Notice of Request for Proposals Wayfinding 12-2011Notice of Request for Proposals
The City of Kalispell is seeking proposals for final design, placement and construction
specification for a downtown and citywide Wayfinding Signage System. The chosen offeror will
be expected to provide a schedule of delivery to complete a series of tasks including the
requirement that the downtown wayfinding system through Stage 4 be completed by May 15th
2012. Interested parties may find the complete request for proposals [RFP] on the City of
Kalispell website at..www.Wis ecorn or may obtain a paper copy of the RFP at the City Hall
Office of Community Development, 201 First Avenue East, Kalispell, MT 59901. Proposal
must be submitted to the City Clerk at 201 First Avenue East, Kalispell, Montana, 59901 by 2
p.m. local time, January 16, 2012.
Publish Date: December 15, 2011
City of Kalispell
Post Office Box 1997 - Kalispell, Montana 59903
Telephone: (406) 758-7701 Fax: (406) 758-7758
REQUEST FOR PROPOSAL
FOR
KALISPELL DOWNTOWN AND CITYWIDE WAYFINDING SYSTEMS
RFP# KALISPELL 12-2011
TABLE OF CONTENTS
Page
Scheduleof Events.................................................................................................................... 2
Section 1— General Information............................................................................................ 2
Section 2 — RFP Standard Information.................................................................................. S
Section 3 — Scope of Services................................................................................................. 7
Section 4 — Offeror Qualifications......................................................................................... 10
SectionS — Cost Proposal....................................................................................................... 11
Section 6 — Evaluation Process.............................................................................................. 11
Appendix A — Standard Terms and Conditions................................................................... 14
Appendix B—Sample Contract.............................................................................................. 18
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SCHEDULE OF EVENTS
EVENT DATE
RFPIssue Date.......................................................................................................................December 15, 2011
Pre -Proposal Conference....................................................................................................December 21, 2011
Deadline for Receipt of Written Questions......................................................................December 23, 2011
Deadline for Posting Written Responses to website ......................................................December 30, 2011
RFPResponse Due Date.......................................................................................................January 16, 2012
Notification of Offeror Interviews*...................................................................................January 24, 2012
Offeror Interviews*..............................................................................................................Week of January 30, 2012
Intended Date for Contract Award*..................................................................................February 3, 2012
*Dates above identified by an asterisk are included for planning purposes. These dates are subject to
change.
SECTION 1: INTRODUCTION AND INSTRUCTIONS
1.1 INTRODUCTION
The City of Kalispell is requesting proposals for design of a systematic wayfinding signage program for the
downtown area of Kalispell and the larger, citywide area.
1.2 CONTRACT PERIOD
The contract period is one year, beginning February 3, 2012, and ending February 3, 2013 inclusive. The parties
may mutually agree to a renewal of this contract in one-year intervals. This contract, including any renewals,
may not exceed a total of four years, at the option of the City of Kalispell.
1.3 SINGLE POINT OF CONTACT
Katharine Thompson, Community Development Manager, City of Kalispell
Email address: kthompson@kalispell.com
1.4 REQUIRED REVIEW
1.4.1 Review RFP. Offerors shall promptly notify Katharine Thompson via e-mail or in writing of any
ambiguity, inconsistency, unduly restrictive specifications, or error which they discover. In this notice, the
offeror shall include any terms or requirements within the RFP that preclude the offeror from responding or add
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unnecessary cost. Offerors shall provide an explanation with suggested modifications. The notice must be
received by the deadline for receipt of inquiries set forth below.
1.4.2 Form of Questions. Offerors having questions or requiring clarification or interpretation of any
section within this RFP must address these issues via e-mail or in writing to the RFP contact listed above on or
before December 23, 2011 at 5:00pm. Offerors must submit questions via email. Clear reference to the section,
page, and item in question must be included. Questions received after the deadline may not be considered.
1.4.3 Response. A written response will be provided by December 30, 2011 at 5:00pm to all questions
received by the December 23rd deadline. The response will be by written addendum and will be posted on the
website with the RFP at www.kalispell.com/clerk/protects open by the close of business on the date listed. Any
other form of interpretation, correction, or change to this RFP will not be binding upon the City of Kalispell.
Offerors shall sign and return with their RFP response an Acknowledgment of Addendum for any addendum
issued.
1.5 PRE -PROPOSAL CONFERENCE/CONFERENCE CALL
Pre -Proposal Conference/Conference Call will be conducted on December 21, 2011 at 2:00pm at first floor
conference room at Kalispell City Hall. Offerors are encouraged to use this opportunity to ask clarifying
questions, obtain a better understanding of the project, and to notify Katharine Thompson of any ambiguities,
inconsistencies, or errors discovered upon examination of this RFP. All responses to questions during the Pre -
Proposal Conference/Conference Call will be oral and in no way binding on the City of Kalispell. Participation in
the Pre -Proposal Conference/Conference Call is optional; however, it is advisable that all interested parties
participate.
Offerors wishing to attend the pre -proposal conference via webinar should email kthompson@kalispell.com for
call -in instructions.
1.6 GENERAL REQUIREMENTS
1.6.1 Acceptance of Standard Terms and Conditions/Contract. By submitting a response to this RFP,
offeror accepts the standard terms and conditions and contract set out in Appendices A and B, respectively.
Offerors requesting additions or exceptions to the standard terms and conditions, contract terms, shall submit
them to Katharine Thompson by the date in Section 1.4.2. A request must be accompanied by an explanation
why the exception is being sought and what specific effect it will have on the offeror's ability to respond to the
RFP or perform the contract. The evaluation committee reserves the right to address nonmaterial requests for
exceptions to the standard terms and conditions and contract language with the highest scoring offeror during
contract negotiation.
Katharine Thompson shall identify any revisions to the standard terms and conditions and contract language in a
written addendum issued for this RFP. The addendum will apply to all offerors submitting a response to this RFP
and will be posted on the website at www.kalispell.com/clerk/projects open.
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1.6.2 Resulting Contract. This RFP and any addenda, the offeror's RFP response, including any
amendments, a best and final offer (if any), and any clarification question responses shall be incorporated by
reference in any resulting contract.
1.6.3 Understanding of Specifications and Requirements. By submitting a response to this RFP, offeror
acknowledges it understands and will comply with the RFP specifications and requirements including acceptable
maximum estimated budget.
1.6.4 Offeror's Signature. Offeror's proposal must be signed in ink by an individual authorized to legally
bind the offeror. The offeror's signature guarantees that the offer has been established without collusion.
Offeror shall provide proof of authority of the person signing the RFP upon evaluation committee's request.
1.6.5 Offer in Effect for 120 Calendar Days. Offeror agrees that it may not modify, withdraw, or cancel
its proposal for a 120-day period following the RFP due date, or receipt of best and final offer, if required.
1.7 SUBMITTING A PROPOSAL
1.7.1 Organization of Proposal. If making reference to materials located in another section of the
proposal, specific page numbers and sections must be noted. The Evaluation Committee is not required to
search through the proposal or literature to find a response.
1.7.2 Failure to Comply with Instructions. Offerors failing to comply with these instructions may be
subject to point deductions. Further, the evaluation committee may deem a proposal nonresponsive or
disqualify it from further consideration if it does not follow the response format, is difficult to read or
understand, or is missing requested information.
1.7.3 Partnerships. Partnerships will be considered although one party in the partnership must be
designated as the single point of contact and be responsible to respond to any questions or follow-up required
as part of the RFP process.
1.7.4 Copies Required and Deadline for Receipt of Proposals. Offerors must submit one original
proposal and three copies to the City of Kalispell. The City reserves the right to request an electronic copy of the
RFP response.
EACH PROPOSAL MUST BE SEALED AND LABELED ON THE OUTSIDE OF THE PACKAGE clearly indicating it is in
response to RFP# KALISPELL 12-2011. Proposals must be received by the City Clerk at Kalispell City Hall prior to
2:00 p.m., Mountain Time, January 15, 2012. Offeror is solely responsible for assuring delivery to this office by
the designated time. Facsimile responses to this RFP will not be accepted.
1.7.5 Late Proposals. Regardless of cause, the evaluation committee shall not accept late proposals.
Such proposals will automatically be disqualified from consideration. Offeror may request the committee
return the proposal at offeror's expense or the committee will dispose of the proposal if requested by the
offeror. (See Administrative Rules of Montana (ARM) 2.5.509.)
1.8 COSTS/OWNERSHIP OF MATERIALS
1.8.1 Preparation Costs. Offeror is solely responsible for all costs it incurs prior to contract execution.
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1.8.2 Ownership of Timely Submitted Materials. The City of Kalispell shall own all materials submitted
in response to this RFP.
SECTION 2: RFP STANDARD INFORMATION
2.1 AUTHORITY
The RFP is issued under 18-4-304, Montana Code Annotated (MCA) and ARM 2.5.602. The RFP process is a
procurement option allowing the award to be based on stated evaluation criteria. The RFP states the relative
importance of all evaluation criteria. The evaluation committee shall use only the evaluation criteria outlined in
this RFP.
2.2 OFFEROR COMPETITION
The City of Kalispell encourages free and open competition to obtain quality, cost-effective services and
supplies.
2.3 RECEIPT OF PROPOSALS AND PUBLIC INSPECTION
2.3.1 Public Information. Subject to exceptions provided by Montana law, all information received in
response to this RFP, including copyrighted material, is public information. Proposals will be made available for
public viewing and copying shortly after the proposal due date and time. The exceptions to this requirement
are: (1) bona fide trade secrets meeting the requirements of the Uniform Trade Secrets Act, Title 30, chapter 14,
part 4, MCA, that have been properly marked, separated, and documented; (2) matters involving individual
safety as determined by the evaluation committee; and (3) other constitutional protections. See 18-4-304, MCA.
The City of Kalispell provides a copier for interested parties' for a fee. The interested party is responsible for the
cost of copies and to provide personnel to do the copying.
2.3.2 Review of Proposals. Upon opening the proposals in response to this RFP the evaluation
committee reviews the proposals for information that meets the exceptions in Section 2.3.1, providing the
following conditions have been met:
• Confidential information (including any provided in electronic media) is clearly marked and
separated from the rest of the proposal.
• The proposal does not contain confidential material in the cost or price section.
• An affidavit from the offeror's legal counsel attesting to and explaining the validity of the trade
secret claim as set out in Title 30, chapter 14, part 4, MCA, is attached to each proposal
containing trade secrets. Counsel must use the State of Montana "Affidavit for Trade Secret
Confidentiality" form in requesting the trade secret claim. This affidavit form is available on the
OneStop Vendor Information website at: http://svc.mt.gov/gsd/OneStop/GSDDocuments.aspx
or by calling (406) 444-2575.
Information separated out under this process will be available for review only by the evaluation committee
members, and limited other designees. Offerors shall pay all of its legal costs and related fees and expenses
associated with defending a claim for confidentiality should another party submit a "right to know" (open
records) request.
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2.4 CLASSIFICATION AND EVALUATION OF PROPOSALS
2.4.1 Initial Classification of Proposals as Responsive or Nonresponsive. The evaluation committee
shall initially classify all proposals as either "responsive" or "nonresponsive" (ARM 2.5.602). The committee may
deem a proposal nonresponsive if: (1) any of the required information is not provided; (2) the submitted price is
found to be excessive or inadequate as measured by the RFP criteria; or (3) the proposal does not meet RFP
requirements and specifications. The evaluation committee may find any proposal to be nonresponsive at any
time during the procurement process. If the evaluation committee deems a proposal nonresponsive, it will not
be considered further.
2.4.2 Determination of Responsibility. The evaluation committee will determine whether an offeror
has met the standards of responsibility consistent with ARM 2.5.407. An offeror may be determined
nonresponsible at any time during the procurement process if information surfaces that supports a
nonresponsible determination. If an offeror is found nonresponsible, the evaluation committee will notify the
offeror by mail. The determination will be made a part of the procurement file.
2.4.3 Evaluation of Proposals. An evaluation committee will evaluate all responsive proposals based on
stated criteria and recommend award to the highest scoring offeror. The evaluation committee may initiate
discussion, negotiation, or a best and final offer. In scoring against stated criteria, the evaluation committee
may consider such factors as accepted industry standards and a comparative evaluation of other proposals in
terms of differing price and quality. These scores will be used to determine the most advantageous offering. If
an evaluation committee meets to deliberate and evaluate the proposals, the public may attend and observe
the committee's deliberations.
2.4.4 Completeness of Proposals. Selection and award will be based on the offeror's proposal and
other items outlined in this RFP. Proposals may not include references to information such as Internet websites.
Information or materials presented by offerors outside the formal response or subsequent discussion,
negotiation, or best and final offer, if requested, will not be considered, will have no bearing on any award, and
may result in the offeror being disqualified from further consideration.
2.4.5 Opportunity for Discussion and/or Oral Presentation. After receipt of proposals and prior to the
recommendation of award, the evaluation committee may initiate discussions with one or more offerors should
clarification or negotiation be necessary. Offerors may also be required to make an oral presentation to clarify
their RFP response or to further define their offer. In either case, offerors should be prepared to send qualified
personnel to Kalispell, Montana, to discuss technical and contractual aspects of their proposal. Oral
presentations, if requested, shall be at the offeror's expense.
2.4.6 Best and Final Offer. Under Montana law, the evaluation committee may request a best and final
offer if additional information is required to make a final decision. The evaluation committee reserves the right
to request a best and final offer based on price/cost alone.
2.4.7 Request for Documents Notice. The evaluation committee's recommendation will request from
the highest scoring offeror the required documents and information, such as insurance documents, contract
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performance security, an electronic copy of any requested material (e.g., proposal, response to clarification
questions, and/or best and final offer), and any other necessary documents. Receipt of this request does not
constitute a contract and no work may begin until a contract signed by all parties is in place. The evaluation
committee will notify all other offerors of the final selection.
2.4.8 Contract Execution. Upon receipt of all required materials, a contract (Appendix B) incorporating
the Standard Terms and Conditions (Appendix A), as well as the highest scoring offeror's proposal, will be
provided to the highest scoring offeror for signature. The highest scoring offeror will be expected to accept and
agree to all material requirements contained in Appendices A and B of this RFP. If the highest scoring offeror
does not accept all material requirements, the evaluation committee may move to the next highest scoring
offeror, or cancel the RFP. Work under the contract may begin when the contract is signed by all parties.
2.5 RIGHTS RESERVED
While the evaluation committee has every intention to award a contract resulting from this RFP, issuance of the
RFP in no way constitutes a commitment by the committee to award and execute a contract. Upon a
determination such actions would be in its best interest, the evaluation committee, in its sole discretion,
reserves the right to:
• Cancel or terminate this RFP (18-4-307, MCA);
• Reject any or all proposals received in response to this RFP (ARM 2.5.602);
• Waive any undesirable, inconsequential, or inconsistent provisions of this RFP that would not
have significant impact on any proposal (ARM 2.5.505);
• Not award a contract, if it is in the evaluation committee's best interest not to proceed with
contract execution (ARM 2.5.602); or
• If awarded, terminate any contract if the City of Kalispell determines adequate funds are not
available (18-4-313, MCA).
SECTION 3: SCOPE OF SERVICES
3.1 General Overview
Kalispell, Montana is the center of government, commerce, retail, and tourism in Flathead County. It is also the
home of Flathead Valley Community College, three museums, a historic downtown and is the jumping off point
for millions of visitors to Glacier National Park each year. Recently, a significant portion of the U.S. Highway 93
alternate route was built and the remainder is expected to be built in the next several years.
3.2 Project Description
The City of Kalispell is the recipient of a Preserve America grant administered by the National Park Service to
fund this project, and, offerers must adhere to the Secretary of Interior's Standards for Archeology and Historic
Preservation and Standards for the Treatment of Historic Properties.
In October 2011, Cygnet Strategies completed a wayfinding signage report for downtown and the city-wide area
of Kalispell titled, "Downtown Kalispell Wayfinding Preliminary System Development" and "Kalispell Citywide
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Wayfinding Preliminary System Development". These documents included on -site assessment of current
signage and initial list and map of recommended signage types, locations and messaging.
Representatives from the City of Kalispell, the Kalispell Business Improvement District, Kalispell Downtown
Association and the Kalispell Convention and Visitor Bureau, among other stakeholders, thoroughly reviewed
the report's findings and decided it is to Kalispell's benefit to move forward with the creation of a wayfinding
system design, delineation of sign type and placements and development of bid documents for the purpose of
implementing the project initiated thus far.
The intention of the proposed downtown and citywide wayfinding signage programs is to welcome and guide
motorists from the interstate highways within the Flathead Valley to and from downtown destinations and area
attractions. This project distinguishes between the downtown and citywide areas with downtown bounded by
Center Street to the north, the Flathead County Courthouse to the south and the First Avenues east and west.
The citywide area is considered all other areas within Kalispell city limits. The signage will also direct pedestrians
within the city to areas of interest including amenities such as parks, trails, historical sites and museums.
3.2.1 Project Goals
• To improve and influence vehicular, bicycle and pedestrian navigation to a variety of destinations
• To help people navigate the downtown environment
• To enhance the perception of Kalispell and its offerings
• To encourage greater visitation to and between downtown and area attractions
• To assist drivers with finding parking in downtown
• To replace existing wayfinding signs with a new, cohesive and recognizable system
3.3 Work Completed
The wayfinding development effort began in the summer of 2011 and the Cygnet Strategies report established
the following:
• Need to replace existing directional and parking signage created by various sources that are worn and in
disrepair, conflicting, cluttered, discordant
• Established goals and objectives of a cohesive downtown and city-wide wayfinding system, decision
points, project area parameters and responsibilities
• Identified components of existing signage system with photographic documentation
• Created preliminary list of recommended sign types and locations based on new criteria
• Creation of an interactive map
3.4 Scope of Services
The City of Kalispell now seeks proposals for final design, placement and construction specification for a
downtown and citywide wayfinding signage system. The chosen offeror will be expected to provide a schedule
of delivery to complete the following tasks including the requirement that the downtown wayfinding system
through Stage 4 be completed by May 15", 2012.
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3.4.1 Stage 1: Design Concepts — Downtown and Citywide Systems
A. Review and understand the preliminary work accomplished in October 2011 as a basis for
continuation of the process without duplication of effort.
B. Develop design concepts including recommendations for messaging, typography, colors and size for
all potential sign types recognizing new design developments and current trends.
C. Use city, state and federal regulations as required and work with governmental representatives as
necessary.
D. Incorporate the historic downtown logo and Kalispell CVB logo/brand elements in the wayfinding
signage system. Also, consider a modular message format for flexibility.
E. Research and make recommendations of city, state and federal funds available for wayfinding
signage.
F. Present a minimum of three (3) design concepts to project management for review and comment.
Hold two public meetings and solicit feedback. Incorporate agreed upon changes and refine designs.
3.4.2 Stage 2: Final Design — Downtown and Citywide Systems
A. Refine the selected conceptual direction including color, typography, messaging, materials and
finishes.
B. Develop full-size mock-ups of typical sign types for onsite review of legibility at projected reading
distances and speeds, color clarity and other human factors.
C. Present highly -developed designs in a public forum
D. Revise final designs and present to project management for approval to proceed with design
documents.
3.4.3 Stage 3: System Design — Downtown and Citywide Systems
A. Create recommended schedule of sign types, quantity and location plan and present to project
management for review and comment.
B. Present highly -developed system schedule showing agreed upon sign types and mapped locations to
present to board for final approval.
C. Costs for stage 3 will be presented as separate sub -components: Downtown and Citywide. Timing of
the start and completion of the two projects will span across multiple fiscal years and be contracted
individually.
3.4.4 Stage 4: Bid Documentation — Downtown and Citywide Systems
A. Create scaled drawings detailing color palette, materials, graphics, message, typography and size
B. Provide digital design files documenting a set of typical signs for fabrication of prototypes
C. Compile detailed statement of probable costs for fabrication and installation
D. Work with project management to develop implementation priorities and phasing, as needed. Costs
for Stage 4 will be presented as two separate sub -components: Downtown and Citywide. Timing of the
start and completion of the two projects may span across multiple fiscal years and will be contracted
individually.
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SECTION 4: OFFEROR QUALIFICATIONS
4.1 RIGHT TO INVESTIGATE AND REJECT
The evaluation committee may make such investigations as deemed necessary to determine the offeror's
ability to perform the services specified. The evaluation committee reserves the right to reject a proposal if the
information submitted by, or investigation of, the offeror fails to satisfy the evaluation committee that the
offeror is properly qualified to perform the obligations of the contract. This includes the committee's ability to
reject the proposal based on negative references.
4.2 OFFEROR QUALIFICATIONS
To enable the evaluation committee to determine the capabilities of an offeror to perform the services
specified in the RFP, the offeror shall respond to the following regarding its ability to meet the committee's
requirements.
4.2.1 References. Offeror shall provide a minimum of three references that are using or have used
services of the type proposed in this RFP. At a minimum, the offeror shall provide the company name, location
where the services were provided, contact person(s), contact telephone number, e-mail address, and a
complete description of the services provided, and dates of service. These references may be contacted to
verify offeror's ability to perform the contract. The evaluation committee reserves the right to use any
information or additional references deemed necessary to establish the ability of the offeror to perform the
contract.
4.2.2 Company Profile and Experience. Offeror shall provide documentation establishing the
individual or company submitting the proposal has the qualifications and experience to provide the services
specified in this RFP, including, at a minimum:
a detailed description of any similar past projects, including the service type and dates the services
were provided;
• the client for whom the services were provided; and
general description of the firm including its primary source of business, organizational structure
and size, number of employees, years of experience performing services similar to those described
within this RFP.
4.2.3 Team Members. A resume or summary of qualifications, work experience, education, and skills
must be provided for all key team members, including any subcontractors, who will be performing any aspects
of the contract. Include years of experience providing services similar to those required; education; and
certifications where applicable. Identify what role each person would fulfill in performing work identified in this
RFP.
4.2.4 Proposed Scope of Services. Proposed scope of services must be provided, demonstrating an
understanding of the project and its objectives including a description of methods, procedures and timeline.
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4.2.5 Schedule for completion and fees/costs. Offeror must include a schedule for completion of
stages 1 through 4 and fee/costs for services based on each stage of the project with a break-out of costs for
downtown versus citywide systems in Stages 3 and 4.
4.2.6 Interview. The evaluation committee reserves the right to request oral interviews if deemed
necessary by the committee. Offerors must be prepared to have the key personnel assigned to this project
complete an interview in Kalispell, Montana. The Stage Two interviews may be requested of: (1) only the
highest scoring offeror; (2) all offerors within 20% of the highest scoring offeror; or (3) all offerors who are
deemed to have a passing score prior to the interview process, at the evaluation committee's discretion. The
evaluation committee reserves the right to adjust the percentages if need be.
SECTION 5: COST PROPOSAL
5.1 TOTAL PROJECT BUDGET
Estimated total budget for Stages 1 through 4 (Downtown and Citywide systems) is $35,000. Exceeding the
maximum amount will disqualify the response from further consideration.
5.2 BREAKOUT OF PROPOSED COSTS/FEES
Costs should be broken out by Stages and include narrative justification
Stage 1: Downtown and Citywide systems together
Stage 2: Downtown and Citywide systems together
Stage 3: Downtown system
Citywide system
Stage 4: Downtown system
Citywide system
5.3 INVOICING
Invoicing schedule as follows:
At completion of Stage 1
At completion of Stage 2
Stage 3 — downtown and citywide systems contracts will separate and begin on different dates.
Once work on a system has begun invoicing for that system should be submitted per deliverable.
Stage 4 - downtown and citywide systems contracts will separate and begin on different dates.
Once work on a system has begun invoicing for that system should be submitted per deliverable.
SECTION 6: EVALUATION PROCESS
The evaluation committee will review and evaluate the offers according to the following criteria based on a
total number of 1000 points.
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The References, Company Profile and Experience, Team Members, Proposed Scope of Services, Completion
and Cost Proposal, and Interview portions of the proposal will be evaluated based on the following scoring
guide.
Any response that fails to achieve a minimum score will be eliminated from further consideration. A "fail"
for any individual evaluation criterion may result in proposal disqualification at the discretion of the
evaluation committee.
SCORING GUIDE
In awarding points to the evaluation criteria, the evaluator/evaluation committee will consider the following
guidelines:
Superior Response (95-100%): A superior response is an exceptional reply that completely and
comprehensively meets all of the requirements of the RFP. In addition, the response may cover areas not
originally addressed within the RFP and/or include additional information and recommendations that would
prove both valuable and beneficial to the project.
Good Response (75-94%): A good response clearly meets all the requirements of the RFP and demonstrates
in an unambiguous and concise manner a thorough knowledge and understanding of the project, with no
deficiencies noted.
Fair Response (60-74%): A fair response minimally meets most requirements set forth in the RFP. The
offeror demonstrates some ability to comply with guidelines and requirements of the project, but
knowledge of the subject matter is limited.
Failed Response (59% or less): A failed response does not meet the requirements set forth in the RFP. The
offeror has not demonstrated sufficient knowledge of the subject matter.
6.2 EVALUATION CRITERIA
6.2.1 Stage One Evaluation Criteria
Based on a maximum possible value of 900 points, the evaluation committee will review and
evaluate the offers according to the following criteria:
Category Section of RFP Point Value
Scope of Services Possible 250 points
Methods
VMS .51WFEW
Timeline
3.2 — 3.4.4
3.2 — 3.4.4
3.2 — 3.4.4
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Category
Section of RFP
Point Value
Company Qualifications
Possible 250 points
References 4.2.1 Pass/Fail
Years of Relevant Experience 4.2.2
Relevant Past Projects 4.2.2
Resumes Possible 100 points
Key Team Members Qualifications
4.2.3
Cost Proposal Possible 250 points
Cost Proposal
5.0
Written Proposal Possible 50 points
Offeror's written response to this RFP will be evaluated
in its entirety in terms of completeness, responsiveness,
clarity, quality of writing and overall layout.
6.2.2 Stage Two Evaluation Criteria - Optional
If deemed necessary by the evaluation committee, stage two proposals will be requested to
participate in an oral interview. Based on a maximum possible value of 100 points, the oral interview will
review and evaluate the following criteria:
Category Section of RFP Point Value
Oral Interviews Possible 100 points
Oral Interview 4.2.6
Offeror will be evaluated by clarity of presentation,
ability to address evaluation committee questions,
ability to articulate the company's capabilities, overall
presentation/style/tone/ professionalism.
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APPENDIX A: STANDARD TERMS AND CONDITIONS
By submitting a response to this invitation for bid, request for proposal, limited solicitation, or acceptance
of a contract, the vendor agrees to acceptance of the following Standard Terms and Conditions and any
other provisions that are specific to this solicitation or contract.
ACCEPTANCE/REJECTION OF BIDS, PROPOSALS, OR LIMITED SOLICITATION RESPONSES: The City of
Kalispell reserves the right to accept or reject any or all bids, proposals, or limited solicitation responses,
wholly or in part, and to make awards in any manner deemed in the best interest of the City. Bids,
proposals, and limited solicitation responses will be firm for 120 days.
ACCESS AND RETENTION OF RECORDS: The contractor agrees to provide the City of Kalispell, Montana
Legislative Auditor, or their authorized agents, access to any records necessary to determine contract
compliance. (Section 18-1-118, MCA). The contractor agrees to create and retain records supporting the
services rendered or supplies delivered for a period of three years after either the completion date of the
contract or the conclusion of any claim, litigation, or exception relating to the contract taken by the City of
Kalispell or third party.
ALTERATION OF SOLICITATION DOCUMENT: In the event of inconsistencies or contradictions between
language contained in the solicitation document and a vendor's response, the language contained in the
original solicitation document will prevail. Intentional manipulation and/or alteration of solicitation
document language will result in the vendor's disqualification and possible debarment.
ASSIGNMENT, TRANSFER AND SUBCONTRACTING: The contractor shall not assign, transfer or subcontract
any portion of the contract without the express written consent of the City of Kalispell. (Section 18-4-141,
MCA.)
AUTHORITY: The attached bid, request for proposal, limited solicitation, or contract is issued under
authority of Title 18, Montana Code Annotated, and the Administrative Rules of Montana, Title 2, chapter 5.
COMPLIANCE WITH LAWS: The contractor must, in performance of work under the contract, fully comply
with all applicable federal, state, or local laws, rules and regulations, including the Montana Human Rights
Act, the Civil Rights Act of 1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of
1990, and Section 504 of the Rehabilitation Act of 1973. Any subletting or subcontracting by the contractor
subjects subcontractors to the same provision. In accordance with section 49-3-207, MCA, the contractor
agrees that the hiring of persons to perform the contract will be made on the basis of merit and
qualifications and there will be no discrimination based upon race, color, religion, creed, political ideas, sex,
age, marital status, physical or mental disability, or national origin by the persons performing the contract.
CONFORMANCE WITH CONTRACT: No alteration of the terms, conditions, delivery, price, quality, quantities,
or specifications of the contract shall be granted without prior written consent of the City of Kalispell.
Supplies delivered which do not conform to the contract terms, conditions, and specifications may be
rejected and returned at the contractor's expense.
14
DEBARMENT: The contractor certifies, by submitting this bid or proposal, that neither it nor its principals are
presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from
participation in this transaction (contract) by any governmental department or agency. If the contractor
cannot certify this statement, attach a written explanation for review by the City of Kalispell.
DISABILITY ACCOMMODATIONS: The City of Kalispell does not discriminate on the basis of disability in
admission to, access to, or operations of its programs, services, or activities. Individuals who need aids,
alternative document formats, or services for effective communications or other disability related
accommodations in the programs and services offered are invited to make their needs and preferences
known to this office. Interested parties should provide as much advance notice as possible.
FACSIMILE RESPONSES: Facsimile responses will not be accepted for invitations for bids, small purchases, or
limited solicitation only with prior approval. Facsimile responses to request for proposals are not accepted
for RFP# KALISPELL 11-2011.
FAILURE TO HONOR BID/PROPOSAL: If an offeror to whom a contract is awarded refuses to accept the
award or fails to deliver in accordance with the contract terms and conditions, the City of Kalispell may, in its
discretion, suspend the bidder/offeror for a period of time from entering into any contracts with the City of
Kalispell.
FORCE MAJEURE: Neither party shall be responsible for failure to fulfill its obligations due to causes beyond
its reasonable control, including without limitation, acts or omissions of government or military authority,
acts of God, materials shortages, transportation delays, fires, floods, labor disturbances, riots, wars, terrorist
acts, or any other causes, directly or indirectly beyond the reasonable control of the nonperforming party,
so long as such party is using its best efforts to remedy such failure or delays.
HOLD HARMLESS/INDEMNIFICATION: The contractor agrees to protect, defend, and save the City of
Kalispell, its elected and appointed officials, agents, and employees, the Kalispell Business Improvement
District, Kalispell Downtown Association, Kalispell Chamber/Convention & Visitor Bureau and Kalispell
Tourism Business Improvement District and National Park Service while acting within the scope of their
duties as such, harmless from and against all claims, demands, causes of action of any kind or character,
including the cost of defense thereof, arising in favor of the contractor's employees or third parties on
account of bodily or personal injuries, death, or damage to property arising out of services performed or
omissions of services or in any way resulting from the acts or omissions of the contractor and/or its agents,
employees, representatives, assigns, subcontractors, except the sole negligence of the State, under this
agreement.
LATE BIDS AND PROPOSALS: Regardless of cause, late bids and proposals will not be accepted and will
automatically be disqualified from further consideration. It shall be solely the vendor's risk to ensure
delivery at the designated office by the designated time. Late bids and proposals will not be opened and
may be returned to the vendor at the expense of the vendor or destroyed if requested.
PAYMENT TERM: All payment terms will be computed from the date of receipt of a properly executed
invoice. Unless otherwise noted in the solicitation document, the City of Kalispell is allowed 30 days to pay
15
such invoices. All contractors will be required to provide banking and tax identification information at the
time of contract execution in order to facilitate the City's payments.
RECIPROCAL PREFERENCE: The City of Kalispell applies a reciprocal preference against a vendor submitting a
bid from a state or country that grants a residency preference to its resident businesses. A reciprocal
preference is only applied to an invitation for bid for supplies or an invitation for bid for nonconstruction
services for public works as defined in section 18-2-401(9), MCA, and then only if federal funds are not
involved. For a list of states that grant resident preference, see
I�n9.;t;�://�sd, mt:.�;ov/F;rocuiremernt:.SeirviicesC�prefeirernces„m�c�x.
REDUCTION OF FUNDING: The City of Kalispell must terminate this contract if funds are not appropriated or
otherwise made available to support the stakeholders continuation of performance in the current or
subsequent fiscal periods. (See section 18-4-313(4), MCA.)
REFERENCE TO CONTRACT: The contract or purchase order number MUST appear on all invoices, packing
lists, packages, and correspondence pertaining to the contract.
REGISTRATION WITH THE SECRETARY OF STATE: Any business intending to transact business in Montana
must register with the Secretary of State. Businesses that are incorporated in another state or country, but
which are conducting activity in Montana, must determine whether they are transacting business in
Montana in accordance with sections 35-1-1026 and 35-8-1001, MCA. Such businesses may want to obtain
the guidance of their attorney or accountant to determine whether their activity is considered transacting
business.
If businesses determine that they are transacting business in Montana, they must register with the Secretary
of State and obtain a certificate of authority to demonstrate that they are in good standing in Montana. To
obtain registration materials, call the Office of the Secretary of State at (406) 444-3665, or visit their website
at htt�:/lsos innL ov.
SEPARABILITY CLAUSE: A declaration by any court, or any other binding legal source, that any provision of
the contract is illegal and void shall not affect the legality and enforceability of any other provision of the
contract, unless the provisions are mutually dependent.
SHIPPING: Supplies shall be shipped prepaid, F.O.B. Destination, unless the contract specifies otherwise.
SOLICITATION DOCUMENT EXAMINATION: Vendors shall promptly notify Katharine Thompson of any
ambiguity, inconsistency, or error which they may discover upon examination of a solicitation document.
TAX EXEMPTION: The State of Montana is exempt from Federal Excise Taxes (#81-0302402).
TECHNOLOGY ACCESS FOR BLIND OR VISUALLY IMPAIRED: Contractor acknowledges that no state funds
may be expended for the purchase of information technology equipment and software for use by
employees, program participants, or members of the public unless it provides blind or visually impaired
individuals with access, including interactive use of the equipment and services, that is equivalent to that
provided to individuals who are not blind or visually impaired. (Section 18-5-603, MCA.) Contact the State
Procurement Bureau at (406) 444-2575 for more information concerning nonvisual access standards.
16
TERMINATION OF CONTRACT: Unless otherwise stated, the City of Kalispell may, by written notice to the
contractor, terminate the contract in whole or in part at any time the contractor fails to perform the
contract.
U.S. FUNDS: All prices and payments must be in U.S. dollars.
VENUE: This solicitation is governed by the laws of Montana. The parties agree that any litigation concerning
this bid, request for proposal, limited solicitation, or subsequent contract, must be brought in the Eleventh
Judicial District in and for the County of Flathead, State of Montana, and each party shall pay its own costs
and attorney fees. (Section 18-1-401, MCA.)
WARRANTIES: The contractor warrants that this contract for services offered will conform to the
specifications requested, to be fit and sufficient for the purpose manufactured, of good material and
workmanship, and free from defect. Items offered must be new and unused and of the latest model or
manufacture, unless otherwise specified by the City of Kalispell. They shall be equal in quality and
performance to those indicated herein. Descriptions used herein are specified solely for the purpose of
indicating standards of quality, performance, and/or use desired. Exceptions will be rejected.
17
APPENDIX B: CONTRACT
KALISPELL DOWNTOWN AND CITYWIDE WAYFINDING SYSTEMS
RFP# KALISPELL 11-2011
1. PARTIES
THIS CONTRACT is entered into by and between the City of Kalispell (hereinafter referred to as "the City"),
whose address and hone number are iiiirmcii^iit iur:ii°;lii eec uimseui°°t clllceirme irii.fiialci,i^ii and liiuimscui°°t irfairee iif
p.)...............................................................r,)..(..................ii',.......111.....................................................................)..(......................................................................
f2„!2,t![i„uf„t2„E,,),, (hereinafter referred to as the "Contractor"), whose address and phone number are „(„iii ,isigi::,Hirt
di.i ae)and ...IL!!I.'.!L...::.!!L........ illlciiie iii„ii°m°u„�°„fir°)
1....:...:::..�1!P��:S............� e "t W' ..!��.....::....::.:....::....� ..�...� �.� ..........
THE PARTIES AGREE AS FOLLOWS:
2. EFFECTIVE DATE, DURATION, AND RENEWAL
2.1 Contract Term. This contract shall take effect upon contract execution) and terminate on
( pi°ms�iW��P,pi ,,;y), 20,J ), unless terminated earlier in accordance with the terms of this contract. (Section 18-4-
313, MCA)
2.2 Contract Renewal. This contract may, upon mutual agreement between the parties and
according to the terms of the existing contract, be renewed in one-year intervals, or any interval that is
advantageous to the State. This contract, including any renewals, may not exceed a total seven years.
3. SERVICES AND/OR SUPPLIES
Contractor agrees to provide to the City the following.(..l.i..i.i°..i.seirt .a.d..etalilk!dde^cci ictliieir°iii ...o......f......t...,.l.,.j.g
............................................................i..f..i.i..i...L�....ic.....11.l..li.i.e......c....W.
caf aicec i..,l. ti.i V,)e .fii ceiucWeii ti,i ref iu ec cciiii to fife f e µ i.i"f eiufiieiite .. ci..,ciifiueii ii�i Seetii.cii� ci.i .fe cf ICE a ect .
.....................................s.....................................................i.....................................................................................W......................................................................i.......................................................JIL.............................................................................................W.....................i..........................................IIL...............).
S. CONSIDERATION/PAYMENT
5.1 Payment Schedule. In consideration for the Wayfinding System to be provided, the City shall
pay according to the following schedule: („iii„!p!p„ „lir„I i''umy kiwlll!p„91IIII4„Illif)
5.2 Withholding of Payment., The City may withhold payments to the Contractor if the Contractor
has not performed in accordance with this contract. Such withholding cannot be greater than the additional
costs to the State caused by the lack of performance.
Section 6 is to be used as needed depending on the project. Call SPB for assistance at (406) 444-2575.
6. PREVAILING WAGE REQUIREMENTS
6.1 Montana Resident Preference. The nature of the work performed, or services provided, under
this contract meets the statutory definition of a "public works contract" in section 18-2-401, MCA. Unless
superseded by federal law, Montana law requires that contractors and subcontractors give preference to
the employment of Montana residents for any public works contract in excess of $25,000 for construction or
18
nonconstruction services in accordance with sections 18-2-401 through 18-2-432, MCA, and all
administrative rules adopted in relation to these statutes.
Unless superseded by federal law, each contractor shall ensure that at least 50% of a contractor's workers
performing labor on a construction project are bona fide Montana residents.
The Commissioner of the Montana Department of Labor and Industry has established the resident
requirements in accordance with sections 18-2-403 and 18-2-409, MCA. Any and all questions concerning
prevailing wage and Montana resident issues should be directed to the Montana Department of Labor and
Industry.
6.2 Standard Prevailing Rate of Wages. In addition, unless superseded by federal law, all
employees working on a public works contract shall be paid prevailing wage rates in accordance with
sections 18-2-401 through 18-2-432, MCA, and all associated administrative rules. Montana law requires
that all public works contracts, as defined in section 18-2-401, MCA, in which the total cost of the contract is
in excess of $25,000, contain a provision stating for each job classification the standard prevailing wage rate,
including fringe benefits, travel, per diem, and zone pay that the contractors, subcontractors, and employers
shall pay during the public works contract. Note to agencies: Per 18-2-417, MCA, any public works
contract that has an initial term of 30 months or more to perform must include the following provision:
The standard prevailing rate of wages paid to workers under this contract must be adjusted 12 months after
the date of the award of the public works contract per section 18-2-417, MCA. The amount of the
adjustment must be a 3% increase. The adjustment must be made and applied every 12 months for the
term of the contract. This adjustment is the sole responsibility of the contractor and no cost adjustment in
this contract will be allowed to fulfill this requirement.
Furthermore, section 18-2-406, MCA, requires that all contractors, subcontractors, and employers who are
performing work or providing services under a public works contract post in a prominent and accessible site
on the project staging area or work area, no later than the first day of work and continuing for the entire
duration of the contract, a legible statement of all wages and fringe benefits to be paid to the employees in
compliance with section 18-2-423, MCA.
Section 18-2-423, MCA, requires that employees receiving an hourly wage must be paid on a weekly basis.
Each contractor, subcontractor, and employer must maintain payroll records in a manner readily capable of
being certified for submission under section 18-2-423, MCA, for not less than three years after the
contractor's, subcontractor's, or employer's completion of work on the public works contract. Note to
agencies: If this contract is to be performed in more than one district, the highest rate for the craft,
classification, or type of worker must be included in the bid specifications and contract provision per ARM
24.17.144. In this case, complete and include the following statement. The Commissioner of the Montana
Department of Labor and Industry has established the standard prevailing rate of wages in accordance with
sections18-2-401 and 18-2-402, MCA, for to be $ per hour, plus a benefit rate of
19
7. ACCESS AND RETENTION OF RECORDS
7.1 Access to Records. The Contractor agrees to provide the State, Legislative Auditor or their
authorized agents' access to any records necessary to determine contract compliance. (Section 18-1-118,
MCA)
7.2 Retention Period. The Contractor agrees to create and retain records supporting the Kalispell
Downtown and Citywide Wayfinding Systems for a period of three years after either the completion date of
this contract or the conclusion of any claim, litigation, or exception relating to this contract taken by the City
of Kalispell or a third party.
8. ASSIGNMENT, TRANSFER, AND SUBCONTRACTING
The Contractor shall not assign, transfer, or subcontract any portion of this contract without the express
written consent of the City. (Section 18-4-141, MCA) The Contractor shall be responsible to the City for the
acts and omissions of all subcontractors or agents and of persons directly or indirectly employed by such
subcontractors, and for the acts and omissions of persons employed directly by the Contractor. No
contractual relationships exist between any subcontractor and the City.
9. HOLD HARMLESS/INDEMNIFICATION
The Contractor agrees to protect, defend, and save the City, its elected and appointed officials, agents, and
employees, while acting within the scope of their duties as such, harmless from and against all claims,
demands, causes of action of any kind or character, including the cost of defense thereof, arising in favor of
the Contractor's employees or third parties on account of bodily or personal injuries, death, or damage to
property arising out of services performed or omissions of services or in any way resulting from the acts or
omissions of the Contractor and/or its agents, employees, representatives, assigns, subcontractors, except
the sole negligence of the City, under this agreement.
10. REQUIRED INSURANCE
10.1 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 otherwise 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.
20
10.2 Indemnity and 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.
For this purpose, Consultant shall purchase and maintain insurance coverage as set forth below. The
insurance policy must, unless not available from the insured, name the City as an additional insured and be
written on a "primary —noncontributory basis." Each coverage shall be obtained from an insurance company
that is duly licensed and authorized to transact insurance business and write insurance within the state of
Montana, with a minimum of "A.M. Best Rating" of A-, VI, as will protect the Consultant, the various acts of
subcontractors, the City and its officers, employees, agents, and representatives from claims which may
arise from operations and completed operations under this Agreement. All insurance coverage shall remain
in effect throughout the life of this Agreement. All insurance policies must contain a provision or
endorsement that the coverage afforded will not be canceled, materially changed, or renewal refused until
at least forty-five (45) days prior written notice has been given to Contractor, City, and all other additional
insured to whom a certificate of insurance has been issued.
Consultant shall provide City with proof of Consultant's linsurance issued by a reliable company or
companies for personal injury and property damage 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
• Professional Liability - $1,000,000 per claim; $2,000,000 annual aggregate
The City shall be included or named as an additional or named insured on the Commercial General
and Automobile Liability policies. The insurance must be in a form suitable to City.
11. COMPLIANCE WITH WORKERS' COMPENSATION ACT
Contractors are required to comply with the provisions of the Montana Workers' Compensation Act while
performing work for the State of Montana in accordance with sections 39-71-401, 39-71-405, and 39-71-
417, MCA. Proof of compliance must be in the form of workers' compensation insurance, an independent
contractor's exemption, or documentation of corporate officer status. Neither the contractor nor its
employees are employees of the State. This insurance/exemption must be valid for the entire term of the
21
contract. A renewal document must be sent to the State Procurement Bureau, P.O. Box 200135, Helena, MT
59620-013S, upon expiration.
12. COMPLIANCE WITH LAWS
The Contractor must, in performance of work under this contract, fully comply with all applicable federal,
state, or local laws, rules, and regulations, including the Montana Human Rights Act, the Civil Rights Act of
1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of 1990, and Section 504 of the
Rehabilitation Act of 1973. Any subletting or subcontracting by the Contractor subjects subcontractors to
the same provision. In accordance with section 49-3-207, MCA, the Contractor agrees that the hiring of
persons to perform the contract will be made on the basis of merit and qualifications and there will be no
discrimination based upon race, color, religion, creed, political ideas, sex, age, marital status, physical or
mental disability, or national origin by the persons performing the contract.
13. INTELLECTUAL PROPERTY
All patent and other legal rights in or to inventions created in whole or in part under this contract must be
available to the City for royalty -free and nonexclusive licensing. Both parties shall have a royalty -free,
nonexclusive, and irrevocable right to reproduce, publish, or otherwise use and authorize others to use,
copyrightable property created under this contract.
Section 14 is optional depending on project.
14. PATENT AND COPYRIGHT PROTECTION
14.1 Third -Party Claim. In the event of any claim by any third party against the City that the
products furnished under this contract infringe upon or violate any patent or copyright, the City shall
promptly notify Contractor. Contractor shall defend such claim, in the City's name or its own name, as
appropriate, but at Contractor's expense. Contractor will indemnify the City against all costs, damages, and
attorney's fees that accrue as a result of such claim. If the City reasonably concludes that its interests are not
being properly protected, or if principles of governmental or public law are involved, it may enter any action.
14.2 Product Subject of Claim. If any product furnished is likely to or does become the subject of a
claim of infringement of a patent or copyright, then Contractor may, at its option, procure for the City the
right to continue using the alleged infringing product, or modify the product so that it becomes
noninfringing. If none of the above options can be accomplished, or if the use of such product by the City
shall be prevented by injunction, the City will determine if the Contract has been breached.
is. CONTRACT TERMINATION
16.1 Termination for Cause. The City may, by written notice to the Contractor, terminate this
contract in whole or in part at any time the Contractor fails to perform this contract.
16.2 Reduction of Funding. The City must terminate this contract if funds are not appropriated or
otherwise made available to support the City's continuation of performance of this contract in current or
subsequent fiscal period. (See section 18-4-313(4), MCA.)
22
16. LIAISON AND SERVICE OF NOTICES
All project management and coordination on behalf of the City shall be through a single point of contact
designated as the City's liaison. Contractor shall designate a liaison that will provide the single point of
contact for management and coordination of Contractor's work. All work performed pursuant to this
contract shall be coordinated between the City's liaison and the Contractor's liaison.
Katharine Thompson will be the liaison for the City.
(Address): City of Kalispell, PO Box 1997, 201 First Avenue East
(City, State, ZIP): Kalispell, MT 59901
E-mail: kthompson@kalispell.com
will be the liaison for the Contractor.
(Address):
(City, State, ZIP):
Telephone:
Fax:
E-mail:
The City's liaison and Contractor's liaison may be changed by written notice to the other party. Written
notices, requests, or complaints will first be directed to the liaison.
17. MEETINGS
The Contractor is required to meet with the City's personnel, or designated representatives, to resolve
technical or contractual problems that may occur during the term of the contract or to discuss the progress
made by Contractor and the City in the performance of their respective obligations, at no additional cost to
the City. Meetings will occur as problems arise and will be coordinated by the City. The Contractor will be
given a minimum of three full working days' notice of meeting date, time, and location. Face-to-face
meetings are desired. However, at the Contractor's option and expense, a conference call meeting may be
substituted. Consistent failure to participate in problem resolution meetings two consecutive missed or
rescheduled meetings, or to make a good faith effort to resolve problems, may result in termination of the
contract.
18. TRANSITION ASSISTANCE
If this contract is not renewed at the end of this term, or is terminated prior to the completion of a project,
or if the work on a project is terminated, for any reason, the Contractor must provide for a reasonable
period of time after the expiration or termination of this project or contract, all reasonable transition
assistance requested by the City, to allow for the expired or terminated portion of the services to continue
without interruption or adverse effect, and to facilitate the orderly transfer of such services to the City or its
designees. Such transition assistance will be deemed by the parties to be governed by the terms and
conditions of this contract, except for those terms or conditions that do not reasonably apply to such
transition assistance. The City shall pay the Contractor for any resources utilized in performing such
transition assistance at the most current rates provided by the contract. If there are no established contract
rates, then the rate shall be mutually agreed upon. If the State terminates a project or this contract for
23
cause, then the City will be entitled to offset the cost of paying the Contractor for the additional resources
the Contractor utilized in providing transition assistance with any damages the City may have otherwise
accrued as a result of said termination.
19. CHOICE OF LAW AND VENUE
This contract is governed by the laws of Montana. The parties agree that any litigation concerning this bid,
proposal or subsequent contract must be brought in the Eleventh Judicial District in and for the County of
Flathead, State of Montana and each party shall pay its own costs and attorney fees. (See section 18-1-401,
MCA.)
20. SCOPE, AMENDMENT, AND INTERPRETATION
lu„)„ numbered pages, any Attachments as
22.1 Contract. This contract consists of iiilpm„qip; �; Igml,l.Ip::C.,lq„
„
required, RFP # KALISPELL 11-2011 as amended and the Contractor's RFP response as amended. In the case
of dispute or ambiguity about the minimum levels of performance by the Contractor the order of
precedence of document interpretation is in the same order.
22.2 Entire Agreement. These documents contain the entire agreement of the parties. Any
enlargement, alteration or modification requires a written amendment signed by both parties.
21. EXECUTION
The parties through their authorized agents have executed this contract on the dates set out below.
IIIiySllllllll'I''t""I"" A�CIIIIIIICINCY IAMIIIIIIIC
.Lurm;mr^urt Ciii St uti
.........................................Y.�............................ ............IIL....).
BY:
(Name/Title)
(Signature)
DATE:
DIIIIIIIIISAt IIID #
BY:
(Name/Title)
DATE:
(Signature)
24
Approved as to Legal Content:
Legal Counsel (Date)
Approved as to Form:
25