HomeMy WebLinkAbout12- Morrison-Maierle North 7th Lighting and Construction Administration Professional Services Agreement i
PROFESSIONAL, SERVICES .AGREEMENT
THIS AGREEMENT is made and entered into this day f
and between the CITY OF BOZEMAN, MONTANA a municipal a 20 , by
pal corporation tganized and
existing under the laws of the State of Montana, 121 North Rouse Street, Bozeman, Montana 59771,
hereinafter referred to as "City," and, Lucille Pape, M.P.A., Ph.D., Collaborative Consulting, P.O.
Box 5193, Bozeman, MT 59771, hereinafter referred to as `.`Consultant."
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: The Consultant will conduct an evaluation of the "Rural Project to End
Violence Against 'Women". The "Rural Project" is funded by a grant from the federal Office on
Violence Against 'Women (O.V.W. Grant 2011-X1591-MT-WR) (the "Grant"). The purpose of the
evaluation is threefold: 1) to determine the effectiveness of collaborative efforts activities as to
whether they fulfill the needs of victims of Domestic Violence, Stalking or Sexual Assault incidents
2) to assess whether the goals and objectives initially established in the grant application are being
accomplished and 3) to provide feedback and corrective action plans to improve this service
delivery
2. Effective Date: This Agreement is effective upon the date of its execution and will
terminate upon completion of all work described in Section 3 and 4 and completed no later than
June 30, 2013.
3. Seoge of Work: The evaluation process shall be completed by a combination of
activities to include:
• Survey of key(partner) practitioners who work directly with victims.
• A focus group with victims.
• An interview with the representative of each project partner.
• Review of Year One inputs, activities, and outputs.
• Review of training and education content and Year two/Year Three training plan.
• A written report that encapsulates results and findings from the aforementioned
items and includes suggestions for corrective action.
4, Evaluation Timelines: The below timelines are initial timelines for completion of
PROFESSIONAL SERVICES AGREEMENT
OVII'Rural Project E;va[uation by Collaborative Consulting
this evaluation. Adjustments to these timelines will be with mutual agreement of both the City and
Consultant.
Nov. 15, 2012 - Dec, 31, 2012 Compare activities to grant goals and objectives.
Review training materials
Dec. 15, 2012 - Jan. 5, 2013 Team Meeting (determine measures of effectiveness)
Jan. 1, 2013 - Feb. 28, 2013 Focus Group, Survey, Interviews
Feb, 15 - 28, 2013 Team Meeting (discuss findings)
March, 2013 Write Report
March 29, 2013 Team Meeting (report content)
5. City Commitment. The City and all sub-recipients of the Grant, shall provide the
following:
a. Assist in scheduling and attending team meetings;
K Assist in identifying and organizing focus group participants,to include
providing child care, transportation and a$50 stipend for each participant;
C. Identify potential survey participants;
d. Providing copying and distribution of any documents or related projects to
project partners;
C. Complete all documents in Microsoft Word format..
6. Pa yjnen .t, Consultant is to complete the scope of work as indicated above for a total
maximum fixed cost of$10,000. Consultant will invoice the City by the below listed dates and be
paid within two weeks of the City receiving the Invoice from the Consultant:
December 15, 2012 $3,333
February 1, 2013
$3,333
March 29, 2013 or on conclusion of entire evaluation (maximum) $3,334
7. Consultant's Representations:
To induce City to enter into this Agreement, Consultant makes the following
representations:
a. Consultant has familiarized itself with the nature and extent of this Agreement, the
Scope of Work, 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 Work.
b. Consultant represents and warrants to City that it has the experience and ability to
perform the services required by this Agreement; that it will perform said services in a professional,
competent and timely manner and with diligence and skill; that it has the power to enter into and
perform this Agreement and grant the rights granted in it; and that its performance of this
Agreement shall not infringe -upon or violate the rights of any third party, whether rights of
copyright, trademark, privacy, publicity, libel, slander or any other rights of any nature whatsoever,
or violate any federal, state and municipal laws. Consultant agrees to ask for and keep identities of
any persons interviewed or participating in portions of this evaluation confidential, if requested by
PROFESSIONAL SERVICES AGREEMENT
OVNN'Rural Project Evaluation by Collaborative Consulting
the person. The City will not determine or exercise control as to general procedures or formats
necessary to have these services meet this warranty.
C. Consultant agrees to bring forward any indications of illegal activity, illegal
processes, or disclosures by victims that may need further advocacy to the attention of the project
manager and/or City Attorney,
8. Independent Contractor Status: The parties agree that Consultant is an
independent contractor for purposes of this Agreement and is not to be considered an employee of
the City for any purpose. Consultant 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. Consultant is not authorized to represent the City or other-wise
bind the City in any dealings between Consultant and any third parties.
Consultant shall comply with the applicable requirements of the Workers' Compensation
Act, Title 39, Chapter 71, MCA, and the Occupational Disease Act of Montana, Title 39, Chapter
71, MCA. Consultant shall maintain workers' compensation coverage for all members and
employees of Consultant's business, except for those members who .are exempted by law.
Consultant 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.
9. Indemnity/Waiver of Claims/Insurance: For other than professional services
rendered, to the fullest extent permitted by law, Consultant agrees to defend, indemnify, and hold
the City harmless against claims, demands, suits, damages, losses, and expenses connected
therewith that may be asserted or claimed against, recovered from or suffered by the City by reason
of any injury or loss, including but not limited to, personal injury, including bodily injury or death,
property damage, occasioned by, growing out of, or in any way arising or resulting from any
intentional or negligent act on the part of Consultant or Consultant's agents or employees.
For the professional services rendered, to the fullest extent permitted by law, Consultant
agrees to indemnify and hold the City harmless against claims, demands, suits, damages, losses, and
expenses, including reasonable defense attorney fees, to the extent caused by the negligence or
willful misconduct of the Consultant or Consultant's agents or employees.
Consultant also waives any and all claims and recourse against the City or its officers,
agents or employees, including the right of contribution for loss or damage to person or property
arising from, growing out of, or in any way connected with or incident to the performance of this
Agreement except "responsibility for his own fraud, for willful injury to the person or property of
another, or for violation of law, whether willful or negligent" as per 28-2-702, MCA.
Should City be required to bring an action against the Consultant to assert its right to
PROFESSIONAL SERVICES AGREEMENT
OVIAI Rural Project Evaluation by Collaborative Constiltilig
defense or indemnification under this Agreement or under the Consultant'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 Consultant was obligated to defend the clairn(s) or was obligated to
indemnify the City for a claim(s) or any portion(s) thereof.
The above obligations shall survive termination of this agreement.
In addition to and independent from the above, Consultant shall secure insurance coverage
acceptable to the City and furnish to the City an accompanying certificate of insurance issued by a
company authorized to do business in the State of Montana in amounts not less than as follows:
• Workers' Compensation- statutory
• Automobile Liability - $100,000 property damage/bodily injury; $300,000 annual
aggregate
• Professional Liability - $1,000,000 per claim; $1,000,000 annual aggregate
The City of Bozeman, its officers, agents, and employees, shall be endorsed as an additional
or named insured on a primary non-contributory basis on both the Commercial General and
Automobile Liability policies. The insurance and required endorsements must be in a form suitable
to City and shall include no less than a thirty (30) day notice of cancellation or non-renewal. The
City must approve all insurance coverage and endorsements prior to the Consultant commencing
work.
10. Professional Service: Consultant agrees that all services and work performed
hereunder will be accomplished in a professional manner.
11. Compliance with Laws: Consultant agrees to comply with all federal, state and
local laws, ordinances, rules and regulations, including the safety rules, codes, and provisions of the
Montana Safety Act in Title 50, Chapter 71, MCA. Consultant agrees to purchase a City business
license.
12. Nondiscrimination: The Consultant will have a policy to provide equal
employment opportunity in accordance with all applicable state and federal anti-discrimination
laws, regulations, and contracts. The Consultant 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 Consultant shall be subject to and comply with Title
VI of the Civil Rights Act of 1964; Section 140, Title 2, United States Code, and all regulations
promulgated thereunder, The Consultant shall require these nondiscrimination terms of its sub-
consultants providing services under this agreement.
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OVAV.Ritral PraIeet Evaluation by Collaborative Consulting
13. Default and Termination: Dither party may terminate this Agreement for any and
all causes or for its convenience at any time upon thirty (30) days written notice to the Consultant.
If termination for default is effected by the City, an equitable adjustment in the price provided for in
this Agreement shall be made. The equitable adjustment for any termination shall provide for
payment to the Consultant for services rendered and expenses incurred prior to the termination, in
addition to termination settlement costs reasonably incurred by the Consultant relating to
commitments which had become firm prior to the termination.
Upon receipt of a termination action under this section, the Consultant shall (1) promptly
discontinue all affected work and (2) deliver or otherwise make available to the City within ten (10)
days copies of all data, summaries and such other information and materials as may have been
accumulated by the Consultant in performing this Agreement, whether completed or in process.
Upon termination, the City may take over the work and may award another party an Agreement to
complete the work under this Agreement.
City's right to terminate is in addition to any other remedies City may have under the law.
The above remedies are cumulative and not exclusive. Use of one remedy does not preclude use of
the others. Notices shall be provided in writing and hand-delivered or mailed to the parties at the
addresses set forth in the first paragraph of this Agreement.
14. Modification and Assfignabili : This document contains the entire agreement
between the parties and no statements, promises or inducements made by either party or agents of
either party, which are not contained in this written Agreement, may be considered valid or binding.
This Agreement may not be enlarged, modified or altered except by written agreement signed by
both parties hereto. The Consultant may not subcontract or assign Consultant's rights, including the
right to compensation or duties arising hereunder, without the prior written consent of City. Any
subcontractor or assignee will be bound by all of the terms and conditions of this Agreement.
15. Ownership and Publication of Materials: All reports, information, data, and other
materials prepared by the Consultant pursuant to this Agreement, except those separately identified
in the Scope of Work or in other written agreements between the parties, are owned by the City.
The Consultant shall be allowed to use a copy of its final documents as examples of work product.
No material produced in whole or in part under this Agreement may be copyrighted or patented in
the United States or in any other country without the prior written approval of the City,
16. Reports/Accountability/Public Information: Consultant agrees to develop and/or
provide documentation as requested by the City demonstrating Consultant's compliance with the
requirements of the Grant and this Agreement. Consultant 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 Consultant pursuant to this Agreement
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OVWRural Project Evaluation by Collaborative Cotisultilig
and the Grant was used in compliance with this Agreement and all applicable provisions of federal,
state, and local law. The Consultant shall not issue any statements, releases or information for
public dissemination without prior approval of the City.
16. Liaison: City's designated liaison with Consultant is Deputy Chief of Police Rich
McLane and Consultant's designated liaison with City is Lucille Pope, M.P.A., Ph.D.
16. Applicability: This Agreement and any extensions hereof shall be governed and
construed in accordance with the laws of the State of Montana.
17. Non-Waiver. A waiver by either party any default or breach by the other party of
any terms or conditions of this Agreement does not limit the other party's right to enforce such term
or conditions or to pursue any available legal or equitable rights in the event of any subsequent
default or breach.
18. Attorney's Fees and Costs: That in the event it becomes necessary for either Party
of this Agreement to retain an attorney to enforce any of the terms or conditions of this Agreement
or to give any notice required herein, then the prevailing Party or the Party giving notice shall be
entitled to reasonable attorney's fees and costs, including fees, salary, and costs of in-house counsel
to include City Attorney.
IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and
year first above written.
CITY OF BOZEMAN, MONT NA
By: X By: _Xze� ev
Chris Kuku'lski,"City Manager CO KSIU LT AN I
" 1, " 11 , Print Name: tt_4,
0 Bow`,
Print Title-,
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ATTEST: 12
B y:
St ey m gin, cmdA� ler
APPROV TO FORM:
"Xn, City Attorney
By
G e u liven,
PROFESSIONAL SERVICES AGREEMENT
OVW Rural Project Evaluation by Collaborative Consulting