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HomeMy WebLinkAboutBozeman Comprehensive Development Review Fee Study RFP#1312-111312 Request for Proposal For COMPREHENSIVE DEVELOPMENT REVIEW FEE STUDY Proposal must be received no later than: Wednesday, August 27, 2014 @ 5:00 pm Email OR Deliver proposal to the City Clerk’s Office Stacy Ulmen, City Clerk Please write the name of the project on the front of the RFP or add to your Subject Line if emailing. The submittal email address is: agenda@bozeman.net The physical address is: City Clerk’s Office, Suite 202, (upstairs) City Hall, 121 N. Rouse Avenue, Bozeman, Montana. The mailing address is: City Clerk’s Office, Suite 202, City Hall, P.O. Box 1230, Bozeman, Montana, 59771. NOTICE IS HEREBY given that the City of Bozeman invites sealed proposals for a Comprehensive Development Review Fee Study. Each proposal shall be in accordance with the general provisions for purchase of work and services specified herein. All proposals must be in the format specified, enclosed in a sealed envelope and clearly identified with RFP title, company name and due date. Deliver proposals via email to the City Clerk’s Office at the following address PO Box 1230 Bozeman, MT 59771 by Wednesday, August 27, 2014 @ 5:00p.m. It is the sole responsibility of the proposing firm to ensure that proposals are received prior to the closing time as late submittals will not be accepted and will be returned unopened. Any submitting entity under this invitation to bid must sign and return the required affirmation stating that they will not discriminate on the basis of race, color, religion, creed, sex, age, marital status, national origin, or because of actual or perceived sexual orientation, gender identity or disability in the exercise of contract should it be awarded to that entity. Each entity submitting under this notice shall also recognize in writing the eventual contract will contain a provision prohibiting discrimination as described above and this prohibition on discrimination shall apply to the hiring and treatment of the Contractor’s employees and to all subcontracts. The right is reserved to reject any or all proposals received, to waive informalities, to postpone the award of the contract for a period of not to exceed Sixty (60) days, and to accept the RFP which is in the best interests of the Owner. The City of Bozeman is required to be an Equal Opportunity Employer DATED at Bozeman, Montana, this 30th day of July, 2014 Stacy Ulmen, CMC City Clerk Legal Ad Published Bozeman, Montana August 3, 2014 August 17, 2014 INTRODUCTION The City of Bozeman is requesting proposals for a Comprehensive User Fee Study. The study should focus primarily on services; in particular, development related application fees charged by the Planning Division . The scope of work include: review of existing user fees, costs to provide development review, as well as, the identification of a simpler fee schedule. An alternate item will be the review of business license fees. BACKGROUND INFORMATION The City of Bozeman, Montana (the City) is located in Gallatin County and is known as the “Treasure State” because of its rich mineral reserves. The mountains of Montana have yielded fortunes in gold and silver since the first substantial deposits were discovered in the mid 1800's. Another nickname for Montana is "Big Sky Country," made popular by a Montana State Highway Department promotion in the 1960's (originating from a book by Alfred Bertram Guthrie Jr. titled Big Sky). Currently, it is estimated that there are 38,695 residents of the City of Bozeman with the City growing by approximately two percent between 2011 and 2012. The City is governed by a City Commission/City Manager form of government. The City Commission is made up of four members plus a mayor that serves as the head of the City Commission. The City Commission appoints a City Manager to oversee the City’s eight departments. Additional information regarding the City of Bozeman may be obtained at: http://www.bozeman.net SCHEDULE Event Date/Time Issue Date of RFP Thursday, July 31, 2014 Last Day for Questions/Clarifications Tuesday, August 12, 2014 Deadline for Receipt of Proposal Wednesday , August 27, 2014@ 5PM Review Period of Proposals Thurs. – Fri., Aug 27 – Sept. 5, 2012 Interview (optional) September 10 & 11 Vendor Selection Date Friday September 12, 2014 Recommendation to Commission Monday September 25, 2014 Work Commence Tuesday September 30, 2014 Completion of Evaluation of Current City fees Friday, October 31, 2014 Recommended Fee Changes Presented to City Commission for Approval Monday November 17, 2014 COMPLETION: Project must begin September 30, 2014 and completed no later than November 17, 2014. CONTACTS Any administrative questions regarding bidding procedures should be directed to: Stacy Ulmen, City Clerk (406) 582-2321; sulmen@bozeman.net Questions relating to the project management may be directed to: Wendy Thomas, Director of Community Development (406)582-2260; wthomas@bozeman.net LAST DAY FOR QUESTIONS The last day to submit questions to the Department of Community Development is August 12, 2014 @ 5 pm. This will allow sufficient time for any addenda to be issued by the City to all bidders. All questions must be submitted in writing via email to the Department of Community Development at wthomas@bozeman.net AWARD OF CONTRACT The City reserves the right to reject any and all proposals, to contract work with whomever and in whatever manner the City decides, to abandon the work entirely and to waive any informality or non substantive irregularity as the interest of the City may require and to be the sole judge of selection process. The City also reserves the right to negotiate separately in any manner to serve the best interest of the City. The City retains the right at its sole discretion to select a successful vendor. SELECTION PROCESS A review committee will evaluate all responses to the RFP that meet the submittal requirements and deadline. Submittals that do not meet the requirement or deadline will not be considered. The review committee will rank the proposals and arrange interviews with the finalist prior to selection. SELECTION CRITERIA Proposals will be evaluated based on the following criteria:  Thoroughness and understanding of the tasks to be completed  Background and experience in organizational analysis evaluation  Firm’s expertise and overall experience of personnel assigned to the work  Time required to accomplish the requested services  Responsiveness to requirements of the project  Public sector experience in municipal setting conducting similar studies Costs DISCRETION AND LIABILITY WAIVER The City reserves the right to exercise discretion and apply its judgment with respect to all proposals submitted. The City reserves the right to reject all proposals, either in part or in its entirety, or to requests and obtain, from one or more of the consulting firms submitting proposals, supplementary information as may be necessary for City staff to analyze the proposals. The City may elect to award a contract in multiple phases, as is deemed to be in the City’s best interest. Should the City award projects in phases, the City reserves the right to award the phases to the same firm. The consultant, by submitting a response to this RFP, waives all right to protest or seek any legal remedies whatsoever regarding any aspect of this RFP. Although, it is the City’s intent to choose only a small number of most qualified consulting teams to interview with the City, the City reserves the right to choose any number of qualified finalists. This RFP does not commit the City to award a contract, to defray any costs incurred in the preparation of a proposal pursuant to this RFP or to procure or contract for work. All proposals submitted in response to this RFP become the property of the City and public records and, as such, may be subject to public review. The City reserves the right to cancel, in part or in its entirety, this RFP including, but not limited to: selection procedures, submittal date, and submittal requirements. If the City cancels or revises the RFP, all interested firms will be notified using email. MANDATORY CONTENT AND SEQUENCE OF SUBMITTAL I. Submission Requirements and Instructions All bidder requirements in this section are mandatory. The City reserves the right to waive any non-material variation. a) Proposers may submit response via email ONLY to this address: agenda@bozeman.net OR Submit one (1) original proposal package AND three (3) complete copies for each proposal, under sealed envelope, by mail or hand-delivery to the address shown on the front. Each submission must be marked on the outside with the Company’s name and the name of the project. Postmarks are NOT acceptable. Any proposal received after the schedule closing time for receipt of proposals will be returned to the bidder unopened. b) Proposals and required attachments shall be submitted as specified and must be signed by officials authorized to bind the bidder to the provisions. II. Proposal Outline and Content Assemble and submit each proposal in the order below and address the required content/questions. The order in which items are presented is important, as proposal evaluators will follow this order: a) Table of Contents b) Cover Sheet. This sheet will serve as the cover of your proposal. c) One-Page Project Summary. Begin with a brief summary of the proposal. This summary should concisely describe the project, its goals, and the proposed plan of implementation. d) Company Description/Capability (not to exceed 3 pages)  Brief history of the company that includes the date of establishment and examples of relevant prior RFP/bids and current customers of similar attributes to the City of Bozeman.  Describe your experience and capacity to manage projects of the size and scope proposed. e) Informational content  A list of project team and their professional profile/credentials/experience.  Specific assignment of project team f) References (minimum 3) specifically in local/municipal/county/state agencies a) Name of agency b) Contact name to include: title, phone number and email c) Population of jurisdiction d) Number of employees e) Project start and completion date f) Brief summary of project g) Cost  Present a specific “not to exceed” fixed fee, including associated fees (i.e. printing costs, attendance at meetings, travel). A requested payment schedule should accompany the work schedule. h) Outline of Services (refer to Scope of Work) The City reserves the right to require the submittal of additional information that supplements or explains proposal materials. SCOPE OF WORK Project tasks shall include, but are not necessarily limited to:  Determining City cost to provide various services.  Identifying if these costs are reasonable and if the current cost recovery levels are sufficient.  Recommending fee changes necessary to achieve cost recovery.  Recommending methodology to calculate fee increases in future years. If the consultant/firm feels that additional tasks are warranted, they must be clearly identified in the proposal. Outline of services to be provided: 1. Establish a methodology for the evaluation of fees. Work and meet with City staff to refine the project scope, purpose, uses and goals of the City’s Development Review Fee Study to ensure that the study will be both accurate and appropriate to the City’s needs. Review project schedule and answer any questions pertaining to the successful development of the Study. 2. Conduct a comprehensive review of the City’s existing fees, rates, and charges. Meet with staff and conduct interviews as needed to gain an understanding of the City’s processes and operations. 3. Identify the total cost of providing each City service reflecting an average or representative projects. Costs should include appropriate General and Administrative overhead allocations to City activities and applicable overhead rates for use in calculating the City’s billable hourly rates. 4. Compare service costs with existing cost recovery levels. This should include service areas where the City is currently charging for services as well as areas where we perhaps should charge, in light of the City’s practices, or the practices of similar and/or neighboring cities. 5. Prepare a report that identifies each service, its full cost, current and recommended cost recovery levels. The report should identify the direct cost, the indirect cost, and the overhead cost for each service; and provide a model for adjusting these fees and rates for the City’s current and future needs. 6. Recommend appropriate fees and charges. Recommended fees are based on the analysis, together with the appropriate subsidy percentage for those fees where full cost recovery may be unrealistic, particularly for business license fees. 7. Prepare a report that identifies the current fees, and recommended fees. The report must also identify percentage change, cost recovery percentage, and fee comparison with other Montana cities that are comparable to Bozeman. A survey comparison of rates and fees with similar cities is for information purposes only. 8. Report on other matters that come to your attention in the course of your evaluation that in your professional opinion the City should consider. 9. Present the findings to the Director of Community Development, City Manager and Director of Administrative Services and make necessary adjustments as requested. 10. Prepare and deliver presentations to the Bozeman City Commission to facilitate understanding of the proposed fee schedule and its implications for the City; provide necessary adjustments as requested. 11. Provide the City with an electronic copy of the final comprehensive study, including related schedules and cost documentation in a format that can be edited and updated by City staff to accommodate changes in the organization or changes in costs. 12. Develop or modify the existing model for adjusting fees/rates; include the addition of potential service areas, future service enhancements, and the ability to calculate the estimated costs of providing the service under consideration. 13. Provide on-site training to enable staff to update fees on an annual basis. 14. Prepare a final fee study report and provide ten bound copies, one unbound copy and a single PDF file of the plan that can be made available to City staff via the intranet to the City. Any Master fee schedule revisions developed shall also be made available to the City on CD/ROM and/or electronically, providing the ability to add or delete and/or update information as needed. 15. Project Budget for the Comprehensive Fee Study-a description of the project budget itemized according to individual tasks. Project budget should include:  A project schedule with activities, milestones, and deliverables.  Project budget defined, at minimum, as follows: i) By task with a collective total by milestone and deliverable; ii) Labor rates for all project team members; iii) General overhead rates; iv) Costs for expenses such as printing, travel and attendance at meetings.  Proposed services to be referred to a sub-contracted, anticipated sub-contractors and anticipated costs for these services. 16. Consult with the City staff should it become necessary to defend the City's User Fees as a result of any legal or other challenge. *THIS DOCUMENT MUST BE COMPLETED, EXECUTED AND SUBMITTED WITH THE PROPOSAL FORM* THE REPRESENTATIVES MADE HEREIN ARE MADE UNDER PENALTY OF PERJURY NO PROPOSAL IS VALID UNLESS SUBMITTED ON THIS FORM AND SIGNED BY AUTHORIZED AGENT FOR YOUR COMPANY. SUBMITTED BY: COMPANY NAME: ADDRESS: CITY: STATE: ZIP: _ TELEPHONE: EMAIL: SIGNATURE: (Authorized Agent) NAME: (Please Print) TITLE: DATE: NOTE: If proposer is a corporation, the legal name of the corporation shall be set forth above, together with the signature of authorized officers or agents; if bidder is a partnership, the true name of the firm shall be set forth above, together with the signature of the partnership; and if bidder is an individual, his signature shall be placed above. Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 19 of 21 PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this _____ day of ____________, 2014, by and between the CITY OF BOZEMAN, MONTANA, a self governing municipal corporation organized and existing under its Charter and the laws of the State of Montana, 121 North Rouse Street, Bozeman, Montana, with a mailing address of PO Box 1230, Bozeman, MT 59771, hereinafter referred to as “City,” and, ____________, _______________, hereinafter referred to as “Contractor.” 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 Attachment “A” and by this reference made a part hereof. 2. Term/Effective Date: This Agreement is effective upon the date of its execution [and will terminate on the _____ day of ______________, 201_]. 3. Scope of Work: 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 a Scope of Services. Any alteration or deviation from the described services that involves additional costs above the Agreement amount will be performed by Contractor after written request by the City, and will become an additional charge over and above the amount listed in the Scope of Services. The City must agree in writing upon any additional charges. 5. Contractor’s Representations: To induce City to enter into this Agreement, Contractor makes the following representations: 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, Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 20 of 21 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 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. 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, MCA, and the Occupational Disease Act of Montana, Title 39, Chapter 71, MCA. Contractor shall maintain workers’ compensation coverage for all members and employees of Contractor’s business, except for those members who are exempted by law. Contractor shall furnish the City with copies showing one of the following: (1) a binder for workers’ compensation coverage by an insurer licensed and authorized to provide workers’ compensation insurance in the State of Montana; or (2) proof of exemption from workers’ compensation granted by law for independent contractors. Contractor shall 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. Contractor shall post a legible statement of all wages and fringe benefits to be paid to the Contractor’s employees and the frequency of such payments (i.e., hourly wage employees shall be paid weekly). Such posting shall be made in a prominent and accessible location at the Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 21 of 21 Contractor’s normal place of business and shall be made no later than the first day of services provided under this Agreement. Such posting shall be removed only upon expiration or termination of this Agreement. 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 and 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; (ii) any negligent, reckless, or intentional misconduct of any of the Contractor’s agents; or (iii) the negligent, reckless, or intentional misconduct of any other third party. 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 willful 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 indemnities’ which would otherwise exist as to such indemnities’. Contractor’s indemnity under this Section shall be without regard to and without any right to contribution from any insurance maintained by City. Should any indemnity described herein 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 indemnity 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 indemnity for a claim(s) or any portion(s) Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 22 of 21 thereof. In the event of an action filed against 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 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. 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 subsection (a) of 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 and 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; $2,000,000 annual aggregate; and  Professional Liability - $1,000,000 per claim; $2,000,000 annual aggregate. The above amounts shall be exclusive of defense costs. 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 sixty (60) day notice of cancellation or non-renewal. The City must approve all insurance Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 23 of 21 coverage and endorsements prior to the Contractor commencing work. 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 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 Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 24 of 21 or immediately in progress. c. In the event of a termination pursuant to this Section 13, 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 13(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 ten (10) 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: a. City’s Representative: The City’s Representative for the purpose of this Agreement shall be _________________ (insert job title) 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 James Goehrung as 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 listed above and may receive approvals or authorization from such persons. Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 25 of 21 b. Contractor’s Representative: The Contractor’s Representative for the purpose of this Agreement shall be _____________________ or such other individual as Contractor shall designate in writing. Whenever direction to or communication with Contractor is required by this Agreement, such direction or communication shall be directed to Contractor’s Representative; provided, however, that in exigent circumstances when Contractor’s Representative is not available, City may direct its direction or communication to other designated Contractor personnel or agents. 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: 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. The Contractor shall require these nondiscrimination terms of its sub- Contractors providing services under this agreement. Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 26 of 21 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 his 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 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 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: 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 Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 27 of 21 notice shall be entitled to reasonable attorney's fees and costs, including fees, salary, and costs of in-house counsel to include City Attorney. 20. Taxes: Contractor is obligated to pay all taxes of any kind or nature and make all appropriate employee withholdings. 21. Dispute Resolution: a. Any claim, controversy, or dispute between the parties, their agents, employees, or representatives shall be resolved first by negotiation between senior-level personnel from each party duly authorized to execute settlement agreements. Upon mutual agreement of the parties, the parties may invite an independent, disinterested mediator to assist in the negotiated settlement discussions. b. If the parties are unable to resolve the dispute within thirty (30) days from the date the dispute was first raised, then such dispute may only be resolved in a court of competent jurisdiction in compliance with the Applicable Law provisions of this Agreement. 22. Survival: Contractor’s indemnification shall survive the termination or expiration of this Agreement for the maximum period allowed under applicable law. 23. Headings: The headings used in this Agreement are for convenience only and are not be construed as a part of the Agreement or as a limitation on the scope of the particular paragraphs to which they refer. 24. Severability: If any portion of this Agreement is held to be void or unenforceable, the balance thereof shall continue in effect. 25. Applicable Law: The parties agree that this Agreement is governed in all respects by the laws of the State of Montana. 26. Binding Effect: This Agreement is binding upon and inures to the benefit of the heirs, legal representatives, successors, and assigns of the parties. 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. Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 28 of 21 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 therein 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. **** END OF AGREEMENT EXCEPT FOR SIGNATURES **** IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and year first above written. CITY OF BOZEMAN, MONTANA ____________________________________ CONTRACTOR (Type Name Above) By________________________________ By__________________________________ Chris Kukulski, City Manager Print Name: Print Title: ____________________________ APPROVED AS TO FORM: By_______________________________ Greg Sullivan, Bozeman City Attorney Professional Services Agreement for Comprehensive Master User Fee Study FY 2014 – FY 2016 Page 29 of 21 Statement of Non-discrimination – Attachment B Each entity shall include a provision requiring submitting entity to affirm in writing it will not discriminate on the basis of race, color, religion, creed, sex, age, marital status, national origin, or because of actual or perceived sexual orientation, gender identity or disability and recognizing the eventual contract will contain a provision prohibiting discrimination as described above and this prohibition on discrimination shall apply to the hiring and treatment or proposer’s employees and to all subcontracts. (name of entity submitting) hereby affirms it will not discriminate on the basis of race, color, religion, creed, sex, age, marital status, national origin, or because of actual or perceived sexual orientation, gender identity or disability and recognizing the eventual contract will contain a provision prohibiting discrimination as described above and this prohibition on discrimination shall apply to the hiring and treatment or bidder’s employees and to all subcontracts. Name and title of person authorized to sign on behalf of submitter