00, or fraction thereof, to and including $1,000,000.00.
$1,000,001.00 and up $2,525.28 for the first $1,000,000.00 plus $1.44 for each additional $1,000.00, or fraction thereof
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HOURLY RATE PLAN REVIEW
Fire Code review hourly rates charged:
• Review work beyond 4 rounds of review for Fire
(Suppression) Protection Systems or Fire Detection and Alarm Systems**
• Other Fire & Other Plan Review Services as outlined below
$94.00 per hour - one (1) hour minimum
Residential & Commercial building reviews for valuation pricing above include:
• Initial plan review & up to two (2) re-reviews
• For work beyond the standard three (3) rounds of review, the rate(s) are charged as outlined below per hour with 1
hour minimum. **
• Foundation only reviews shall not be considered as an additional round of review as it applies to the standard
rounds for review cycle(s)
• The same hourly rate(s) below are used for changes to previously approved plans by consultant or city for
consultant reviews
**NOTE: Before reviews (building & fire) are performed beyond the standard three (3) rounds, a meeting will be scheduled
with city staff to discuss and address outstanding items remaining for review.
Supervising Structural Engineer $165.00
Structural Engineer (PE) $160.00
CASp/LEED Plans Examiner $125.00
Civil Engineer $125.00
Electrical Engineer $125.00
Mechanical Engineer $125.00
I.C.C. Plans Examiner $115.00
FIRE PLAN REVIEW SERVICES FEE SCHEDULE
FIRE PROTECTION AND FIRE ALARM REVIEWS FEE
Fire (Suppression) Protection Only Review – Base (+fees as described below) $90.00
Add Sprinkler Heads (up to 100 Heads) $450.00
Add Sprinkler Heads (101-200 heads) $630.00
Add Sprinkler Heads (201-300 Heads) $765.00
Add Sprinkler Heads (301-500 Heads) $1,080.00
Add 01+ Sprinkler Heads $1,080.00 + $25/50 head
Add Carbon Dioxide, Clean Agent System $225.00
Fire Detection and Alarm System-Base (+fees as described below) $90.00
Add Fire Detection & Alarm Systems (up to 2,500 SF) $360.00
Add Fire Detection & Alarm Systems (2,501 -7,500 SF) $450.00
Add Fire Detection & Alarm Systems (7,501 -10,000 SF) $765.00
Add Fire Detection & Alarm Systems (10,001 -25,000 SF) $1,080.00
Add Fire Detection & Alarm Systems (25,001 -50,000 SF) $1,260.00
Add Fire Detection & Alarm Systems (50,001 -100,000 SF) $1,440.00
Add Fire Detection & Alarm Systems (100,001 -200,000 SF) $1,620.00
Add Fire Detection & Alarm Systems (200,001 -400,000 SF) $1,980.00
Add # SF over 400,001 SF $0.10
Add Dry Chemical $405.00
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Professional Services Agreement for Building Plan Review On-Call Services Page 15 of 15
Add Hood System Review $405.00
Add Ansul System Review $405.00
OTHER FIRE REVIEW SERVICES
General Fire Code & other reviews:
• Fire department access
• Fire Code Operational permits
• Alternative Water systems for fire suppression such as cisterns or fill sites
• Work outside of review for Fire (Suppression) Protection Systems or Fire Detection and Alarm Systems & fees listed
above for “other plan reviews” listed
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Memorandum
REPORT TO:City Commission
FROM:Kellen Gamradt, Engineer II
Shawn Kohtz, Director of Utilities
SUBJECT:Authorize the City Manager to Sign a Professional Services Agreement with
DOWL, LLC for Preliminary Design of the MSU Sewer Interceptor
Improvements Project
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Agreement - Vendor/Contract
RECOMMENDATION:Approve and Authorize the City Manager to Sign a Professional Services
Agreement with DOWL, LLC for Preliminary Design of the MSU Sewer
Interceptor Improvements Project
STRATEGIC PLAN:2.2 Infrastructure Investments: Strategically invest in infrastructure as a
mechanism to encourage economic development.
BACKGROUND:Attached is a copy of the Professional Services Agreement with DOWL, LLC
for preliminary engineering of the MSU Sewer Interceptor Improvements
Project. The document is in the City's standard format.
The MSU Interceptor is a section of trunk sewer main that extends from the
Intersection of Kagy Boulevard and South 3rd Avenue to the north and west
through the City and ending at the intersection of West Babcock Street and
South 9th Avenue. This section of trunk sewer main was identified in the
City's 2024 Wastewater Facility Plan Update as the City's highest priority
sewer renovations project. In addition, because a portion of the project is
within the limits of the Kagy Reconstruction Project, it is imperative to
complete these improvements prior to the street improvements on Kagy
which will begin in 2027.
The proposed agreement will cover the preliminary design of this project
with subsequent final design plans, specifications and an estimated
construction work beginning in the summer of 2026.
UNRESOLVED ISSUES:None
ALTERNATIVES:As suggested by the Commission
FISCAL EFFECTS:The cost of preliminary engineering is $160,878.52. City staff have reviewed
the scope and fee proposal and found it to be commensurate with the work
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involved. Funding for the design of this project has been appropriated in the
FY26 budget as project WW138 for a total amount of $836,800 and paid for
from the Wastewater fund and Wastewater Impact Fee Fund.
Attachments:
Professional Services Agreement with DOWL - MSU
Interceptor.pdf
Report compiled on: October 30, 2025
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PROFESSIONAL SERVICES AGREEMENT
(MSU Sewer Interceptor Improvements)
THIS IS AN AGREEMENT made as of , between THE CITY OF BOZEMAN, a self-
governing municipal corporation organized and existing under its Charter and the laws of the State of Montana, 121
N. Rouse Ave., Bozeman, Montana, 59771 (OWNER) and DOWL, LLC, Montana, (ENGINEER).
Whereas the accomplishment of the work and services described in this Agreement is essential to the OWNER'S
public works improvement program.
Whereas the OWNER intends to and has selected the ENGINEER to provide necessary and professional engineering
services for the project.
Whereas the ENGINEER represents that it is willing and qualified to perform the professional engineering services
for this project described in this Agreement.
Therefore, in consideration of the foregoing recitals and the mutual covenants and conditions contained herein, the
parties agree as follows:
ARTICLE 1 - ENGINEERING SERVICES
1.1. The detailed description of the specific project components is described as follows:
(See attached Exhibit C – Scope of Work)
1.2. The scope of services under this contract is set forth in this Agreement and the attached EXHIBITS.
ARTICLE 2 - ENGINEER'S RESPONSIBILITIES
2.1. ENGINEER shall perform for OWNER professional engineering services in all phases of the Project to which
this Agreement applies as hereinafter provided. These services will include, but not be limited to, serving as OWNER's
professional engineering representative for the Project, providing professional engineering consultation and advice and
furnishing customary civil and structural engineering services incidental thereto.
2.2. The ENGINEER shall furnish all labor, materials, equipment, supplies, and incidentals necessary to conduct and
complete the ENGINEER'S portions of the Project and to prepare and deliver to the OWNER all data, reports, plans,
specifications, and recommendations as designated herein.
2.3. The ENGINEER shall ascertain such information as may have a bearing on the work from local units of
government, public, and private organizations and shall be authorized to procure information from other authorities as to
the extent of these contacts and the results thereof.
2.4. The ENGINEER'S work shall be in accordance with the standards of sound engineering practices.
2.5. The ENGINEER shall name a Principal-In-Charge for the duration of the project. The Principal-In-Charge shall
be Kevin Johnson.
2.6. The ENGINEER shall name a Project Manager who shall be the liaison between the ENGINEER and the
OWNER. The Project Manager shall be Kevin Johnson. The OWNER may name a Task Director who would be the
liaison between the ENGINEER and the OWNER during the design segment of the Project.
2.7. The ENGINEER shall submit an estimated progress schedule at the beginning of the work, and monthly progress
reports thereafter until the project is completed.
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ARTICLE 3 - OWNER'S RESPONSIBILITIES
3.1 The OWNER shall name a Task Director who shall be the liaison between the ENGINEER and the OWNER
during DESIGN segment of the Project. The Task Director designated shall be Kellen Gamradt.
3.2 The OWNER shall have the right of review and examination of the ENGINEER'S work at all times.
3.3 The OWNER shall make available all records (record drawings, construction records, etc.) indicating the existing
configuration of the city utilities.
3.4 The OWNER will be responsible for advertising bid openings.
3.5 The OWNER shall attend the pre-bid conferences, bid openings, pre-construction conferences, construction
progress and other job related meetings, substantial completion inspections and final payment inspections.
ARTICLE 4 - BASIC ENGINEERING SERVICES
The ENGINEER shall render professional Engineering Services as follows:
4.1 PRE-DESIGN INVESTIGATION PHASE
After written authorization to proceed, ENGINEER shall:
4.1.1 Consult with OWNER to clarify and define OWNER's requirements for the Project and review
available data.
4.1.2 Advise OWNER as to the necessity of OWNER's providing or obtaining from others, data or services
and assist OWNER in obtaining such data or services.
4.1.3 Identify and analyze requirements of governmental authorities having jurisdiction to approve the design
of the Project and participate in consultations with such authorities.
4.1.4. Provide analyses of OWNER's needs, planning surveys, site evaluations and comparative studies of
prospective sites and solutions.
4.1.5. Provide a general economic analysis of OWNER's requirements applicable to various alternatives.
4.1.6 Assist in formation of Special Improvement Districts (SID) by preparing district boundary
descriptions and maps, preparing a property owner's and assessments role lists including project assessment
costs based on the preliminary project cost estimates, and providing technical information at SID public
hearings, if applicable.
4.1.7. Prepare a Report containing schematic layouts, sketches and conceptual design criteria with
appropriate exhibits to indicate clearly the considerations involved (including applicable requirements of
governmental authorities having jurisdiction as aforesaid) and the alternative solutions available to
OWNER and setting forth ENGINEER's findings and recommendations. This Report will be accompanied
by ENGINEER's opinion of probable costs for the Project, including the following which will be separately
itemized: Construction Cost, allowance for engineering costs and contingencies, and (on the basis of
information furnished by OWNER) allowances for such other items as charges of all other professionals
and consultants, for the cost of land and rights-of-way, for compensation for or damages to properties, for
interest and financing charges and for other services to be provided by others for Owner. The total of all
such costs, allowance, etc. are hereinafter called "Total Project Costs".
4.1.8. Furnish 3 copies and an electronic copy of the Study and Report documents and review them in
person with OWNER.
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The Pre-design Investigation Phase will be completed and submitted within 90 calendar days following written
authorization from OWNER to ENGINEER to proceed with that phase of services.
4.2 PRELIMINARY DESIGN PHASE
After acceptance of the pre-design report and receipt of written authorization to proceed with the Preliminary Design
Phase, ENGINEER shall:
4.2.1. In consultation with OWNER determine general scope, extent and character of the Project.
4.2.2. ENGINEER shall then prepare a Preliminary Design Report, preliminary plans and specifications and a
written description for the Project.
4.2.3. Preliminary Design Report: Specific items to be addressed in the design report will include, but not be
limited to:
4.2.3.1. Summary of construction requirements with appropriate drawings for each task included in
the project.
4.2.3.2. Plans for providing water and sewer services for affected properties during construction.
4.2.3.3. Summary geotechnical report for specific tasks, if needed.
4.2.3.4. Special design considerations for Project tasks with conditions not covered in standard
construction methods or specifications.
4.2.3.5. A traffic control plan for each project task, if necessary.
4.2.4. Design and Construction Survey: The ENGINEER shall conduct a design field survey of the project
areas, as necessary, for locating existing utilities (such as gas, power, telephone, TV cables, water and sewer
lines, irrigation facilities, fences, and approach driveways), existing right-of-way and easements, and making
measured drawings of or investigating conditions of existing facilities. The ENGINEER shall provide suitable
horizontal and vertical reference control points for the construction phase.
4.2.5. Permits and Rights-of-Way: The ENGINEER shall obtain approved permits, licenses, and/or easement
agreements from private landowners and any other agencies or entities requiring similar approvals prior to
bidding. These approvals will be coordinated with the OWNER and will be made on easement and permit
documents approved by the OWNER. Information and easement descriptions provided in the Basic Engineering
Services will be based on data available from design surveys and courthouse records.
4.2.6. Geotechnical Explorations and Analysis: The ENGINEER shall conduct such geotechnical
explorations and analysis as necessary for project design and bidding. A geotechnical report will be prepared
with recommendations relating to conditions pertinent to the design and construction of the Project. Subsurface
information will be obtained by reviewing any existing geotechnical data available and using additional backhoe
test pits and soil borings as necessary.
The ENGINEER shall furnish copies of a geotechnical report as requested to OWNER for use by OWNER and
Contractors, and review the results of the report with Contractors in a pre-bid meeting. The report is to be
prepared for design purposes; ENGINEER will not be responsible if it is used by others for other purposes.
4.2.7. Preliminary Plans and Specifications. Prepare preliminary construction plans and specifications with
information which addresses the special features of each project task.
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4.2.8. Based on the information contained in the preliminary design documents, ENGINEER will submit a
revised opinion of probable Total Project Costs to the OWNER.
4.2.9. ENGINEER shall prepare and furnish complete paper and electronic copies of preliminary bidding
documents and design report as requested to OWNER and at the same time furnish copies as directed by
OWNER to agencies and/or parties having regulatory responsibilities or direct financial participation in any part
of the Project; provide any technical criteria, written descriptions and design data necessary for securing permits
or approval from authorities having jurisdiction to review and approve the design, and assist owner in securing
such approvals; and review documents in person with OWNER and review authorities, and, if necessary, conduct
a plan-in-hand site review. All changes agreed to between ENGINEER and OWNER will be noted in a
memorandum from the ENGINEER to the OWNER and incorporated into the final plans and specifications.
The Preliminary Design Phase will be completed and submitted within 60 calendar days following written authorization
from OWNER to ENGINEER to proceed with that phase of services.
4.3 FINAL DESIGN PHASE
After written authorization to proceed with the Final Design Phase, ENGINEER shall:
4.3.1. On the basis of the accepted Preliminary Design documents and the revised opinion of probable Total
Project Costs, prepare for incorporation in the Contract Documents final drawings and Technical Specifications
of sufficient detail to show the general scope, extent and detailed character of the work to be furnished and
performed by the Contractor(s) suitable for use in the project bidding and construction.
4.3.2. Advise OWNER of any adjustments to the latest opinion of probable Total Project Costs caused by
changes in general scope, extent or character or design requirements of the Project or Construction Costs.
Furnish to OWNER a revised opinion of probable Total Project Costs based on the Drawings and Specifications.
4.3.3. Prepare for review and approval by OWNER, its legal counsel and other advisors, contract agreement
forms, general conditions and supplementary conditions, and (where appropriate) bid forms, invitations to bid
and instructions to bidders, special provisions, technical specifications, and standard drawings, and other related
contract documents in conformance with the latest edition of the Montana Public Works Standard Specifications
(MPWSS) and City of Bozeman Modifications to MPWSS adopted by the City of Bozeman.
4.3.4. Furnish OWNER six copies and an electronic copy of the Contract Documents (including design
drawings, specifications and contracts).
The Final Phase will be complete and submitted within 60 calendar days following written authorization from OWNER
to ENGINEER to proceed with that phase of services.
4.4 BIDDING OR NEGOTIATING PHASE
After written authorization to proceed with the Bidding or Negotiating Phase, ENGINEER shall:
4.4.1. Assist OWNER in advertising for and obtaining bids or negotiating proposals for construction
contract(s) and record prospective bidders to whom Bidding Documents have been issued, receive and process
deposits for Bidding Documents and conduct pre-bid conferences.
4.4.2. Provide interpretation or clarification to prospective bidders regarding the Bidding Documents, and
issue addenda as appropriate.
4.4.3. Consult with and advise OWNER as to the acceptability of the prime contractor, subcontractors,
suppliers and other persons and organizations proposed by the prime contractor(s) (herein call "Contractor(s)")
for those portions of the work as to which such acceptability is required by the Bidding Documents.
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4.4.4. Consult with OWNER concerning and determine the acceptability of substitute materials and
equipment proposed by Contractor(s) when substitution prior to the award of contracts is allowed by the Bidding
Documents.
4.4.5. Attend the bid opening, prepare bid tabulation, evaluate bids, assess bidders' responsiveness and
responsibility and make award recommendation to OWNER.
4.4.6 Facilitate contract award, and the execution and distribution of the contract documents for construction,
materials, equipment and services. Furnish Owner two original signature sets of executed contract documents
(including design drawings, specifications and contracts). Furnish contractor with one set of original signature
executed contract documents and up to three sets of construction documents.
4.5 CONSTRUCTION PHASE
The responsibilities of the ENGINEER during the Construction Phase are summarized as follows:
4.5.1. General Administration of Construction Contract. ENGINEER shall consult with and advise OWNER
and act as OWNER'S representative as provided in EXHIBIT A - ENGINEER'S STATUS DURING
CONSTRUCTION, attached to and made part of this Agreement and may be further provided under the General
Conditions of the contract documents. The extent and limitations of the authority, duties, and responsibilities of
the ENGINEER on the construction job site as described here-in shall not be modified except as the ENGINEER
and OWNER may otherwise agree in writing. All of OWNER's instruction to Contractor(s) will be issued
through ENGINEER who will have authority to act on behalf of OWNER to the extent provided in the General
Conditions except as otherwise provided in writing.
In addition to the services provided under Article 10 (Exhibit A) the ENGINEER shall provide the following
services during construction:
4.5.1.1 Schedule and conduct a pre-construction conference.
4.5.1.2 Provide personnel, equipment and supplies for construction layout and control, including
establishment of line, grade, and blue top control staking.
4.5.1.3 Review Contractors' construction schedules and operations, and the Contractors' traffic control
plans and its implementation prior to the start of construction.
4.5.1.4 Ascertain that the Contractor has secured required permits needed to accomplish his work.
4.5.1.5 Prepare and provide weekly activity and progress reports to the City's Task Director.
4.5.1.6 ENGINEER shall provide OWNER copies of all correspondence between the ENGINEER
and Contractor.
4.5.1.7 Issue stop and resume work orders, in whole or in part, when work is not or cannot be
performed in accordance with the Contract Documents.
4.5.1.8 Review and approve, for conformance with the project technical specifications all shop
drawings, and other Contractor submittals required by the Contract Documents.
4.5.1.9 During construction review Contractors' construction schedules and evaluate conformance and
progress under the Contract time provisions.
4.5.1.10 Prepare for OWNER'S approval any plan and specification changes which due to any initial
design or engineering deficiencies are required to complete the project original design concept.
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4.5.1.11 Inspect the project and when appropriate, and after conferring with OWNER, issue a
Certificate of Substantial Completion to the Contractor.
4.5.1.12 Prior to recommending final payment, schedule and conduct with the OWNER a final project
inspection and submit a report to the OWNER documenting any outstanding items or deficiencies
requiring correction prior to final payment. Upon satisfactory project completion ENGINEER shall
certify in writing to the OWNER, and any required regulatory agencies, that the construction was
completed in accordance with the approved plans and specifications and is performing in accordance
with the design concept.
4.5.1.13 Twenty-three months after project substantial completion schedule and conduct with the
Owner a Two Year Warranty Inspection of the project and advise the owner in writing whether project
deficiencies exist and if the project is performing in accordance with the design concept.
4.5.2. Resident Project Representative. ENGINEER shall provide a qualified Resident Project Representative
at the job site to provide observation of the work as provided in EXHIBIT B - A LISTING OF THE DUTIES,
RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT
REPRESENTATIVE, attached to and made part of this Agreement.
The ENGINEER shall submit to the OWNER, for review and acceptance, the resume of each Resident Project
Representative who may be assigned to the job site during the course of the Project not less than 10 calendar
days prior to the pre-construction meeting. Any subsequent change in the resident representative shall also be
subject to the OWNER'S approval.
4.5.3 Limitations of Responsibilities. ENGINEER will not be responsible for CONTRACTOR's means,
methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident
thereto, and ENGINEER will not be responsible for CONTRACTOR's failure to perform or furnish the Work in
accordance with the Contract Documents; however, nothing contained in this Agreement shall be construed to
release ENGINEER from liability for failure to properly perform duties and responsibilities assumed by
ENGINEER in the Contract Documents.
4.6. PROJECT DOCUMENTATION
ENGINEER shall furnish OWNER with (a) one mylar copy, two paper copies, and an electronic copy of the Project
Record Drawings ("As-Builts"), (b) written monthly progress reports, and (c) a project notebook containing such
correspondence and documentation as requested by OWNER.
4.7. CONSTRUCTION TESTING
The inspection services shall include material testing and verification of contract compliance with job site requirements,
plans and specifications.
The ENGINEER shall provide and maintain detailed documentation of the following material testing:
1) Concrete strength, air content and slump
2) Embankment, trench backfill, and gravel and pavement densities
3) Aggregate gradations
4) Plant mix strength, flow and asphalt content
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ARTICLE 5 - ADDITIONAL SERVICES
5.1. If OWNER wishes ENGINEER to perform any of the following Additional Services, OWNER shall so instruct
ENGINEER in writing, and ENGINEER shall perform or obtain from others such services and will be paid therefor as
provided in this Agreement:
5.1.1. Legal land surveys performed to obtain data for preparing easements and rights-of-way descriptions.
5.1.2. Preparation of applications and supporting documents for governmental agencies in addition to those
required under Basic Services; preparation or review of environmental studies and related services; and
assistance in obtaining environmental approvals.
5.1.3. Services resulting from significant changes in the general scope, extent or character of the Project or
major changes in documentation previously accepted by OWNER where changes are due to causes beyond
ENGINEER's control.
5.1.4. Providing renderings or models.
5.1.5. Preparing documents for alternate bids requested by OWNER for work not executed or for out-of-
sequence work.
5.1.6. Providing other services not otherwise provided for in this Agreement, including services normally
furnished by the OWNER as elsewhere herein described.
5.1.7. Furnishing the services of independent professional associates or consultants for other than Basic
Services.
5.2. When required by the Contract Documents in circumstances beyond ENGINEER's control, ENGINEER shall
perform or obtain from others any of the following Additional Services as circumstances require during construction and
without waiting for specific instructions from OWNER, and ENGINEER will be paid therefor as provided in this
Agreement:
5.2.1. Services in connection with work directive changes and change orders to reflect the changes requested
by OWNER if the resulting change in compensation for Basic Services is not commensurate with the additional
services rendered.
5.2.2. Services in making revisions to Drawings and Specifications occasioned by the OWNER'S acceptance
of substitutions proposed by Contractor(s); services after the award of each contract in evaluating and
determining the acceptability of an unreasonable or excessive number of substitutions proposed by Contractor;
and evaluating an unreasonable or extensive number of claims submitted by Contractor(s) or others in connection
with the work.
5.2.3. Services resulting from significant delays, changes or price increases occurring as a direct result of
materials, equipment or energy shortages.
5.2.4. Additional or extended services during construction made necessary by (1) work damage by fire or
other causes during construction, (2) a significant amount of defective or neglected work of any Contractor, (3)
acceleration of the progress schedule involving services beyond normal working hours, (4) default by any
Contractor.
ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE
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6.1 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.
Cost shall include:
a. Cost. Cost is the actual cost of the work. Through the negotiations process, the OWNER establishes a
ceiling or upper limit on a cost-plus-fixed-fee contract. Federal regulations (23 CFR 172) require a contract
ceiling / upper limit in cost plus fixed fee contracts.
b. Fixed Fee. Fix Fee is the negotiated fee and a set dollar amount in the agreement, including profit, of
the Consultant. Up to the equivalent of percent of labor and overhead to the date of the invoice, the Consultant
may claim partial payment of the Fixed Fee. If tasks within the Scope of Services are not completed, no Fixed
Fee will be billed for those tasks. No Fixed Fee will be billed for construction engineering services that are not
performed. Subject to the foregoing, the entirety of the Fixed Fee for tasks completed within the Scope of
Services may be billed at Final Payment.
c. Direct Costs. Direct costs shall be in conformance with 48 CFR Part 31, and the AASHTO Uniform
Audit & Accounting Guide, and may include the cost of Subconsultants. The Consultant certifies that any
projected salary rate increases included in the Proposal are based on reasonably on the Consultant’s usual and
customary practices. Prior written approval of the OWNER is required for overtime compensation.
d. Indirect Costs, applicable to Consultant and Subconsultants. Generally, after the execution of this
agreement, the OWNER will give Notice of the Indirect Costs (IDC) rates that will be applied to this Agreement.
Such notice is incorporated herein by the reference. The IDC rate and supporting documentation must be
calculated and submitted in accordance with 23 CFR §172 using the cost principles of 48 CFR Part 31. The
Consultant will establish the IDC rate based on the Consultant’s Accounting Period. In no event will the IDC rate
cause an increase or decrease in the Fixed Fee. The Consultant must keep on file with the OWNER an accepted
Certification of Indirect Costs. For purposes of compensation, the rights and obligations of the Consultant set
forth in this Section shall apply to the Subconsultant. Each Subconsultant shall submit to the irrevocable
commitment option specified by the Consultant.
i. An Indirect Cost Rate is required, except when total compensation is less than or equal to Fifty
Thousand Dollars ($50,000); and Consultant/Subconsultant does not have a current, OWNER-accepted
indirect cost rate or cognizant audit; or Subconsultant is providing vendor-type services or contract
labor and does not have a current, OWNER-accepted indirect costs rate or cognizant audit.
ii. An unaudited indirect cost rate is acceptable when the Total Compensation is less than or equal to Two
Hundred Fifty Thousand Dollars ($250,000); and a Risk Assessment determines an unaudited indirect
cost rate is acceptable.
iii. An audited indirect cost rate is required when The Total Compensation is more than Two Hundred Fifty
Thousand Dollars ($250,000); or a Risk Assessment determines that an audited indirect cost rate is
required.
iv. In unique cases, Negotiated or Provision Indirect Cost Rates may be used, as described in MDT’s
Consultant Services Manual, if all parties agree.
v. Due date.
1. Due date (Audited). If an audited indirect cost rate is required, within thirty (30) days of the
date of an independent auditor’s report setting the consultant’s audited overhead rate, the
new bona fide audited IDC rate must be submitted to the OWNER as part of the Risk
Assessment Package.
a) Consultant will provide our current overhead rate that has an issuance date of
3/10/25. Annually, audits are received in March and turned into the cognizant
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agency for review within the grace period leading up to June 30th, for submittal with
by June 30th with approval letter.
2. Due date (Unaudited). If an unaudited indirect cost rate is required, within thirty (30) days of
its calculation, a bona fide IDC rate must be submitted to the OWNER as part of the Risk
Assessment Package.
3. At the OWNER’s sole discretion, the Consultant shall pay the OWNER liquidated damages at
the rate of One Hundred Dollars ($100.00) per day for each day after the Due Date.
vi. Effective date.
1. The IDC rate expires one (1) year after the end of the Accounting Period.
2. Before the end of the Grace Period, defined as six (6) months following the expiration of the
IDC rate, the Consultant shall submit a new IDC rate.
a) Consultant will provide a copy of our new audited rate to the City annually before
June 30th each year.
3. An IDC rate submitted within the Grace Period is effective as the first day of the month
following the month of the OWNER’s letter of acceptance; except, an IDC rate not
accepted by the OWNER by the end of the Grace Period is retroactive to the end of the
Grace Period.
4. A bona fide IDC rate received after the expiration of the Grace Period is retroactive to the date
it is received by the OWNER.
5. In the event the OWNER, in its sole discretion, determines that the submitted IDC rate is not
bona fide the rate will be effective on the date accepted and will not be retroactive.
6. Failure by the Consultant to provide an IDC rate, as required herein, may result in a One
Hundred Percent (100%) forfeiture of the IDC rate portion for services rendered after the
Grace Period.
vii. The Consultant shall commit, irrevocably for the duration of this Agreement, to one of two options:
1. Consultant’s IDC rate will remain fixed through the term of this Agreement. In the event of
any extension of the term of this Agreement, then the Consultant shall provide its new rate;
or if a new rate is unavailable, then a new rate will be negotiated by the parties.
2. Following the same procedure as for the original submission, the Consultant’s IDC rate will
be submitted annually, within the Grace Period.
viii. The Consultant may request exceptions to the requirements of this section on a case-by-case basis, and
the OWNER will consider these exceptions. Any exceptions, if approved, must be in writing and must
comply with all applicable laws, regulations, policies, and procedures.
ARTICLE 7 - MEANING OF TERMS
7.1 AGREEMENT
As used herein the term "this Agreement" refers to the contents of this document and its Exhibits attached hereto and
referred to as if they were part of one and the same document.
7.2 CONSTRUCTION COSTS
The construction cost of the entire Project (herein referred to as "Construction Cost") means the total cost to OWNER of
those portions of the entire Project designed and specified by ENGINEER, but it will not include ENGINEER's
compensation and expenses, the cost of land, rights-of-way, or compensation for or damages to, properties unless this
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Agreement so specifies, nor will it include OWNER's legal, accounting, insurance counseling or auditing services, or
interest and financing charges incurred in connection with the Project or the cost of other services to be provided by others
to OWNER.
7.3 DIRECT LABOR COSTS
Direct Labor Costs used as a basis for payment mean the actual salaries and wages paid to all ENGINEER's personnel
engaged directly on the Project, including, but not limited to, engineers, architects, surveyors, designers, drafters,
specification writers, estimators, other technical and business personnel; but does not include indirect payroll related costs
or fringe benefits. For the purposes of this Agreement the principals and employees of the ENGINEER maximum billable
Direct Labor Costs are:
Principals (Snr Mngr 5) $101.85/hour
Engineer 9 $80.92/hour
Engineer 8 (Proj. Manager) $72.62/hour
Engineer 6 $66.15/hour
Engineer 4 $56.62/hour
Engineer 3 $50.15/hour
Engineer 2 $45.23/hour
CADD Drafter (Engr Tech 2) $37.23/hour
Env. Specialist 9 $79.08/hour
Env. Specialist 4 $30.77/hour
GIS Specialist $46.77/hour
Constr. Inspector (Field Rep. IV $55.08 /hour
Clerical $30.77/hour
7.4 REIMBURSABLE EXPENSES
Reimbursable Expenses mean the actual expenses incurred by ENGINEER or ENGINEER's independent professional
associates or consultants directly in connection with the Project, such as expenses for: transportation and subsistence
incidental thereto; obtaining bids or proposals from Contractor(s); subsistence and transportation of Resident Project
Representatives and their assistants; toll telephone calls and telegrams; reproduction of reports, Drawings, Specifications,
Bidding Documents and similar Project-related items; and if authorized in advance by OWNER, overtime work requiring
higher than regular rates. In addition, when compensation for Basic Services is on the basis of Direct Labor Costs method
of payment, Reimbursable Expenses will also include the amount billed to ENGINEER by special consultants employed
by ENGINEER and authorized by OWNER (other than as an authorized Additional Services) and will also include
expenses incurred for computer time and other specialized equipment, including an appropriate charge for previously
established programs and expenses of photographic production techniques.
ARTICLE 8 - PAYMENT PROVISIONS
8.1 TIMES OF PAYMENTS. ENGINEER may submit monthly statements for Basic Services and approved
Additional Services rendered and for Reimbursable Expenses incurred; however, payments shall not exceed the ceilings
provided in 6.1 and 6.2. Final payment shall be made only after acceptance of the project by the OWNER. If OWNER
disputes the amount of the billing, OWNER will notify the ENGINEER in writing within ten (10) calendar days of the
receipt of bill of the dispute.
8.2 REQUESTS FOR PAYMENT. Each request for payment shall include a documentation summary of the
period incremental man hours incurred, direct labor rates and billed rates, detail of reimbursable costs, total period billing,
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and total cumulative billing. When requested by OWNER services for distinct project segments shall be accounted and
billed separately.
8.3 PAYMENT UNDER TERMINATION. In the event of termination by the OWNER upon the completion of any
phase of the Basic Services, progress payments due ENGINEER for services rendered through such phase shall constitute
total payment for such services. In the event of such termination by OWNER during any phase of the Basic Services,
ENGINEER also will be reimbursed for the charges of pre-approved independent professional associates and consultants
employed by ENGINEER to render Basic Services, and paid for services rendered during that phase on the basis of the
payment provisions of the Agreement. In the event of any such termination, ENGINEER will be paid for unpaid pre-
approved Additional Services and unpaid Reimbursable Expenses which are authorized under this agreement.
ARTICLE 9 - GENERAL CONSIDERATIONS
9.1 TERMINATION OF AGREEMENT
9.1.1 The sole right is hereby reserved to the OWNER to terminate this Engineering Agreement for any and
all causes or for its convenience at any time upon fifteen (15) days written notice to the ENGINEER.
9.1.2 If termination for default is effected by the OWNER, an equitable adjustment in the price provided for
in this Agreement shall be made, but (1) no amount shall be allowed for anticipated profit on unperformed
services or other work, and (2) any payment due to the ENGINEER at the time of termination may be adjusted to
cover any additional costs to the OWNER because of the ENGINEER's default. If termination for convenience
is effected by the OWNER, the equitable adjustment shall include a reasonable profit, as determined by owner,
for services or other work performed. The equitable adjustment for any termination shall provide for payment to
the ENGINEER for services rendered and expenses incurred prior to the termination, in addition to termination
settlement costs reasonably incurred by the ENGINEER relating to commitments which had become firm prior to
the termination.
9.1.3 Upon receipt of a termination action under paragraph 9.1.2, the ENGINEER shall (1) promptly
discontinue all affected work (unless the notice directs otherwise), and (2) deliver or otherwise make available to
the OWNER within ten (10) days copies of all data, design drawings, specifications, reports, estimates,
summaries and such other information and materials as may have been accumulated by the ENGINEER in
performing this Agreement, whether completed or in process.
9.1.4 In the event this Contract is terminated prior to completion, the original copies of the ENGINEER'S
data, recommendations, plans, specifications, analysis and other related documents prepared by the ENGINEER
prior to said termination shall be delivered to and become the property of the OWNER.
9.1.5 Upon termination, the OWNER may take over the work and may award another party an Agreement to
complete the work under this Agreement.
9.1.6 OWNER'S right to terminate is in addition to any other remedies OWNER may have under the law.
9.2 INSPECTION AND AUDIT
All books, papers, records, payrolls, vouchers and invoices relating to costs and expenditures incurred as to the
performance of the services by the ENGINEER hereunder shall be made available to the OWNER, or their authorized
representatives for audit and review, at the ENGINEER'S respective offices at all reasonable times during the contract
period and for three years from the date of final payment.
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9.3 EMPLOYMENT
The ENGINEER warrants that he has not employed or retained any company or persons, other than a bona fide employee,
working solely for the ENGINEER, to solicit to secure this contract, and that he has not paid or agreed to pay any
company or person, other than bona fide employees working solely for the ENGINEER, any fee, commission, percentage,
brokerage fee, gifts or any other considerations contingent upon or resulting from the award or making of this Contract.
For breach or violation of this warranty, the OWNER shall have the right to annul the Contract without liability or in its
discretion to deduct from the price or consideration or otherwise recover the full amount of such fee, commission,
percentage, brokerage fee, gift or contingent fee.
All employees of the ENGINEER or other persons while engaged in the performance of work or services required by the
ENGINEER shall be considered employees of the ENGINEER only and not of the OWNER.
9.4 NONDISCRIMINATION
The ENGINEER agrees that all hiring by ENGINEER of persons performing this Agreement shall be on the basis of merit
and qualifications.
The ENGINEER will have a policy to provide equal employment opportunity in accordance with all applicable state and
federal anti-discrimination laws, regulations, and contracts.
The ENGINEER 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 ENGINEER 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.
ENGINEER 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). ENGINEER 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.
ENGINEER shall require these nondiscrimination terms of its subcontractors providing services under this
Agreement.
The ENGINEER shall require these nondiscrimination terms of its sub-consultants providing services under this
agreement.
9.5 SUBLETTING OR ASSIGNING OF WORK
The ENGINEER shall not sublet or assign any of the work covered herein without prior written approval of the OWNER.
9.6 STANDARD OF CARE
In providing services under this agreement, the ENGINEER will perform in a manner consistent with the degree of care
and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances. If any
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service should be found to be not in conformance with this standard, the ENGINEER shall, at the OWNER’s request, re-
perform the service at its own expense. Engineer shall also, at its own expense, make such changes, modifications or
additions to the project which are made necessary as a result of the initial non-performance or the re-performance of
services. The OWNER’s rights herein are in addition to any other remedies the OWNER may have under the law.
9.7 LEGAL RELATIONS:
9.7.1 The ENGINEER shall, consistent with the standard care, comply with those Federal, State, and Local
laws and ordinances applicable to the work to be done.
9.7.2 For claims, causes of action, losses, or damages (collectively, “Claims”) asserted by third-parties and
arising out of the performance of professional services by the ENGINEER, the ENGINEER shall indemnify and
hold the Owner and the Owner’s officers, directors, and employees harmless from such Claims, including
reasonable attorneys’ fees and expenses recoverable under applicable law, but only to the extent such Claims are
caused by the negligence or intentional misconduct of the ENGINEER, its employees and its consultants in the
performance of professional services under this Agreement. The ENGINEER’S obligation to indemnify and hold
the Owner and the Owner’s officers and employees harmless under this section 9.7.2 does not include a duty to
defend.
9.7.3 For Claims asserted by third-parties that do not arise out of the performance of professional services by
the ENGINEER, the ENGINEER shall, to the extent covered by the ENGINEER’S insurance, defend, indemnify,
and hold the Owner and the Owner’s officers, directors, and employees harmless from such Claims, including
reasonable attorneys’ fees and expenses recoverable under applicable law, but only to the extent such Claims are
caused by the negligence or intentional misconduct of the ENGINEER, its employees and its consultants.
9.7.4 In the event the OWNER is found proportionately responsible for any damages ultimately awarded to a
plaintiff or plaintiffs in any lawsuit, the ENGINEER will be responsible for only those damages, costs, or
liabilities as are attributable to the ENGINEER’S percent of fault as compared with 100% of the fault giving rise
to the damages. Should the OWNER be found responsible for negligence by its own officers, directors, agents or
employees, then in that event the OWNER agrees to reimburse the ENGINEER for the reasonable attorney’s fees
and costs incurred in any defense of the OWNER in an amount proportional to the fault attributed to the
OWNER. The indemnity required herein shall not be limited by reason of the specification of any particular
insurance coverage in this Agreement.
9.7.5 Should either OWNER or ENGINEER be held responsible, for any damages, costs or liabilities
resulting from intentional misconduct by any officer, director, agent or employee in connection with the work
specified in this Agreement, then in that event, that party shall indemnify and hold harmless the other as to any
damages, costs or liabilities that result from or arise out of that intentional misconduct, including reasonable
attorney’s fees and costs which shall include costs and salary of the city attorney or other in-house counsel.
Further, notwithstanding the obligations set forth in paragraphs 9.7.2 and 9.7.3 above, the ENGINEER agrees to
defend OWNER where the OWNER’S alleged liability arises from intentional misconduct by the ENGINEER.
Should the OWNER be found responsible for intentional misconduct by its own officer, director, agent or
employee, then OWNER agrees to reimburse ENGINEER for the reasonable attorney’s fees and costs incurred in
any defense of the OWNER.
9.7.6 The ENGINEER shall perform this agreement as an independent contractor, and as such, is responsible
to the OWNER only as to the results to be obtained in the work herein specified, and to the extent that the work
shall be done in accordance with the terms, plans and specifications. The ENGINEER shall have and maintain
complete control over all of its employees, subcontractors, agents and operations, being responsible for any
required payroll deductions and providing required benefits, such as, but not limited to worker’s compensation
with statutory limits, and unemployment insurance.
9.8 INSURANCE
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The ENGINEER shall secure and furnish to the OWNER certificate of insurance, therein, naming the OWNER as an
additional insured, to include thirty (30) days notice of cancellation or non-renewal.
Without limiting any of ENGINEER's obligations hereunder, ENGINEER shall secure and maintain, until the work is
completed and accepted by the OWNER, insurance coverage naming the OWNER as additional insured with minimum
insurance coverage as follows:
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Type of Coverage Limits
Employers' Liability: $ 1,000,000. per accident
General Liability:
Bodily Injury & Property Damage
Single and combined $ 1,000,000. per accident
General Aggregate: $ 2,000,000.
Excess Liability Coverage (umbrella) $1,000,000. each occurrence
Automobile:
Bodily Injury covering all $ 1,000,000 each person
automobiles, trucks,
tractors, trailers, or $ 1,000,000 each occurrence
other automotive equip-
ment whether owned or
rented by Engineer or
owned by employees of
Engineer.
Property Damage covering $ 1,000,000 each occurrence
all automobiles, trucks,
tractors, trailers or other
automotive equipment whether
owned or rented by Engineer
or owned by employees of
Engineer
OR
Bodily Injury & Property $1,000,000 each occurrence
Damage Single and combined
In addition to the above insurance coverage, the ENGINEER shall secure and maintain, until the work is completed and
accepted by the OWNER, and without naming OWNER as an additional insured, professional errors and omissions
coverage as follows:
Professional Errors & Omissions: $ 1,000,000 per claim and
aggregate each occurrence
9.9 ENDORSEMENT
The ENGINEER shall place his endorsement on all drawings and other data furnished by him.
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9.10 OWNERSHIP OF DOCUMENTS
The parties admit and agree the documents produced under this agreement are not intended or represented to be suitable
for reuse by OWNER or any other individual on any other project. Any reuse without written verification or adaptation by
ENGINEER will be at OWNER’s sole risk and without liability or legal exposure to ENGINEER, or to ENGINEER’s
independent professional associates or consultants. Files in electronic media format of text, data, graphics, or of other
types that are furnished by ENGINEER to OWNER are only for convenience of owner. Any conclusion or information
obtained or derived from such electronic files will be at the user's sole risk.
9.11 PUBLIC INFORMATION
The ENGINEER shall not issue any statements, releases or information for public dissemination without prior approval of
the OWNER.
9.12 PROPRIETARY RIGHTS
If patentable discoveries or inventions should result from work required herein, all rights accruing from such discoveries
or inventions shall be joint property of the ENGINEER and the OWNER. Provided that the OWNER, state agencies or
political subdivisions and the United States Government shall have the irrevocable, nonexclusive, nontransferable and
royalty-free license to use each invention in the manufacture, use and disposition, according to law, of any article or
material, and in the use of any method that may be developed as part of the work described and contemplated herein.
9.13 RECORDS
The ENGINEER shall maintain accounting records and other evidence pertaining to the cost incurred and to make the
records available at all reasonable times during the Contract term and for one (1) year from the date of final payment.
Such accounting records and other evidence pertaining to the cost incurred will be made available for inspections by
OWNER.
9.14 SUCCESSORS IN INTEREST
The covenants, agreements and all statements in this Contract apply to and shall be binding on the heirs, personal
representatives, successors and assigns of the respective parties.
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9.15 ATTORNEY'S FEES AND COSTS
That in the event it becomes necessary for either Party of this Contract to retain an attorney to enforce any of the terms or
conditions of this Contract or to give any notice required herein, then the prevailing Party or the Party giving notice shall
be entitled to reasonable attorney's fees and costs, including fees, salary, and costs of in-house counsel to include City
Attorney.
9.16 MODIFICATIONS AND AMENDMENTS
That any amendment or modification of this Contract or any provisions herein shall be made in writing or executed in the
same manner as this original document and shall after execution become a part of this Contract.
9.17 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.
In witness Whereof, the Parties hereto do make and execute this Agreement.
CITY OF BOZEMAN, MONTANA ENGINEER
BY: BY:
(City Manager) (President)
DATE: DATE:
ATTEST:
BY:
(City Clerk)
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EXHIBIT A
TO AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES
ENGINEER'S STATUS DURING CONSTRUCTION
This Exhibit is attached to, made a part of and incorporated by reference with the Agreement made on
, between CITY OF BOZEMAN (OWNER) and DOWL, LLC (ENGINEER) providing for
professional engineering services.
ARTICLE 10 - ENGINEER'S STATUS DURING CONSTRUCTION
10.1. OWNER’S REPRESENTATIVE
ENGINEER will be OWNER's representative during the construction period. The duties and responsibilities and the
limitations of authority of ENGINEER as OWNER's representative during construction are set forth in the Contract
Documents and shall not be extended without written consent of OWNER and ENGINEER.
10.2. VISITS TO THE SITE
ENGINEER will make visits to the site at intervals appropriate to the various stages of construction to observe the
progress and quality of the executed Work and to determine, in general, if the Work is proceeding in accordance
with the Contract Documents. ENGINEER will not be required to make exhaustive or continuous on-site
inspections to check the quality or quantity of the Work. ENGINEER's efforts will be directed toward providing for
OWNER's greater degree of confidence that the completed Work will conform to the Contract Documents. On the
basis of such visits and on-site observations as an experienced and qualified design professional, ENGINEER will
keep OWNER informed of the progress of the Work and will endeavor to guard OWNER against defects and
deficiencies in the Work.
10.3. PROJECT REPRESENTATION
If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to assist ENGINEER
in observing the performance of the Work. The duties, responsibilities and limitations of authority of any such
Resident Project Representative and assistants will be as provided in EXHIBIT B, A LISTING OF THE DUTIES,
RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT
REPRESENTATIVE.
10.4. CLARIFICATIONS AND INTERPRETATIONS
ENGINEER will issue with reasonable promptness such written clarifications or interpretations of the requirements
of the Contract Documents (in the form of Drawings or otherwise) as ENGINEER may determine necessary, which
shall be consistent with or reasonably inferable from the overall intent of the Contract Documents. If
CONTRACTOR believes that a written clarification or interpretation justifies an increase in the Contract Price or an
extension of the Contract Time and the parties are unable to agree to the amount or extent thereof, CONTRACTOR
may make a claim therefor as provided in the General Provisions of the construction Contract Document.
10.5. AUTHORIZED VARIATIONS IN WORK
ENGINEER may authorize minor variations in the Work from the requirements of the Contract Documents which
do not involve an adjustment in the Contract Price or the Contract Time and are consistent with the overall intent of
the Contract Documents. These may be accomplished by a Field Order and will be binding on OWNER, and also
on CONTRACTOR who shall perform the Work involved promptly. If CONTRACTOR believes that a Field Order
justifies an increase in the Contract Price or an extension of the Contract Time and the parties are unable to agree as
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to the amount or extent thereof, CONTRACTOR may make a claim therefor as provided in the General Conditions
of the Construction Contract.
10.6. REJECTING DEFECTIVE WORK
ENGINEER will have authority to disapprove or reject Work which ENGINEER believes to be defective, and will
also have authority to require special inspection or testing of the Work as provided in the General Provisions of the
construction Contract Document whether or not the work is fabricated, installed, or completed.
10.7. SHOP DRAWINGS, CHANGE ORDERS AND PAYMENT
10.7.1. The ENGINEER's responsibility for Shop Drawings and samples shall comply with the shop drawing
provisions of the General Provisions of the construction Contract Document
10.7.2. The ENGINEER's responsibilities for Change Orders shall comply with the change order provisions of
the General Provisions of the construction Contract Document.
10.7.3. The ENGINEER's responsibilities for contractor's Application for Payment shall comply with the
payment provisions of the General Provisions of the construction Contract Document.
10.8. DETERMINATIONS FOR UNIT PRICES
ENGINEER will determine the actual quantities and classifications of Unit Price Work performed by
CONTRACTOR. ENGINEER will review with CONTRACTOR the ENGINEER's preliminary determinations on
such matters before rendering a written recommendation thereon (by recommendation of an Application for
Payment or otherwise) to OWNER.
10.9. DECISION ON DISPUTES
10.9.1. ENGINEER will be the initial interpreter of the requirements of the Contract Documents and judge of the
acceptability of the Work thereunder. Claims, disputes and other matters relating to the acceptability of the Work or the
interpretation of the requirements of the Contract Documents pertaining to the performance and furnishing of the Work and
claims under The General Conditions of the Construction Contract in respect of changes in the Contract Price or Contract
Time will be referred initially to ENGINEER in writing with a request for a formal decision in accordance with this
paragraph, which ENGINEER will render in writing within a reasonable time. Written notice of each such claim, dispute
and other matter shall be promptly reported and copied to the OWNER.
10.9.2. When functioning as interpreter under paragraphs 10.8 and 10.9.1, ENGINEER will not show partiality to
OWNER or CONTRACTOR and will not be liable in connection with any interpretation or decision rendered in good faith
in such capacity. The rendering of a decision by ENGINEER pursuant to paragraphs 10.8 and 10.9.1 with respect to any
such claim, dispute or other matter will be a condition precedent to any exercise by OWNER or CONTRACTOR of such
rights or remedies as either may otherwise have under the Contract Documents or by Laws or Regulations in respect of any
such claim, dispute or other matter.
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10.10. LIMITATIONS ON ENGINEER'S RESPONSIBILITIES
10.10.1. Neither ENGINEER's authority to act under this Article or elsewhere in the Contract Documents nor any decision
made by ENGINEER in good faith either to exercise or not exercise such authority shall give rise to any duty or
responsibility of ENGINEER to CONTRACTOR, any Sub-contractor, any Supplier, or any other person or organization
performing any of the Work, or to any surety for any of them.
10.10.2. Whenever in the Contract Documents the terms "as ordered", "as directed", "as required", "as allowed", "as
approved" or terms of like effect or import are used, or the adjectives "reasonable", "suitable", "acceptable", "proper" or
"satisfactory" or adjectives of like effect or import are used to describe a requirement, direction, review or judgment of
ENGINEER as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate the
Work for compliance with the Contract Documents (unless there is a specific statement indicating otherwise). The use of
any such term or adjective shall not be effective to assign to ENGINEER any duty or authority to supervise or direct the
furnishing or performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of
paragraph 4.5.3.
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EXHIBIT B
TO AGREEMENT BETWEEN OWNER AND
ENGINEER FOR PROFESSIONAL SERVICES
A LISTING OF THE DUTIES, RESPONSIBILITIES AND
LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE.
This Exhibit is attached to, made a part of and incorporated by reference with the Agreement made on
, between CITY OF BOZEMAN (OWNER) and DOWL, LLC (ENGINEER) providing for professional
engineering services.
ARTICLE 11 - DUTIES, RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE
RESIDENT PROJECT REPRESENTATIVE
ENGINEER shall furnish a Resident Project Representative (RPR), assistants and other field staff to assist
ENGINEER in observing performance of the work of Contractor.
Through more extensive on-site observations of the work in progress and field checks of materials and equipment by
the RPR and assistants, ENGINEER shall endeavor to provide further protection for OWNER against defects and
deficiencies in the work of CONTRACTOR; but, the furnishing of such services will not make ENGINEER
responsible for or give ENGINEER control over construction means, methods, techniques, sequences or procedures
or for safety precautions or programs, or responsibility for CONTRACTOR's failure to perform the Work in
accordance with the Contract Documents and in particular the specific limitations set forth in section 4.5 of the
Agreement are applicable.
The duties and responsibilities of the RPR are limited to those of ENGINEER in this agreement and in the
construction Contract Documents, and are further limited and described as follows:
11.1. GENERAL
RPR is ENGINEER's agent at the site, will act as directed by and under the supervision of ENGINEER, and
will confer with ENGINEER regarding RPR's actions. RPR's dealings in matters pertaining to the on-site work shall
in general be with ENGINEER and CONTRACTOR keeping OWNER advised as necessary. RPR's dealings with
subcontractors shall only be through or with the full knowledge and approval of CONTRACTOR. RPR shall
generally communicate with OWNER with the knowledge of and under the direction of ENGINEER.
11.2. DUTIES AND RESPONSIBILITIES OF RPR
11.2.1. Schedules: Review the progress schedule, schedule of Shop Drawing submittals and schedule of
values prepared by CONTRACTOR and consult with ENGINEER concerning acceptability.
11.2.2. Conferences and Meetings: Attend meetings with CONTRACTOR, such as preconstruction
conferences, progress meetings, job conferences and the project-related meetings, and prepare and circulate
copies of minutes thereof.
11.2.3. Liaison:
11.2.3.1. Serve as ENGINEER's liaison with CONTRACTOR, working principally through
CONTRACTOR's superintendent and assist in understanding the intent of the Contract Documents; and
assist ENGINEER in serving as OWNER's liaison with CONTRACTOR.
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11.2.3.2. Assist in obtaining from OWNER additional details or information, when required for proper
execution of the Work.
11.2.4. Shop Drawings and Samples:
11.2.4.1. Record date of receipt of Shop Drawings and samples.
11.2.4.2. Receive samples which are furnished at the site by CONTRACTOR, and notify
ENGINEER of availability of samples for examination.
11.2.4.3. Advise ENGINEER and CONTRACTOR of the commencement of any Work
requiring Shop Drawing or sample if the submittal has not been approved by
ENGINEER.
11.2.5. Review of Work, Rejection of Defective Work, Inspections and Tests:
11.2.5.1. Conduct on-site observations of the Work in progress to assist ENGINEER in
determining if the Work is in general proceeding in accordance with the Contract Documents.
11.2.5.2. Report to ENGINEER whenever RPR believes that any Work is unsatisfactory, faulty or
defective or does not conform to the Contract Documents, or has been damaged, or does not meet
the requirements of any inspection, test or approval required to be made; and advise ENGINEER
of Work that RPR believes should be corrected or rejected or should be uncovered for observation,
or requires special testing, inspection or approval.
11.2.5.3. Verify that tests, equipment and systems startup and operating and maintenance training
are conducted in the presence of appropriate personnel, and the CONTRACTOR maintains
adequate records thereof; and observe, record and report to ENGINEER appropriate details
relative to the test procedures and startup.
11.2.5.4. Accompany visiting inspectors representing public or other agencies having jurisdiction
over the Project, record the results of these inspections and report to ENGINEER.
11.2.6. Interpretation of Contract Documents: Report to ENGINEER when clarifications and
interpretations of the Contract Documents are needed and transmit to CONTRACTOR clarifications and
interpretations as issued by ENGINEER.
11.2.7. Modifications: Consider and evaluate CONTRACTOR's suggestions for modifications in
Drawings or Specifications and report with RPR's recommendations to ENGINEER. Transmit to
CONTRACTOR decisions as issued by ENGINEER.
11.2.8. Records:
11.2.8.1. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop
Drawings and samples, reproductions of original Contract Documents including all Work
Directive Changes, Addenda, Change Orders, Field Orders, additional Drawings issued
subsequent to the execution of the Contract, ENGINEER's clarifications and interpretations of the
Contract Documents, progress reports, and other Project related documents.
11.2.8.2. Keep a detailed and accurate diary or log book, recording CONTRACTOR hours on the
job site, weather conditions, prime and subcontractor daily work force, daily log of equipment
onsite or on standby, data relative to questions of Work Directive Changes, Change Orders or
changed conditions, list of job site visitors, daily activities, decisions, observations in general, and
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specific observations in more detail as in the case of observing test procedures; and send copies to
ENGINEER.
11.2.8.3. Record names, addresses and telephone numbers of all CONTRACTORS, subcontractors
and major suppliers of materials and equipment.
11.2.9. Reports:
11.2.9.1. Furnish ENGINEER periodic reports as required of progress of the Work and of
CONTRACTOR's compliance with the progress schedule and schedule of Shop Drawing and
sample submittals.
11.2.9.2. Consult with ENGINEER in advance of scheduled major tests, inspections or start of
important phases of the Work.
11.2.9.3. Draft proposed Change Orders and Work Directive Changes, obtaining backup material
from CONTRACTOR and recommend to ENGINEER Change Orders, Work Directive Changes,
and Field Orders.
11.2.9.4. Report immediately to ENGINEER and OWNER upon the occurrence of any accident.
11.2.10. Payment Requests: Review applications for payment with CONTRACTOR for compliance with
the established procedure for their submission and forward with recommendations to ENGINEER, noting
particularly the relationship of the payment requested to the schedule of values, Work completed and
materials and equipment delivered at the site but not incorporated in the Work.
11.2.11. Certificates, Maintenance and Operation Manuals: During the course of the Work, verify that
certificates, maintenance and operation manuals and other data required to be assembled and furnished by
CONTRACTOR are applicable to the items actually installed and in accordance with the Contract
Documents, and have this material delivered to ENGINEER for review and forwarding to OWNER prior to
final payment for the Work.
11.2.12. Completion:
11.2.12.1. Submit to CONTRACTOR, and ENGINEER a list of observed items requiring
completion or correction before ENGINEER may issue a Certificate of Substantial Completion.
11.2.12.2 Assess completion or correction of items noted under 11.2.12.1, advise ENGINEER on
their status, and make recommendation to Engineer regarding issuance of a Certificate of
Substantial completion.
11.2.12.3. Conduct final inspection in the company of ENGINEER, OWNER, and
CONTRACTOR and prepare a final list of items to be completed or corrected.
11.2.12.4. Observe that all items on final list have been completed or corrected and make
recommendations to ENGINEER concerning final acceptance.
11.3. LIMITATIONS OF AUTHORITY
Resident Project Representative:
11.3.1. Shall not authorize any deviation from the Contract Documents or substitution of materials or
equipments, unless authorized by ENGINEER.
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11.3.2. Shall not exceed limitations of ENGINEER's authority as set forth in the Agreement or the
Contract Documents.
11.3.3. Shall not undertake any of the responsibilities of CONTRACTOR, subcontractors or
CONTRACTOR's superintendent.
11.3.4. Shall not advise on, issue directions relative to or assume control over any aspect of the means,
methods, techniques, sequences or procedures of construction unless such advice or directions are
specifically required by the Contract Documents.
11.3.5. Shall not advise on, issue directions regarding or assume control over safety precautions and
programs in connection with the Work.
11.3.6. Shall not accept Shop Drawing or sample submittals from anyone other than CONTRACTOR.
11.3.7. Shall not authorize OWNER to occupy the Project in whole or in part.
11.3.8. Shall not participate in specialized field or laboratory tests or inspections conducted by others
except as specifically authorized by ENGINEER.
173
Exhibit C - Scope of Work – Phase 1 Page 1 of 7
Exhibit C – City of Bozeman – MSU Sewer Interceptor Improvements
Scope of Work – Phase 1 Preliminary Engineering
Project Description and Objectives
The sewer interceptor project is comprised of approximately 11,000 feet of existing sewer main
replacement from south of the intersection of W. Kagy Blvd. and S. Wilson Ave. to the
intersection of W. Babcock and S. 9th Ave. Also included is a sewer main on Hoffman from S.
Black Ave. to S. Tracy Ave. to Mason and then S. Wilson Ave. The existing interceptor route
follows S. Wilson to W. College, to S. 4th, to W. Story Ave. to S. 6th Ave. to W. Babcock to the
end of the project at S. 9th Ave.
The project includes assessment of the conceptual sewer main sizes, evaluation of alternative
routing of the interceptor out of Wilson Avenue, consideration of utilizing routes within existing
streets scheduled for other infrastructure improvements and options for avoiding subsequent
infrastructure impacts of existing routes where improvements were recently completed.
Existing north-south corridors subject to future infrastructure improvements include S. Grand
Avenue. Sections of the existing sewer interceptor route where the street was recently
reconstructed include S. 6th Avenue from S. Story to S. Babcock.
In addition to the sewer interceptor in S. Wilson Ave., this corridor also includes the original 6-
inch sewer mains. The project considers replacement of these nearly 100-year old sewer mains
from Mason Street to W. College Street.
W. Kagy Boulevard from S. 19th Ave. to S. Wilson Ave. is scheduled for reconstruction to begin
in the spring of 2027. Another goal of the project is to be completed with any work in W. Kagy
before the end of 2026 to avoid any conflict with this reconstruction project on W. Kagy Blvd.
1.0 PHASE 1 – PRELIMINARY ENGINEERING
The purpose of phase 1 is to review the proposed project presented in the Wastewater Facility
Plan to refine the design parameters, complete a detailed assessment of the projected sanitary
sewer flows, the influence of infiltration and inflow, review and assess risk of existing physical
pipe conditions based on age and video inspection, evaluate alternative sewer interceptor
routes and prepare a summary report of findings with recommendations for the final sewer
interceptor design.
1.1 Flow Monitoring
To collect additional existing flow rate information in the interceptor and/or connections to the
interceptor, DOWL will assist the City with selecting additional flow monitoring locations. DOWL
will collect the data periodically for use in comparison to the flows in the hydraulic model. Data
collected in fall of 2025 and winter 25/26 will provide more data for the base sewer flows, less
significant inflow and/or infiltration events. Additionally, flow monitoring values will aid in the
project design and provide a basis for bypass pumping requirements during construction.
The key times to monitor for the peak flows could vary from April through May depending on the
weather and runoff conditions. For proposed bid dates in the spring of 2026, additional flow
monitoring during the same time frame may still be useful for updating the model for wet flow
174
Exhibit C - Scope of Work – Phase 1 Page 2 of 7
conditions and could warrant a late change in the design pipe diameters if the observed peak
flows were significantly different than estimated.
This scope includes consideration of several flow monitoring locations with sufficient monitoring
time to capture the fall/winter base flows and the springtime peak flows during higher
groundwater, snowmelt and rainfall events.
• Deployment 1: Fall/Winter: 3 locations (1,2,3); two weeks
• Deployment 2: Fall/Winter: 3 additional locations (4,5,6); two weeks
• Deployment 3: Spring ’25; Locations (1,2,3); two weeks (or through significant event)
• Deployment 4: Spring ’25; Locations (4,5,6); two weeks (or through significant event)
City Responsibilities:
• Coordinate with DOWL for the selected flow monitoring locations;
• Provide any necessary instruction manuals or equipment/software required for retrieval
of the flow data;
• Install and remove the City owned flow meters;
1.2 Review and Refine Facility Plan Recommendations
DOWL will review the existing facility plan recommendations and adjust or verify the
recommendations as follows:
1.2.1 Review/Refine Existing Model Flow Information and Service Population
Basis
Initial facility plan and hydraulic model review and refinement will include the following:
• Incorporate additional surveyed sewer rim and invert information collected along
the existing interceptor route.
• Check the record drawings to verify the lateral connections in the model match
the records.
• Review and input the base flow population and wastewater flow data provided by
the City.
• Incorporate additional flow monitoring data, initially for base/winter flows and later
with peak, wet-weather flows. The intent is to proceed with design based on the
conceptual sewer main sizing of the facility plan. If flows collected later suggest
significantly different data, DOWL will consult with the City regarding possible
changes to the interceptor design.
City Responsibilities:
• Provide current copy of the InfoWorks ICM sewer model.
• Conduct a coordination meeting to discuss the relevant sewershed model inputs,
known questions and needs for refinement of the model.
1.2.2 Sewer Video Inspection
It is recommended the City complete updated sewer video inspections and recordings of
the existing sewer interceptor for use in locating all lateral/service connections,
175
Exhibit C - Scope of Work – Phase 1 Page 3 of 7
identifying possible storm water cross connections, and for assessing the condition of
each pipe section for applicability of slip-lining if an existing pipe section(s) is determined
to have sufficient capacity.
City Responsibilities:
• Collect and/or provided sewer video of identified sewer alignments no later than mid-
December to allow review and verification of any unknown connections potentially
affecting proposed alignment alternatives and assessment of eligibility for slip-lining
where up-sizing may not be needed.
1.3 Evaluate Alternative Sewer Interceptor Routes
The City has indicated that relocating the sewer interceptor out of Wilson Avenue and the
reconstructed S. 6th Avenue corridor would be preferable, if there are feasible alternative
routes. One option is to relocate portions of the interceptor into Grand Avenue, one block west
of Wilson Avenue. In consideration of alternative interceptor route analysis, DOWL will consider
the topographical conditions, depth of interceptor, elevation of start/stop connection points, and
service/lateral line connections.
1.3.1 Existing Design Conditions
(The following is background information used as the basis for development of this
scope.)
• Topography west from Wilson is adverse grade (i.e. uphill) from S. Wilson Ave. to
S. Grand Ave.
• At Lincoln St., the elevation gain from S. Wilson to S. Grand is over 10’ requiring
a sewer over 18’ deep at W. Lincoln St. and S. Grand Ave.
• At Grant St., the elevation gain from S. Wilson to S. Grand is approximately 7’,
requiring a sewer interceptor depth of approximately 15’ at Grant St. and S.
Grand Ave.
• At Hayes St., the elevation gain from S. Wilson to S. Grand Ave. is approximately
6’, requiring a sewer interceptor depth of approximately 11’ at Hayes St. and S.
Grand Ave.
• At W. Garfield St., the elevation gain from S. Wilson to S. Grand Ave. is
approximately 7’ requiring a sewer interceptor depth of approximately 12’ at W.
Garfield and S. Grand Ave.
• At Arthur St. the elevation gain from S. Wilson to S. Grand is approximately 2’,
requiring a minimum sewer interceptor depth of approximately 7.2’ at W. Arthur
St. and S. Grand Ave.
Thus, routing the sewer interceptor to the west from Wilson would result in a deep sewer
at the intersection of W. Grant St. and S. Grand Ave. . However, once the sewer main is
routed north the ground surface drops rapidly to the north. For instance, from Grant St.
to Hayes St. on S. Grand Ave. the ground surface elevation drops 8’. The sewer
176
Exhibit C - Scope of Work – Phase 1 Page 4 of 7
interceptor depth would be decreasing in depth for a block and then achieve an optimal
design grade by the end of the first block of around 8’ bury to be below water main
crossings. Routing the interceptor away from Wilson farther to the north (i.e. on Hays or
Garfield) would decrease the amount of deep sewer with each block farther north but
leave more of the interceptor in S. Wilson Ave.
S. Grand includes an existing sewer main and associated services that could all
potentially be replaced by connecting to the new sewer interceptor.
The next challenge of an alternative interceptor route is then selecting a route
intermittently west and north to ultimately catch grade at the tie in location at W. Babcock
and S. 9th Ave. Extending the interceptor past College on Grand results in a deep sewer
once the main is turned west, as every 1,000 feet west adds approximately 3.5’ of depth
(depending on pipe size) while the ground surface to the west remains nearly the same.
It is necessary to turn the main to the north for several blocks for every two to three
blocks routing west, or the interceptor becomes too deep (>12’).
At a minimum, it appears possible to get the interceptor out of Wilson onto Grand, at
least to College Ave. Following the existing route west to 4th, to Story, and then diverting
to avoid a north run within 6th Avenue appears a greater challenge to avoid excessively
deep sewers before reaching S. 8th or S. 9th to turn north to the tie in on W. Babcock.
1.3.2 Alternative Route Evaluation
The proposed scope for evaluation of alternative routes includes the following:
• To assess the feasibility of these alternative routes, it is proposed in this scope of
work to collect the necessary rim and invert elevations for two alternative routes,
develop conceptual alignment and grade drawings, determine the required depths for
constructability, assess challenges crossing or connecting other existing sewers, and
identify other utility conflicts such as storm mains potentially in conflict.
• Alternative Route #1 (Realign from S. Wilson Ave.): This route would utilize S. Grand
Ave. from W. Grant St. to W. College St. and then follow the existing alignment,
including down S. 6th Ave. This option would remove nearly all of the interceptor from
S. Wilson Ave. but otherwise follow the existing alignment from W. College S.
• Alternative Route #2 (Realign from S. Wilson Ave. and avoid S. 6th Ave corridor):
This route would also utilize S. Grand Ave to W. College St. and S. 4th Ave before
deviating from the existing alignment to avoid impacts to the S. 6th Ave. corridor. (S.
Wilson Ave. – W. Grant St – S. Grand Ave. – W. College St – S. 4th Ave – W. Story
St. – S. 5th Ave. – W. Koch St. – S. 8th Ave. – W. Curtiss St – S. 9th – W. Babcock).
Each alternative will warrant review in the hydraulic model to account for changes in
slope, pipe size adjustments and possible additional flow contributions from additional
connections where existing sewer would be crossed and possibly connected to the
interceptor. In some cases, this could result in capture of flows currently flowing into a
different sewer basin.
Note, these alternative routes will result in one or more sections of deeper sewer.
Evaluation of the options will need to incorporate a maximum allowable depth, as agreed
upon with the City.
177
Exhibit C - Scope of Work – Phase 1 Page 5 of 7
1.4 Wetlands Delineation and Permitting
A small section of the sewer main replacement between Tracy and Mason traverses the old
railroad grade with apparent wetlands on both sides of the elevated embankment. If permanent
impacts to waters of the United States, including wetlands, are unavoidable and exceed the
United States Army Corps of Engineers (USACE) Pre-Construction Notification threshold of
0.10 acre, permitting would be required under Section 404 of the Clean Water Act. However,
impacts are anticipated to be minimal and/or temporary, and may not exceed the threshold.
If permitting is required, a Nationwide Permit 58 (NWP) would likely cover the scope of work.
The corresponding NWP and Clean Water Act Section 401 stipulations would define the
avoidance or minimization measures necessary to protect aquatic resources.
The scope of work for addressing these potential wetlands includes a wetland delineation to
identify and quantify the possible impacts, review of available NWP in effect and applicable to
the project, and development of any associated USACE and/or MDEQ permit or notifications
required in relation to the potential wetlands impacts. If the scope of work is within the USACE-
defined thresholds and conditions defined by USACE and MDEQ for NWP 58, a compliance
memorandum would be provided to the City of Bozeman for reference.
1.5 Preliminary Survey
The design survey will be completed as follows:
1.5.1 General:
The time available for completion of survey before snow conditions inhibit visibility could
be relatively short. DOWL proposes to initiate topographic survey and verification of
sewer depths immediately upon notice to proceed. DOWL will mobilize to complete the
survey as quickly as possible, depending on the selected survey approach. The most
efficient and cost-effective approach DOWL has implemented for water/ sewer
rehabilitation is to rely primarily on aerial imagery to capture most of the needed surface
features. The existing City of Bozeman aerial imagery provides a high level of detail
sufficient to provide adequate detail for design of the sewer replacement and restoration
requirements. Conventional survey is still needed in either case for setting permanent
project control points, shooting existing sanitary sewer manhole (SSMH) lids, and
manhole measure-downs (or invert GPS shots) for precise pipeline invert data.
Additional field topography will be required to collect the utility data as the locate
companies and utility owners are able to get the marks on the ground. Recently, the
utility locate companies have cited work load and availability issues as reasons for not
being able to accommodate timely locate demands. We anticipate additional field survey
will be required to pick up utility marks as the locators are able to get the marks on the
ground.
The field survey will be primarily focused on locating the existing sewer and other
underground utilities. The City’s aerial imagery and LiDAR data will be used to identify
existing ground surface and above-ground features that are outside of the sewer
alignment. This approach will allow for more time and focus to be spent on the below-
ground infrastructure. Where the sewer alignment crosses curbs, roundabouts, and
178
Exhibit C - Scope of Work – Phase 1 Page 6 of 7
other features, a detailed topographic survey will be collected to direct surface
restoration. Conventional survey data will also be used to verify the accuracy the aerial
imagery and LiDAR.
Survey data will be collected using high-quality GNSS receivers with IMU tilt to allow for
inverts to be collected directly. Measure-downs will be collected as well to verify rim to
pipe elevations. All survey work conducted in roadways will be done as a two-person
crew with appropriate signage to ensure a safe work environment. Utility locates will be
placed in blocks to allow locators ample time to complete a section before the survey
crew is in that area, to reduce missed utilities due to delays between locator companies.
Existing utilities include but are not limited to parallel sanitary sewer, potable water,
water and sewer services, natural gas, fiber-optic cable, telephone, TV, electric, and
storm water.
In order to maximize reproducibility and accuracy, the survey will be in the Bobcat Low
Distortion Projection (LDP) per the Rocky Mountain Tribal Coordinate Reference System
on the North American Vertical Datum of 1988 (NAVD88) using the MTSU Continuously
Operating Reference Station as a base. A control point network of approximately seven
(7) control points will be established for design and construction. The attached figure
depicts the anticipated control point network that will be provided as part of the
construction documents. This control network will allow contractors and subsequent
surveyors to check into the project system with GNSS devices in areas with adequate
sky-view.
1.5.2 Phase 1 Survey:
The scope of survey for the first phase includes the following:
• Collection of rim and invert elevation data for the existing sewer interceptor for
the full length of the existing alignment from south of Kagy to the end manhole at
S. 9th Ave and W. Babcock.
• Collection of rim and invert elevation for the additional existing 6-inch sewer
manholes within S. Wilson Avenue from Mason Street to W. College.
• Collection of rim and invert elevation data for the existing sewer main on S.
Grand Ave. from W. Lincoln St. to W. College (Alt. Route #1).
• Collection of rim and invert elevation data corresponding to Alternative Route #2.
• Establishment of approximately seven survey control points across the
anticipated project area.
Additional topographic and utility survey will be delayed until a final route is selected and
the design survey scope adjusted accordingly.
1.6 Preliminary Engineering Report and Recommendations
DOWL will summarize the evaluations in a Preliminary Engineering Report with
recommendations for the interceptor routing and pipe sizing.
Phase 1 deliverables will include the following:
• Summary of evaluations and findings;
• Recommended sewer interceptor improvements including projected flows, proposed
alignment(s) and sewer main sizing;
o Conceptual Plan and Profile sheets for each alternative alignment;
179
Exhibit C - Scope of Work – Phase 1 Page 7 of 7
• Engineer’s opinion of probable construction cost (Class 4 Estimate -30% to +20%).
• Draft and final reports
Upon the City’s approval of the preferred alternative, DOWL will proceed with the scoping of the
project design and permitting scope and fee amendment. Additional services will include utility
survey and limited topographic survey, geotechnical investigation, permitting, preliminary and
final design and bid phase services.
2.2 Project Management
Project management includes project planning, staff and resource coordination, schedule
development and management, budget control, and monthly progress reporting.
Phase 2 deliverables will include the following:
• Project schedule
• Monthly invoice and project progress reports
• Periodic coordination meetings and minutes
Proposed Project Schedule:
• Contract Authorization: November 10, 2025
o 1.2 Review/Refine Model and Design Criteria: Nov 10 – Nov 25
o 1.2.2 Review City sewer video; laterals, condition: By Dec 15
o 1.3 Interceptor Route Alternatives: Nov 24 – Dec 19
o 1.4 Wetlands Delineation: (week of Oct-20-2025)
▪ 1.4 Permitting: Nov – Jan ‘26
o 1.5 Survey:
▪ Existing interceptor; 6” Sewer on Wilson, Grand Ave, control survey: Nov
10 – Nov 18
▪ Alt. Route #1: Nov 19 - 21
▪ Alt. Route #2: Nov 24 – 25
▪ Alt. Route #3: TBD
o 1.6 Preliminary Engineering Report
▪ Draft: Dec 8 – Jan 9, 2026
▪ Final: Jan 16 – Jan 23, 2026
o Misc Tasks:
▪ Flow monitoring assistance and data retrieval: Nov – Dec; April – May,
‘26
Compensation
See Attachment 1 – Breakdown of Costs
180
#REF!
0
PROJECT NAME: City of Bozeman; MSU Sewer Interceptor (Phase 1)
Total Non-Contingency Hours 907.41
Total Non-Contingency Labor Costs 139,272.61$
Total Non-Contingency Direct Expenses 715.00$
Total Non-Contingency Cost Amount: 139,987.61$ 20,890.91$
Profit Summary by
Firm
Firm Cost NTE Amount Firm Profit Amount
Prime DOWL, LLC 139,987.61$ Prime 20,890.91$ 160,878.52$
Sub 1 [Enter Subconsultant 1's Name]-$ Sub 1 -$ -$
Sub 2 [Enter Subconsultant 2's Name]-$ Sub 2 -$ -$
Sub 3 [Enter Subconsultant 3's Name]-$ Sub 3 -$ -$
Sub 4 [Enter Subconsultant 4's Name]-$ Sub 4 -$ -$
Sub 5 [Enter Subconsultant 5's Name]-$ Sub 5 -$ -$
Sub 6 [Enter Subconsultant 6's Name]-$ Sub 6 -$ -$
Sub 7 [Enter Subconsultant 7's Name]-$ Sub 7 -$ -$
Note: CPFF compensation may not be used if prime Consultant has Negotiated Billing Rates (NBRs). Subs may use NBRs and are included in the Total Cost
NTE; however, NBRs already include profit. Therefore NBR-subs are not part of the profit or Fixed-Fee calculation.
Section A: Total Contract/WOC or Amendment NTE Amount
This total includes -
a) Non-contingency amount [all allowable costs and expenses, NBR subconsultant costs (if applicable), profit or Fixed-Fee amount]; and
b) Contingency amount, if any [the total cost, expenses and profit for contingency tasks, each of which must be authorized by Agency].
Section B: Non-Contingency Cost and Profit Summaries
Summary/Dashboard of Budgeted Costs & Profit (or Fixed Fee for CPFF Compensation)
160,878.52$
Total Cost &
Profit by Firm
Non-Contingency Cost Totals (Prime & Subs)
Non-Contingency Cost Summary by Firm
Profit Total
(or Fixed
Fee Amount
for CPFF):
181
BUDGET MULTIPLIERS BILLING RATE MULTIPLIERS 7 13 15 13 14.00$ 15 15
% of budget in Curr. Year (CY)100% Accepted Overhead 176.44%
% of budget in CY+1 0% FCCM 0.00%
% of budget in CY+2 0% Negotiated Profit 15.00%
% of budget in CY+3 0% Annual Escalation Rate 0.00%
Weighted Escal'n Factor 1.000 Detailed Instructions are on the
Instructions tab.
DOWL, LLC DOWL, LLC
Job Classifications
(Provide names if requested and for Key Persons)Engr 9 (Swenson )Engr 8 (Johnson )Engr 6 (Yakawich )Engr 6 (Stod)Engr 4 (Jones)Eng 3 (Genay)Engr 2 (Stewart)GIS Specialist (Lewis)Engr Tech 2 (Biegler)Env. Specialist 9 (Peterson)Env. Specialist 4 (Sapp)1 TASK 1 NAME (Preliminary Engineering)0 75 172 0 12 279 90 0 84 50 8 56 0 826 44,718.37$ 78,901.10$ -$ 715.00$ 124,334.47$ 18,542.94$ 826 44,718.37$ 78,901.10$ -$ 715.00$ 124,334.47$ 18,542.94$ 142,877.41$ 89%
1.1 Flow Monitoring Coordination; Data Retrieval 8 20 28 1,532.20$ 2,703.41$ -$ 4,235.61$ 635.34$ 28 1,532.20$ 2,703.41$ -$ -$ 4,235.61$ 635.34$ 4,870.95$ 3%1.2 Review/Refine Facility Plan Recommendations 6 6 454.42$ 801.78$ -$ 1,256.20$ 188.43$ 6.25833 454.42$ 801.78$ -$ -$ 1,256.20$ 188.43$ 1,444.63$ 1%1.2.1 Review/Refine Extg. Model Flow Info and Service Pop. Basis 6 4 12 12 34 1,941.22$ 3,425.09$ -$ 5,366.31$ 804.95$ 34.2583 1,941.22$ 3,425.09$ -$ -$ 5,366.31$ 804.95$ 6,171.26$ 4%
Incorporate Survey Rim and Invert Data 20 20 904.60$ 1,596.08$ -$ 2,500.68$ 375.10$ 20 904.60$ 1,596.08$ -$ -$ 2,500.68$ 375.10$ 2,875.78$ 2%
Record Drawing and Lateral Review 6 8 8 22 1,384.82$ 2,443.38$ -$ 3,828.20$ 574.23$ 22.2583 1,384.82$ 2,443.38$ -$ -$ 3,828.20$ 574.23$ 4,402.43$ 3%
Review base flow inputs and flow allocations 4 4 8 445.52$ 786.08$ -$ 1,231.60$ 184.74$ 8 445.52$ 786.08$ -$ -$ 1,231.60$ 184.74$ 1,416.34$ 1%
Incorporate flow monitor data - Spring/wet weather (fnl design)0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%Incorporate flow monitor data - Winter/dry weather (fnl design)0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
1.2.2 Review Sewer Video; lateral connections; cond. assess. & document 6 4 16 26 1,521.42$ 2,684.39$ -$ 4,205.81$ 630.87$ 26.2583 1,521.42$ 2,684.39$ -$ -$ 4,205.81$ 630.87$ 4,836.68$ 3%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
1.3 Evaluate Alternative Interceptor Routes 0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
Alt Route #1- Conceptual P&P Drawings 6 24 60 30 120 6,167.92$ 10,882.68$ -$ 17,050.60$ 2,557.59$ 120.258 6,167.92$ 10,882.68$ -$ -$ 17,050.60$ 2,557.59$ 19,608.19$ 12%
Alt Route #1- Sewer model analyses 6 8 24 38 2,069.14$ 3,650.79$ -$ 5,719.93$ 857.99$ 38.2583 2,069.14$ 3,650.79$ -$ -$ 5,719.93$ 857.99$ 6,577.92$ 4%Alt Route #2- Conceptual P&P Drawings 6 24 16 20 66 3,589.02$ 6,332.47$ -$ 9,921.49$ 1,488.22$ 66.2583 3,589.02$ 6,332.47$ -$ -$ 9,921.49$ 1,488.22$ 11,409.71$ 7%Alt Route #2- Sewer model analyses 6 8 30 44 2,340.52$ 4,129.61$ -$ 6,470.13$ 970.52$ 44.2583 2,340.52$ 4,129.61$ -$ -$ 6,470.13$ 970.52$ 7,440.65$ 5%
Alt Route #3- Conceptual P&P Drawings 0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
Alt Route #3- Sewer model analyses 0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%Utility conflict review (coord. w/ NW Energy)6 4 15 25 1,471.27$ 2,595.91$ -$ 4,067.18$ 610.08$ 25.2583 1,471.27$ 2,595.91$ -$ -$ 4,067.18$ 610.08$ 4,677.26$ 3%Alternative cost estimates 6 16 16 38 2,315.22$ 4,084.97$ -$ 6,400.19$ 960.03$ 38.2583 2,315.22$ 4,084.97$ -$ -$ 6,400.19$ 960.03$ 7,360.22$ 5%
Alt. eval summary descriptions and conclusions 6 24 16 46 2,844.42$ 5,018.69$ -$ 7,863.11$ 1,179.47$ 46.2583 2,844.42$ 5,018.69$ -$ -$ 7,863.11$ 1,179.47$ 9,042.58$ 6%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%1.4 Wetland Delineation & Permitting 0 -$ -$ -$ 262.50$ 262.50$ -$ 0 -$ -$ -$ 262.50$ 262.50$ -$ 262.50$ 0%Field Delineation 8 8 388.96$ 686.28$ -$ 1,075.24$ 161.29$ 8 388.96$ 686.28$ -$ -$ 1,075.24$ 161.29$ 1,236.53$ 1%
Permit/Notification Preparation 40 40 1,944.80$ 3,431.41$ -$ 5,376.21$ 806.43$ 40 1,944.80$ 3,431.41$ -$ -$ 5,376.21$ 806.43$ 6,182.64$ 4%
Regulatory Correspondence 8 8 16 1,021.60$ 1,802.51$ -$ 2,824.11$ 423.62$ 16 1,021.60$ 1,802.51$ -$ -$ 2,824.11$ 423.62$ 3,247.73$ 2%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%1.5 Survey - Phase 1 - Prep and office time 12 8 20 975.96$ 1,721.98$ -$ 452.50$ 3,150.44$ 404.69$ 20 975.96$ 1,721.98$ -$ 452.50$ 3,150.44$ 404.69$ 3,555.13$ 2%
Rim/invert - Extg interceptor alignment 2 16 16 34 1,683.02$ 2,969.52$ -$ 4,652.54$ 697.88$ 34 1,683.02$ 2,969.52$ -$ -$ 4,652.54$ 697.88$ 5,350.42$ 3%
Rim/invert - 6" sewer on S. Wilson 2 16 16 34 1,683.02$ 2,969.52$ -$ 4,652.54$ 697.88$ 34 1,683.02$ 2,969.52$ -$ -$ 4,652.54$ 697.88$ 5,350.42$ 3%Rim/Inverts - S. Grand Ave.2 12 12 26 1,295.34$ 2,285.50$ -$ 3,580.84$ 537.13$ 26 1,295.34$ 2,285.50$ -$ -$ 3,580.84$ 537.13$ 4,117.97$ 3%Rim/Inverts - Alt. Route #1 2 12 12 26 1,295.34$ 2,285.50$ -$ 3,580.84$ 537.13$ 26 1,295.34$ 2,285.50$ -$ -$ 3,580.84$ 537.13$ 4,117.97$ 3%
Rim/Inverts - Alt. Route #2 2 12 12 26 1,295.34$ 2,285.50$ -$ 3,580.84$ 537.13$ 26 1,295.34$ 2,285.50$ -$ -$ 3,580.84$ 537.13$ 4,117.97$ 3%
Rim/Inverts - Alt. Route #3 0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
Set Project Survey Control 2 8 8 18 907.66$ 1,601.48$ -$ 2,509.14$ 376.37$ 18 907.66$ 1,601.48$ -$ -$ 2,509.14$ 376.37$ 2,885.51$ 2%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
1.6 Preliminary Engineering Report 6 24 24 54 3,245.62$ 5,726.57$ -$ 8,972.19$ 1,345.83$ 54.2583 3,245.62$ 5,726.57$ -$ -$ 8,972.19$ 1,345.83$ 10,318.02$ 6%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%2 Project Management 12 49 8 0 0 8 4 0 0 0 0 0 0 81 5,662.40$ 9,990.74$ -$ -$ 15,653.14$ 2,347.97$ 81 5,662.40$ 9,990.74$ -$ -$ 15,653.14$ 2,347.97$ 18,001.11$ 11%
2.1 Project Management (Scope/Sched/Bdgt/work plan management)41 41 2,999.16$ 5,291.72$ -$ 8,290.88$ 1,243.63$ 41.305 2,999.16$ 5,291.72$ -$ -$ 8,290.88$ 1,243.63$ 9,534.51$ 6%
2.1.1 Team/City Coord Meetings 8 8 8 4 28 1,692.20$ 2,985.72$ -$ 4,677.92$ 701.69$ 28 1,692.20$ 2,985.72$ -$ -$ 4,677.92$ 701.69$ 5,379.61$ 3%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0.0%
2.2 Senior Review/QC 12 12 971.04$ 1,713.30$ -$ 2,684.34$ 402.65$ 12 971.04$ 1,713.30$ -$ -$ 2,684.34$ 402.65$ 3,086.99$ 2%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0.0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0.0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0.0%
0 -$ -$ -$ -$ -$ 0 -$ -$ -$ -$ -$ -$ -$ 0.0%
21 TOTAL Non-Contingency 12 124 180 0 12 287 94 0 84 50 8 56 0 907 50,380.77$ 88,891.84$ -$ 715.00$ 139,987.61$ 20,890.91$ 907.405 50,380.77$ 88,891.84$ -$ 715.00$ 139,987.61$ 20,890.91$ 160,878.52$
160,878.52$
Color
Legend
Green-highlighted cells are totals or subtotals.
Orange-highlighted cells are for NBR entries only.
Blue text indicates guidance/notes for end-user.
Yellow-highlighted cells are for data entry.Total CostDirect ExpensesHoursValues will be 0 if a firm
uses Negotiated Billing
Rates (NBRs); otherwise use applicable Overhead
and FCCM,. Direct Expenses % of Total Non-Contingency Labor CostsEscalated Direct Labor or NBR $OverheadFCCMProfit (or Fixed Fee amount for CPFF)Breakdown of Costs - Dated: October 15, 2025
HoursEscalated Direct Labor or NBR $Total CostFCCMProject Summary
Cost + Profit or Fixed Fee PROJECT NAME: City of Bozeman; MSU Sewer Interceptor (Phase 1)
NON-CONTINGENCY TASKS/DELIVERABLES
Unhide rows to assign Subtasks and Hide any unused rows.Profit (or Fixed Fee amount for CPFF)OverheadCost + Fee or Profit =
182
If using any second or lower tier subs, identify name, Tax ID No., DBE status, and dollar amount for
each. If firm is using their Social Security Number, just enter "SSN" and do not enter the actual
number.
Task # Description Basis of Estimate Qty.Unit Price Amount
Include enough detail for the reader to understand how the estimate was determined.
1.2 Sample Entries for Instructional Purposes Only $977.50
$0.00
$0.00
$0.00
2.3.1 Sample Entries for Instructional Purposes Only $977.50
$0.00
$0.00
1.4 Wetland Delineation $262.50
Per Diem 1 $60.000 $60.00
Mileage 150 $1.35 $202.50
2 Survey $452.50
Survey Supplies Stakes, rebar, control equipment, paint 1 $250 $250.00
Mileage 15 days x 10 miles 150 $1.35 $202.50
3 [Subtask Name]$0.00
$0.00
$0.00
$0.00
(For more subtask entries, unhide rows 73 to 132; Insert additional rows if needed under for a given subtask)$715.00
Consulting Firm: DOWL, LLC
Complete a separate Expense Detail sheet for Prime and each subconsultant, as needed. Totals must be manually entered or linked into the BOC worksheet.
Insert rows as needed.
NON-CONTINGENCY TASKS/DELIVERABLES
For subtasks that include ODCs, enter subtask number and
name to correspond with associated subtask in Breakdown of
Costs sheet.
TOTAL Non-Contingency
10/29/2025 3:51 PM
183
Memorandum
REPORT TO:City Commission
FROM:Kellen Gamradt, Engineer II
Shawn Kohtz, Director of Utilities
SUBJECT:Authorize the City Manager to Sign Amendment 9 to the Professional
Services Agreement for the Field Survey Term Contract with Sanbell, to
Facilitate Design for Upcoming Capital Improvement Projects
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Agreement - Vendor/Contract
RECOMMENDATION:Approve and Authorize the City Manager to Sign Amendment 9 to the
Professional Services Agreement for the Field Survey Term Contract with
Sanbell to Facilitate design for upcoming capital improvement projects
STRATEGIC PLAN:2.2 Infrastructure Investments: Strategically invest in infrastructure as a
mechanism to encourage economic development.
BACKGROUND:Attached is a copy of the contract amendment with Sanbell. This
amendment will add survey on North Broadway Avenue from Main Street to
Avocado Street as described in the attached scope of work. This survey will
be used to design utility and street improvements to North Broadway
Avenue. In addition, this amendment will add survey on East Babcock Street
at the intersections with South Black Avenue and South Bozeman Avenue.
This survey will be used to design curb extensions at these intersections to
improve pedestrian safety and sight distance. Staff has reviewed the
amendment and found it to be commensurate with the work involved.
UNRESOLVED ISSUES:None
ALTERNATIVES:As suggested by the Commission
FISCAL EFFECTS:If approved, this amendment will increase the contract fee on a fixed fee
basis with a cost of $19,645 bringing the total contract amount from
$256,261 to $275,906. Funding has been appropriated in the FY26 Budget as
project STR71 and paid for from the City’s Street Maintenance Fund
Attachments:
PSA Amendment No 9.docx
Amendment 9 Scope and fee.pdf
Professional Services Agreement - Sanderson Stewart -
Capital Improvements Project Field Study.pdf
184
Report compiled on: October 29, 2025
185
8th Amendment to Professional Services Agreement for Field Survey Term Contract
Page 1 of 2
NINETH AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
THIS NINETH AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT
FOR Field Survey Term Contract dated July 12, 2022 (the “Agreement”) is made and entered
into this _____ day of ____________, 2025, 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 Sanbell,
106 E Babcock Street, Suite L1, Bozeman, MT 59718 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 to amend the Agreement
as follows:
1. Addition to Scope of Work. Attached Amendment 9
2. Agreement still valid. All remaining terms and provisions of the original Agreement
remain valid.
**** END OF AGREEMENT EXCEPT FOR SIGNATURES ****
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8th Amendment to Professional Services Agreement for Field Survey Term Contract
Page 2 of 2
IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and
year first above written.
CITY OF BOZEMAN, MONTANA SANBELL
By________________________________ By_____________________________
Chuck Winn, City Manager Print Name: Danielle Scharf
Title: Principal/Region Manager
APPROVED AS TO FORM
By_______________________________
Greg Sullivan, Bozeman City Attorney
187
188
9,0280.3
Miles
This product is for informational purposes and may not have been prepared for, or be suitable for legal, engineering, or
surveying purposes. Users of this information should review or consult the primary data and information sources to
ascertain the usability of the information. Feet
1,0510
Legend
526
Location
1,051
10/02/2025
Created By:
Created For:
Date:
N Broadway Ave
Street Names
City Limits
World Imagery
Low Resolution 15m Imagery
High Resolution 60cm Imagery
High Resolution 30cm Imagery
Citations
2.4m Resolution Metadata
189
1,1280.0
Miles
This product is for informational purposes and may not have been prepared for, or be suitable for legal, engineering, or
surveying purposes. Users of this information should review or consult the primary data and information sources to
ascertain the usability of the information. Feet
1310
Legend
66
Location
131
Danae Giannetti
10/27/2025
Created By:
Created For:
Date:
Babcock Curb Extensions Survey Request Exhibit
Street Names
City Limits
World Imagery
Low Resolution 15m Imagery
High Resolution 60cm Imagery
High Resolution 30cm Imagery
Citations
30cm Resolution Metadata
EXTENTS OF
SURVEY DATA
COLLECTION
REQUESTS
SURVEY POINTS TO COLLECT:
- ALL EXISTING UTILITIES (INCLUDE ANY RELATED APPURTENANCES SUCH
AS VALVES, PULLBOXES, ETC.)
- TOP BACK OF CURB, FLOW LINE, AND GUTTER LIP
- STORM DRAIN INLET AT BLACK AVE (INCLUDING PIPE INVERT ELEVATION)
- TOP & BOTTOM OF LANDSCAPING RETAINING WALL AT BLACK AVE
- DOOR THRESHOLD AND EDGE OF BUILDING OF BACKCOUNTRY STORY
- SIGNS
- LUMINAIRES
- PAVEMENT MARKINGS
- STREET TREES
- COLLECT SIDEWALK SHOTS ALONG EXISTING EXPANSION/CONTRACTION
JOINTS BETWEEN PC & PT OF CURB RADIUS
- STREET CROWN
- COLLECT SIDEWALK AND ASPHALT GROUND SHOTS EVERY 10' BEYOND
CURB RADIUS
- ANY GRADE BREAKS IN SIDEWALK AND/OR ASPHALT
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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, Sanderson Stewart, 106 E Babcock St, Suite L1,
Bozeman, MT 59715, 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 __30_ day of ___June_, 2025, 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,
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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 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.
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
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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.
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.
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
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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;
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 the Commercial General,
Employer’s Liability, and Automobile Liability policies. The insurance and required endorsements
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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
Termination for City’s Convenience and shall be without prejudice to any claims that the City
may otherwise have against Contractor.
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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 ___Kellen Gamradt____ or such other individual as City shall designate
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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’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 ___Danielle Scharf, PE___ 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.
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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,
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
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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.
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
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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.
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
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of two years by written agreement of the Parties. In no case, however, may this Agreement run longer
than ____06/30/2027____.
**** 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 ___Sanderson Stewart__________________
CONTRACTOR (Type Name Above)
By________________________________ By__________________________________
Jeff Mihelich, City Manager
Print Name: ___Danielle Scharf, PE_______
Print Title: _Principal/Region Manager___
APPROVED AS TO FORM:
By_______________________________
Greg Sullivan, Bozeman City Attorney
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Exhibit A - Scope of Work
The scope of work covered by this agreement is described hereafter:
The project consists of the preparation of a topographic survey of:
1. Bogert Place – E Story Street to S Church Avenue
2. West Story Street – S 8th Avenue to S 4th Avenue
3. South Black Avenue – E Babcock Street to E Story Street
See attached survey area exhibits.
These surveys will be used for the design of future capital improvement projects by the City of
Bozeman. The topographic survey will tie horizontally and vertically all surface improvements within
the right of way (i.e. curb, gutter, sidewalk, driveways, asphalt, trees, fences, signs, aboveground
utilities, and underground utilities marked by Montana One Call, etc.) Additionally, existing sanitary
sewer manholes, storm drain manholes and inlets, and water main valve boxes will be measured
vertically. Generally, the survey limits will be from back of walk to back of walk as noted on the
attached survey area exhibits including approximately 20 feet beyond curb returns on side street
intersections. Sanitary sewer, storm drain, and water alignments and associated measuredowns will
extend beyond the survey limits where needed.
The points will be surveyed using the Bozeman Low Distortion Projection. The Bozeman Low
Distortion Projection is based on a single parallel Lambert Conformal Conic Projection and the
North American Datum of 1983. A minimum of one project benchmark on the City of Bozeman
Datum on each block within the project area (Area) will be established.
Phase 100. Project Management & Coordination
Task 101. Prepare project scope of work and contracts.
Task 102. Project management, and coordination, and send weekly project
updates.
Phase 200. Pre-Survey Preparations & Research
Task 201. Montana One Call utility locates will be requested for public
underground utilities.
Task 202. Review existing City sanitary sewer, storm drain, and water
information utilizing the Bozeman GIS Infrastructure Viewer.
Phase 300. Survey Control
Task 301. Locate existing benchmarks from the Bozeman City Datum and
calibrate the vertical component of the survey to one point for each
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block within the survey areas. Additional control points will be set at
strategic locations as needed.
Phase 400. Topographic Survey
Task 401. Use robotic total station to survey ground points on all three areas.
Existing tree diameters will be estimated and labeled as deciduous or
coniferous but will not be identified by species.
Task 402. Survey field location of existing visible utilities as marked by Montana
One Call.
Task 403. Complete measuredowns on existing sanitary sewer manholes, storm
drain manholes and inlets, and water main valve boxes. Photographs
will be taken of each manhole within the project corridor.
Task 404. The completed topographic survey will undergo a quality process
review to check for consistency and completeness.
Phase 500. Draft Topo & Base Plan
Task 501. The surveyed data will be used to create an individual topographic
surface and 2D linework and labeling will be completed for all three
areas.
Task 502. Internal quality control review of all deliverables.
Task 503. The photographs taken of each manhole will be cataloged and
georeferenced for easy identification and location.
Task 504. Meet with the City to review the 90 percent plans prior to final
submittal.
Task 505. Incorporate the City’s comments into the plans.
Task 506. Coordinate electronic and hardcopy file delivery with the City. The file
delivery will contain a 24”x36” hard copy of the site map, copies of all
field notes and photographs, PDF copies of the site map, and all
AutoCAD project files and points files. There will be individual
AutoCAD and PDF files for each area. The AutoCAD files will be
compatible with AutoCAD Civil3D 2022.
Fixed Costs/Expenses: Survey Equipment at $15.00 /fieldwork hour
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City of Bozeman 2022 CIP Survey
Bogert Place, W Story Street, S Black Avenue
22166
LaborCategory Total PlanHours Total PlanBill Amt
Phase 100: Project Mgmt & Coordination
Principal 18.00 4,230.00
Professional Land Surveyor 18.00 2,250.00
Phase 200: Pre-Survey Prep & Research
Professional Land Surveyor 14.00 1,750.00
Phase 300: Survey Control
Staff Surveyor II 16.00 1,840.00
Phase 400: Topo Survey
Staff Surveyor II 132.00 15,180.00
Phase 500: Draft Topo & Base Plan
Professional Land Surveyor 128.00 16,000.00
Senior Professional Land Surveyor 4.00 700.00
Subtotal 330.00 41,950.00
Expenses 1,500.00
Total for Data Collection, Topo & Site Survey 330.00 43,450.00
Total Acres Total Cost
6.20 43,450.00
43,450.00
Summary of 2022 CIP Survey Services
1 - Bogert Place, W Story Street, S Black Ave
Total Project Cost
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Memorandum
REPORT TO:City Commission
FROM:Kellen Gamradt, Engineer II
Shawn Kohtz, Director of Utilities
SUBJECT:A Resolution Authorizing Change Order Number 1 to the 2025 South Black
Avenue Sewer Renovations Project
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Resolution
RECOMMENDATION:Approve a Resolution Authorizing Change Order Number 1 to the 2025 South
Black Avenue Sewer Renovations Project
STRATEGIC PLAN:2.2 Infrastructure Investments: Strategically invest in infrastructure as a
mechanism to encourage economic development.
BACKGROUND:
This project includes replacing an aging sewer main on South Black Avenue
between College Street and the dead-end cul-de-sac on South Black Avenue
with new pipe, manholes, and sewer services. The City’s contractor,
Williams Civil, had initially proposed to start construction this fall with an
estimated completion date of December 24, 2025. Through conversations
with impacted residents on South Black Avenue, it was determined that the
proposed schedule would create an undue hardship on residents with
limited ability to access their homes during the winter months. This change
order revises the construction schedule to delay the construction start date
from the fall of 2025 to the spring of 2026. Costs incurred as a result include
inflation adjusted materials prices and potential dewatering efforts during
the spring. Attached is a copy of the proposed resolution and change order
number 1 for the above-referenced project. City staff have reviewed these
changes and associated costs and found them to be necessary and
commensurate with the work involved.
UNRESOLVED ISSUES:None
ALTERNATIVES:As suggested by the City Commission
FISCAL EFFECTS:This change order will increase the contract amount on a time and materials
basis with a cost not to exceed of $36,000 bringing the total construction
cost from $320,839.60 to $356,839.60. The cost of this project is paid for by
funding from the City’s annual wastewater pipe replacement fund, WW08.
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Attachments:
Resolution.doc
Change Order 1 - S Black Sewer.pdf
Report compiled on: October 20, 2025
208
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COMMISSION RESOLUTION NO.
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOZEMAN,
MONTANA, APPROVING ALTERATION/MODIFICATION OF CONTRACT
WITH WILLIAMS CIVIL CONSTRUCTION INC
WHEREAS, the City Commission did, on the 23rd day of September 2025, authorize award of the
bid for the 2025 South Black Sewer Renovations Project to Williams Civil Construction, Inc; and
WHEREAS, Section 7-5-4308, Montana Code Annotated, provides that any such alterations or
modifications of the specifications and/or plans of the contract be made by resolution; and
WHEREAS, it has become necessary in the prosecution of the work to make alterations or
modifications to the specifications and/or plans of the contract.
NOW, THEREFORE, BE IT RESOLVED by the City Commission of the City of Bozeman,
Montana, that the proposed modifications and/or alterations to the contract between the City of Bozeman, a
municipal corporation, and Williams Civil Construction Inc, as contained in Change Order No. 1, attached
hereto, be and the same are hereby approved; and the City Manager is hereby authorized and directed to
execute the contract change order for and on behalf of the City; and the City Clerk is authorized and directed
to attest such signature.
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Resolution No. , Change Order 1 for 2025 South Black Sewer Renovations Project
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PASSED AND APPROVED by the City Commission of the City of Bozeman, Montana, at a
regular session thereof held on the ____ day of ____________, 2025
__________________________________________
TERRY CUNNINGHAM
Mayor
ATTEST:
________________________________________
MIKE MAAS
City Clerk
APPROVED AS TO FORM:
_____________________________________________
GREG SULLIVAN
City Attorney
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212
Memorandum
REPORT TO:City Commission
FROM:Judge Karolina Tierney
Greg Sullivan, City Attorney
SUBJECT:Final Adoption of an Ordinance Amending Various Sections of Chapter 22,
Article 1 of the Bozeman Municipal Code Related to the Administration of
the Bozeman Municipal Court
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Ordinance
RECOMMENDATION:Finally adopt the Ordinance.
STRATEGIC PLAN:7.3 Best Practices, Creativity & Foresight: Utilize best practices, innovative
approaches, and constantly anticipate new directions and changes relevant
to the governance of the City. Be also adaptable and flexible with an
outward focus on the customer and an external understanding of the issues
as others may see them.
BACKGROUND:
On October 21, 2025, the City Commission provisionally adopted the
attached ordinance. Should the Commission approve final adoption of the
ordinance, it will be effective 30 days from November 10th. For more
information on this item please refer to the staff memorandum from
10/21/25 and the video from the Commission's discussion and approval of
preliminary adoption.
UNRESOLVED ISSUES:None identified.
ALTERNATIVES:None recommended.
FISCAL EFFECTS:None identified.
Attachments:
Ord for Court Admin 10.22.25 FINAL ADOPTION.docx
Report compiled on: October 8, 2025
213
Version February 2023
Ord _____
Page 1 of 5
ORDINANCE ____
AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF BOZEMAN,
MONTANA, AMENDING SECTIONS 22.01.020, 22.01.030, 22.01.040, 22.01.100, 22.01.110,
AND 22.01.120 OF THE BOZEMAN MUNICIPAL CODE RELATED TO THE
MUNICIPAL COURT.
WHEREAS, pursuant to Sec. 4.05 of the City of Bozeman’s Charter, there shall be a
municipal court as prescribed by state law; and
WHEREAS, Chapter 22, BMC establishes the municipal court in compliance with State
law; and
WHEREAS, it is in the interests of the City and upon the recommendation of the Chief
Judge of Municipal Court to adjust the municipal code to reflect the change in title from clerk of
the municipal clerk to court administrator as provided herein and to adjust the court’s duties
related to records and the deposit of funds, adjust the qualifications of a judge pro tempore, and
adjust how a vacancy in the office of a municipal court judge is filled to be in compliance with
State law.
NOW THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE
CITY OF BOZEMAN, MONTANA:
Section 1
That Bozeman Municipal Code Section 22.01.020 is amended to read:
“Sec. 22.01.020. - Sessions.
A. The municipal court will be in session at times and on days established by the court except
nonjudicial days. A judge may set specific hours as necessary., pursuant to state law.
B. Nonjudicial days are defined as any legal holidays, or days appointed by the President of
the United States or by the Governor of Montana for a public fast, thanksgiving, or holiday except
as set forth in subsection C of this section.
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Ordinance No. _____, Amending BMC Chapter 22
Page 2 of 5
C. The municipal court will, on any day:
1. Give instructions to a jury when deliberating;
2. Receive a verdict or discharge a jury;
3. Exercise its powers in a criminal action; and
4. Issue writs of prohibition, injunctions and habeas corpus.”
Section 2
That Bozeman Municipal Code Section 22.01.030 is amended to read:
“Sec. 22.01.030. - Office of court administrator/clerk of the municipal court.
“The position of clerk of the municipal court is established. The clerk will work under the
supervision and control of the chief municipal judge. The clerk of the municipal court may operate
under the title of municipal court administrator or chief clerk so long as they perform the duties
required by this chapter and MCA 3-6-301.”
Section 3
That Bozeman Municipal Code Section 22.01.040 is amended to read:
“Sec. 22.01.040. - Duties of the court administrator/clerk of the municipal court.
The clerk of the municipal court will establish, maintain, retain and administer all
municipal court records by means of electronic filing or storage or both pursuant to law. In any
event, the clerk will maintain a paper copy of all records established. The clerk will assist the
municipal judge in the recording and signing of court proceedings as well as general operations of
the court. The clerk will have all other powers and duties as prescribed in MCA 3-5-501, relevant
to a municipal court as well as all other duties assigned by the department of administrative
services chief judge.”
Section 4
That Bozeman Municipal Code Section 22.01.100 is amended to read:
“Sec. 22.01.100. - Oath and deposit of funds.
A. The oath of office will be filed with the office of the city clerk.
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Ordinance No. _____, Amending BMC Chapter 22
Page 3 of 5
B. The moneys, from whatever source, collected under the jurisdiction of the municipal judge
will be deposited and managed in accordance with law.
C. All such moneys will be deposited with the treasurer of the city as directed by the director
of administrative services finance.”
D. In order to establish an appropriate control of moneys deposited temporarily for bonds,
appearance bonds, etc., all such moneys will be placed into a trust fund to be maintained
and controlled by the clerk of the municipal court. Upon final disposition of the matter to
which such a bond pertains by the municipal court, the clerk of the municipal court will
disburse such moneys according to the direction of the a municipal judge.”
Section 5
That Bozeman Municipal Code Section 22.01.110 is amended to read:
“Sec. 22.01.110. - Qualifications of a judge pro tempore.
A. When a judge of the municipal court has been disqualified or is sick or for any reason
unable to act, the judge will call in a qualified practicing attorney of the city who will be
judge pro tempore with the same powers for the purposes of the cause as the judge of the
municipal court.
B. Any person acting as judge pro tempore must meet the following qualifications:
1. Bbe a sitting or retired judge of a court of record or be an attorney admitted to
practice in the state who is a member of and is in good standing with the state bar
of Montana. for a period of not less than five years; and
2. Be either a resident of the county or have a law practice or other law-related
employment whose business address is within the county.”
Section 5
That Bozeman Municipal Code Section 22.01.120 is amended to read:
“Sec. 22.01.120. - Vacancy filled by commission.
A vacancy in the position of municipal court judge will be filled for the remainder of the
unexpired term, pursuant to state law. Should a vacancy occur in the office of a municipal judge,
the city commission will appoint a qualified individual to serve for the remainder of the term.”
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Ordinance No. _____, Amending BMC Chapter 22
Page 4 of 5
Section 6
Repealer.
All provisions of the ordinances of the City of Bozeman in conflict with the provisions of
this ordinance are, and the same are hereby, repealed and all other provisions of the ordinances of
the City of Bozeman not in conflict with the provisions of this ordinance shall remain in full force
and effect.
Section 7
Savings Provision.
This ordinance does not affect the rights and duties that matured, penalties that were
incurred or proceedings that were begun before the effective date of this ordinance. All other
provisions of the Bozeman Municipal Code not amended by this Ordinance shall remain in full
force and effect.
Section 8
Severability.
That should any sentence, paragraph, subdivision, clause, phrase or section of this
ordinance be adjudged or held to be unconstitutional, illegal, or invalid, the same shall not affect
the validity of this ordinance as a whole, or any part or provision thereof, other than the part so
decided to be invalid, illegal or unconstitutional, and shall not affect the validity of the Bozeman
Municipal Code as a whole.
Section 9
Codification.
This Ordinance shall be codified as provided for in Sections 1 through 5.
Section 10
Effective Date.
This ordinance shall be in full force and effect thirty (30) days after final adoption.
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Ordinance No. _____, Amending BMC Chapter 22
Page 5 of 5
PROVISIONALLY ADOPTED by the City Commission of the City of Bozeman,
Montana, on first reading at a regular session held on the _____ day of ________________, 20__.
____________________________________
TERENCE CUNNINGHAM
Mayor
ATTEST:
____________________________________
MIKE MAAS
City Clerk
FINALLY PASSED, ADOPTED AND APPROVED by the City Commission of the
City of Bozeman, Montana on second reading at a regular session thereof held on the ___ of
____________________, 20__. The effective date of this ordinance is ______________, 20__.
_________________________________
TERENCE CUNNINGHAM
Mayor
ATTEST:
_______________________________
MIKE MAAS
City Clerk
APPROVED AS TO FORM:
_________________________________
GREG SULLIVAN
City Attorney
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Memorandum
REPORT TO:City Commission
FROM:Chris Saunders, Community Development Manager
Erin George, Community Development Director
SUBJECT:Work Session in Preparation for Public Hearings on the Repeal and
Replacement of the Unified Development Code, Chapter 38, Bozeman
Municipal Code, Application 21381
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Community Development - Legislative
RECOMMENDATION:No action is required with this agenda item.
STRATEGIC PLAN:4.2 High Quality Urban Approach: Continue to support high-quality planning,
ranging from building design to neighborhood layouts, while pursuing urban
approaches to issues such as multimodal transportation, infill, density,
connected trails and parks, and walkable neighborhoods.
BACKGROUND:The City began the UDC repeal and replacement project in July 2022. After
years of public engagement and discussion a draft is in public review for
potential adoption. The Community Development Board is conducting a
public hearing scheduled for November 3rd and 17th. After the hearing they
will make a recommendation to the City Commission. City Commission
previously gave direction at five work sessions held in the summer of 2025
and the draft under review includes the direction provided at those
meetings.
To help the City Commission prepare for their December 2, 2025, public
hearing two work sessions have been scheduled to review the draft
materials. No decisions or direction are requested at these meetings. The
meetings will go over draft content so the Commission and public can be
well informed for the public hearing. Staff will provide a review and
explanation on elements of the proposed material and the Commission may
ask questions.
Subjects for each work session are expected as:
November 10th - Process of the public review, schedule, and required steps.
Processes of individual application review included in the draft.
November 18th - Standards included in the draft and recommendations
from the Community Development Board from their public hearing.
The project website [external link] includes a wide range of
219
information on public engagement, work sessions previously held, and
content for the public hearings.
Proposed draft text [external PDF]
Proposed draft zoning map [external PDF]
The Community Development Board information packet for their
hearing on November 3rd is available on the City's website [external
link].
UNRESOLVED ISSUES:Not applicable at this time.
ALTERNATIVES:Not applicable at this time.
FISCAL EFFECTS:Funds for this project were budgeted.
Report compiled on: October 30, 2025
220
Memorandum
REPORT TO:City Commission
FROM:Mike Maas, City Clerk
Nick Ross, Director of Transportation and Engineering
SUBJECT:Appointment of City of Bozeman Representative on the Gallatin County Solid
Waste Management District Board
MEETING DATE:November 10, 2025
AGENDA ITEM TYPE:Citizen Advisory Board/Commission
RECOMMENDATION:Consider the Motion: I move to appoint Russ Ward to the Gallatin County
Solid Waste Management District Board for a term ending June 1, 2026.
STRATEGIC PLAN:1.3 Public Agencies Collaboration: Foster successful collaboration with other
public agencies and build on these successes.
BACKGROUND:Solid Waste Superintendent, Kevin Handelin, has been the City's
representative to the District Board for the entirety of its existence. With his
announced retirement, and subsequent resignation from the District Board,
the City needs to appoint someone for the remainder of the three year term.
The Gallatin County Commission scheduled the consideration of Assistant
Solid Waste Superintendent, Russ Ward, for their public meeting on
November 4. He was confirmed for the remainder of the term.
UNRESOLVED ISSUES:None identified
ALTERNATIVES:As per the City Commission
FISCAL EFFECTS:None
Report compiled on: November 4, 2025
221