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HomeMy WebLinkAbout07- Professional Services Agreement for Archaeological and Cultural Resource Monitoring Services, 2007 PROFESSIONAL SERVICES AGREEMENT FOR ARCHAEOLOGICAL AND CULTURAL RESOURCE MONITORING SERVICES This Agreement is made this II day of~, 2007, by and between CITY OF BOZEMAN, P.O. Box 1230, Bozeman, Montana, a Municipal Corp~tion of the State of Montana, ("CITY"), and Historical Discoveries, c/o Dagny K Krigbaum, 713 S. 5th W., Missoula, MT 59801 ("CONSULTANT"). RECITALS A. CTTY desires to employ CONSULTANT to fumish specific services of an archaeological and cultural resource nature. B. CONSULTANT agrees to furnish such services in accordance with the conditions herein provided and will carry ont the duties and obligations imposed by the Contract. C. Cl'IY designates Allyson Bristor, Associate Planner of the Department of Planning and COITUllnnity Development, as the representative to administer this contract. D. CITY wishes to pursue Archaeological and Cultural Resource Monitoring for the Bozeman TntermodallParking Garage Facility. AGREEMENT Subject to the provisions herein set forth and in consideration of the mutual covenants herein contained, CONSULT ANT agrees to furnish, and the CTTY agrees to accept, certain specified archaeological monitoring and cultural resource management services on the Bozeman Intermodal/Parking Garage Facility site, which are more fully described in Article 5. Such services and products shall be referred to as ''WORK.'' All services described herein are to be performed by CONSULTANT and/or its contractors in accordance with the most commonly accepted standards and practices of the historic preservation and cultural resource consulting field. CONSUl:r ANT will use final product technologies that are acceptable to the CITY in order to satisfy the broadest distribution of the document possible. Article 1. CONTRACT TIME. The WORK will be completed within 60 calendar days after the date of this agreement. The total time may be adjusted at the mutual written agreement of both CITY and CONSULTANT. Article 2. CONTRACT PRICE. CITY shall pay CONSULT ANT for performance of the WORK in accordance with the Contract Documents the sum (subject to adjustment as provided in the Contract Documents) of Seven Hundred and Fifty Dollars ($750). CITY retains the right to a refund contingent upon satisfactory completion of the '\VORK in accordance with this agreement. The total sum may be adjusted at the mutual written agreement of both CITY and CONSULTANT. Article 3. PAYMENT PROCEDURES. Not more than 90(~/() (ninety percent) of Payment will be provided by CITY to CONTRACTOR upon submittal of monthly invoices. Remaining Payment will be provided by CITY to CONTRACTOR upon completion of the entire WORK. Payment will not exceed 60% of the contract price prior to delivery of the initial public review draft of the WORK. CTTY retains the right to a refund contingent upon satisfactory completion of the WORK in accordance with this agreement. Article 4. CONTRACTOR'S REPRESENT A TI ONS. In order to induce CITY to enter into this Agreement, CONTRACTOR makes the following representations: 4.1 CONSULT ANT has familiarized himself with the nature and extent of the Contract, WORK, locality, and with all local conditions and federal, state and local laws, growth policies, ordinances, rules and regulations that in any manner may affect cost, progress or performance of the WORK. 4.2 CONSUl ,'1' ANT represents and warrants to CITY that it has the experience and ability to perform the services required by this Agreement; that it will perform said services in a professional, competent and timely manner and with diligence and skill; that it has the power to enter into and perform this Agreement and grant the rights granted in it; and that its performance of this Agreement shall not infrinbl"t' 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 mwucipal laws. The CrIY will not determine or exercise control as to general procedures or formats necessary to have these services meet this warranty. Article 5. SCOPE OF WORK The WORK shall consist of the following tasks: (1) On-site assessment and review of historic development over time on site: The CONSULTANT will conduct an on-site assessment prior to construction monitoring. Additional determinations will be made regard.ing high probability areas based on previous land use patterns, known ground disturbance, and visual fill areas. (2) Monitoring the removal of existing blacktop swface on site: The CONSULTANT will mOlutor the removal of the blacktop surface during the Bozeman Intermodal/Parking Garage Facility's initial construction phases. The CONSUI;rANT and CITY agree that the blacktop removal should have little impact on existing subsurface remains. However, special attention will be paid to high probability areas that include locations where buildings and associated activities are know to have occurred over a long period of time. Any features or artifacts exposed during this stage will be physically described, photographed, and a vertical and horizontal location will be docwnented. A UTM location of artifacts and features will also be documented utilizing a hand-held GPS unit. 111(" CITY'S hired contractor(s) is aware of what constitutes a significant archaeological site or property and does not expect findings during this stage to slow or stop construction efforts. The CONSULTANT is adequately aware of the operating methods of heavy equipment, adjacent traffic conditions and safety policies associated with the construction sites. (3) Monitoring of the initial excavation: The CONSULTANT will monitor dIe initial excavation of the Bozeman Intermodal/Parking Garage Faci]ity's constmction. Special attention will be paid to the southwest and southeast comers, as well as to an area near the center of the block during this stage of excavation. Sediments will periodically be shovel tested after removal by the equipment operator during this stage of monitoring. However, it should be noted that although the site is significant in a local context, and may contain artifacts with interpretive significance, it appears unlikely that resources located during construction activities will have maintained the ability to convey their significance, as the site appears to have been highly disturbed over time. If significant archaeological remains are encountered, it may be necessary to divert constmction work away from the location of the finds, to allow findings to be properly assessed, documented, and recovered. '111e CONSULT ANT has a clear understanding of the thresholds for significant discoveries, and wlderstands that delays may cause serious impacts to the constmction schedule. The Contractor is proficient in working on construction sites and will work directly with the heavy equipment operators to insure that cOllstmction efforts and schedules are not seriously impacted, and that field examinations are conducted in a timely manner. (4) Final report: A final report consisting of a project summary, methodology and findings will be completed and presented to the Bozeman Historic Preservation Advisory Board in both hard copy and CD fonnats. The WORK described above will require during two (2) days of fieldwork and one (1) day of report preparation. Any work or monitoring needed beyond the three (3) days will be billed to the CITY at the CONSULTANT'S hourly rate of $25.00, wlless a fixed fee is negotiated. If CITY wishes CONSULTANT to perform additional services, CITY shall so instruct CONSULTANT in writing. The perfornunce, cost, and time frame of the additional services shall be subject to mutual written agreement of both CITY and CONSULTANT'. 2 Article 6. INSURANCE CONSULT ANT agrees to keep in force during the entire period of this Agreement professional liability insurance and such general liability insurance as will protect it and the CITY from claims, including claims under worker's compensation and other employee benefit laws that are applicable, for bodily injury and death, and for property damage that may arise out of WORK under this agreement whether directly or indirectly by CONSULTANT, or directly or indirectly by sub-contractors hired by CONSULTANT. Minimum liability limits shall not be less than $1.0 million general liability and $1.0 million automobile liability. CONSULTANT shall provide proof of workers compensation insurance at the State statutory limits, wlless CONSULTANT provides an exemption from the State Department of Labor & Industry. The CITY has the right to require that the CITY be named as an additional insured under said insurance coverage. Article 7. INDEMNITY CONSULTANT shall inderrUlify, hold harmless and defend the CITY against any and all claims, at CONSULTANT'S own expense, arising from the furnishing of services provided for in this contract or caused by the services described in this contract. Article 8. INDEPENDENT CONTRACTOR CONSULTANT acknowledges that the services rendered under this Agreement shall be solely as an independent contractor. CONSULTANT shall not enter into any contract or commitment on behalf of CITY. CONSULTANT further acknowledges that it is not considered an affiliate or subsidiary of CITY, and is not entitled to any CITY employment rights or benefits. It is expressly understood that this undertaking is not a joint venture. Article 9. GRAN'[' / WORK MADE FOR HIRE To the extent that CONSULTANT'S work includes any work of authorship entitled to protection under the copyright laws of the United States or elsewhere, the parties agree that: CONSULTANTS work has been specially ordered and commissioned by the CITY as a contribution to a collective work, a supplemental work, or such other category of work as may be eligible for treatment as a "work made for hire"; CONSULTANT is an independent contractor and not an employee, partner, joint author or joint venturer of the CITY; CONSULTANT'S Work shall be deemed to be a "commissioned work" and a "work made for hire" to the greatest extent possible under the law; and the CI1Y shall have the right to use, execute, reproduce, display, perfonn, distribute internally or externally, and prepare derivative works of the CONSULTANT'S Work. To the extent that CONSULTANTS work is not properly characterized as a "work made for hire," then CONSULTANT shall, at its own expense, cause the CI1Y to have and obtain the right and license to use, execute, reproduce, display, perform, distribute internally or externally, and prepare derivative works based upon all such works and derivative works thereof and shall provide to the CrIY a written license granting the CflY such rights. It is the intent of the parties that fue specific work subject to said license shall be comprised of text, illustrations, photographs, and all other works CONSULTANT copies that may belong to third parties for which license for use is required. Article 10. OFFICE RULES CONSULTANT shall comply with all office rules and regulations, including security requirements, when on CITY premises. Article 11. CONl'UCT OF INTEREST CONSUr:f ANT shall not offer or give a gratuity of any type to any CITY employee or agent. Article 12. GOVERNING LAW This Agreement shall be construed and enforced in accordance with the laws of the State of Montana. In the event of dispute regarding the terms of this Agreement, the parties agree to attempt mediation of the conflict prior to pursuing litigation. Venue shall be in Gallatin County, 18th Judicial District. 3 Article 13. ENTIRE .AGREEMENT AND NOTICE This Agreement contains the entire understanding of the parties and may not be amended without the specific written consent of both parties. Any notice given under this Agreement shall be sufficient if it is in writing and if sent by certified or registered mail IN \V1TNESS WHEREOF, the Parties hereto have set their hands and seals the day and year first above written. CONSULTANT By:~=--____- ~ ~_~ Dagny . Krigbaum, CRM Co ,ultant CIG1:EM~. "- By: tf1 Chris Kukulski, City Manager 4