Resolution No.14‐ 001-VJB
RESOLUT10N OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution entitled,“ Approval of Renewal― Law E Tech Compliance Project
ⅣIanagement―
Professional Consultant Contract from October l,2013 1o September 30,2014"
WHEREAS, This Nation having accepted
the Indian Reorganization Act of June 18,1934, and the
authority under said Act and having adopted a Constitution and By-Laws pursuant to
said Act; and
WHEREAS,
The Constitution of the Three Affrliated Tribe generally authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of the
welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article III of the Constitution of the Three Affrliated Tribes provides that the Tribal
Business Council is the governing body of the Tribes; and
WHEREAS,
The (TERO) Tribal Employment Rights Office of the Three Affiliated Tribes have
developed a professional and licensed an official TERO website www.mhatero.com
which necessitates a maintenance and servicing of the Official TERO Website;
WHEREAS,
The (TERO) Tribal Employment Rights Office of the Three Affrliated Tribes have
become dependent on the electronic access by the "Covered Employers" providing
services within the Fort Berthold Indian Reservation; namely for the Licensing and
Certification processing in the Construction and Oil & Gas Development; and
WHEREAS,
The (TERO) Tribal Employment Rights Office of the Three Affiliated Tribes have
been more than satisfied with the Services provided by Law E Tech of Brandon,
South Dakota and are hereby requesting the renewal of the Professional Consultant
Contract; and
WHEREAS,
The Law E Tech has provided the services for the TERO of the Three Affiliated
Tribes for the last two fiscal years and have adequately performed the services as
requested and the TERO Director hereby recommends the renewal the Professional
Consultant Contract for term provided; and
Page
I of3
Resolution No。
WHEREAS,
14¨
001-VJB
The Law E Tech shall provide specific project for the following Scope of Work stated
in part the following: Scope of Work. The Contractor shall provide specific project
for continued development of Law E Tech Compliance Project Management System,
with addition of CMS Content Management System, with Native American Jobs Skill
Bank services to the TERO of the Three Affiliated Tribe or (the "supervisor").
A.
Content Management System The CMS Customized Content Management
System will allow TERO of the Three Afliliated Tribe the ability to change their
website with the admin backend. With the Admin Backend, the TAT TERO can
add Files, Video's, Photo's or any content to website. All files will be
downloadable from the Website.
B. Compliance
Project Management Solutions is the Compliance Arm. It functions
filing cabinet. The system will hold any or all
information that TERO has about a contractor or a specific project. Streamlining
the compliance process.
as a very large electronic
C.
Project Manager section that will allow TERO to track a project with the
following features: Contract Award, TERO Fees, Contract Award Dollar
Amount, Contract Proposed Start and End Dates, General Contractor
Designation, Sub-Contractor (primary, secondary).
D. Native American.
Jobs is a job bank plug-in that appears withiri Tribal TERO's
current website. Through and with utilization of API technology all position's on by
TERO of the Three Affiliated Tribe in the area show up directly on the TERO site.;
and
THEREFORE BE IT RESOLVED, The Tribal Business Council of the Three Affiliated Tribes
hereby formally approves the respective renewal of the Professional Consultant
Contract with Law E Tech for a 12 month term beginning October 1,2013 and
ending on September 30, 2014 in the amount not to exceed $70,000.00 for the term
the Contract; and
of
BE IT FURTHER RESOLVED, The total budget for this Contract is not to exceed $70,000.00 and
all training expenses under the Contract shall not exceed $2,500.00; and
BE IT FINALLY RESOLVED, the Tribal Chairman, Tribal Treasurer and TERO Administrator are
hereby authorized to execute the Contract on behalf of the Tribe.
Page 2
of3
CONSULTAI\iT CONTRACT
BETWEEN THE THREE AFFILIATED TRIBES, MHA TERO A}[D
Law E Tech
1.
PARTIES:
Law E Tech, with a mailing address of 800 Quartz Ave, Brandon, South Dakota 57005 (605)
370-3310; a duly Certified Indian Contractor of Tribal Employment Rights Office and the MHA
Tribal Employment Rights Office, with a mailing address of 304 Main Street, New Town, North
Dakota 58763.
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE: The MHA TERO having utilized Law E Tech for the past years in
the capacity of Software Development and the firm having developed a customized solution and
satisfactorily fulfilling the contract obligations. MHA TERO requests the continuance of a
contract with the consultant for said services. The Consultant is agreeable to providing such
services to the designated programs of the Three Affiliated Tribes on the terms and conditions
set out in this contract.
3.
TERM OF CONTRACT: The term of this Contract will begin on October 1,2013,
remain in full force and effect until October 2014
4.
DESCRIPTION OF SERVICES TO BE PERFORMED BY CONSULTAITTT: Scope of work.
The Contractor shall provide continued development of Law E Tech Compliance Project
Management System, with addition of CMS Content Management System, with Native
American Jobs Skill Bank services to the MHA DOT of the Three Affiliated Tribe or (the
and
will
"Supervisor").
A. Content Management System The CMS Customized Content Management System will allow
MHA TERO of the Three Affiliated Tribe the ability modify and or alter files on its website,
from Files, Video's, Photo's or any content.
B。 Compliance Project Management Solutions is the Compliance Arm. It functions as a very
large electronic filing cabinet. The project management system tracks all of the Contractors
on the Reservation that has been certified by the Tribal Employment Rights Office. The
System will track the designation of the contractor and make the same available for
distribution on the respective web sites. The Project Management System maintains all
licensing for each individual contractor and will alert both the contractor and the TERO
Office when one is about to expire. All Trucks can be tracked in the field through utilization
of mobile technology, where a determination of current license can be verified with the
license plate of the truck, the DOT issued Tag's for the Truck and the License Issued by the
Tribal Employment Rights Office. The system will hold any or all information that MHA
TERO has about a contractor or a specific project. Streamlining the compliance process.
The system keeps accurate data for each contractor(s) communication with the TERO for an
indefinite period of time. The ability to track all applicants that come to in the office for
C.
D.
5.
6。
Referrals to work and the Training that is being provided through Tribal Funding
Mechanisms available.
Project Manager Section that will allow MHA TERO to track a project with the following
features: Contract Award, MHA TERO Fees, Contract Award Dollar Amount, Contract
Proposed Start and End Dates, General Contractor Designation, Sub-Contractor (primary,
secondary). Trucking VIN, TAGS, and License plates
Native American. Jobs are a job bank plug-in that appears within Tribal MHA TERO current
website. Through and with utilization of API technology all position's on by MHA TERO of
the Three Affiliated Tribe in the area show up directly on the MHA TERO site.
WHERE SERVICES ARE TO BE PERFORMED: Services will
contractors primary office address
be performed at the
COMPENSATION AND PAYMENTS:
EXPENSES: The total budget for this Agreement is $70,000.00. Except upon prior
authorization of the Three Affiliated Tribe, the Nation shall have no liability for fees or expenses
that exceed the budget amount. The Contractor shall have no obligation to provide services or
incur expenses in excess of such budget limitation. The Contractor will be compensated the
Federal Mileage rate for all requested on site development and training. Training and onsite
assisted support services shall be billed separate from the contract amount and at a rate of
$350.00 per day including travel expenses. Training Expenses to be capped at $2500.00 total.
7.
INDEPENDENT CONTRACTOR:
A.
B.
The Consultant assures the Tribe that the Consultant is an independent contractor providing
services for the Tribe and that neither the Consultant nor any of the Consultant's employees,
agents, sub-Consultants, etc. are employees of the Tribe under this Contract or any
subsequent amendment or extension hereof. Consultant has no power or authority to act for,
represent, or bind the Tribe any entity affiliated with the Tribe in any manner. Consultant and
Consultant's employees are not entitled to any medical coverage, life insurance, or
participation in any other benefits afforded to the Tribe's regular employees, or those of Tribe
affiliated entities. If the Tribe or any of Tribe affiliated companies are required to pay or
withhold any taxes or make any other payment with respect to fees payable to Consultant.
Consultant will reimburse the Tribe or the entities in full for taxes paid, and permit the Tribe
to make deductions for taxes required to be withheld from any sum due the Consultant.
The Consultant is solely responsible for assuring compliance with all legal requirements,
including payment of all applicable taxes, premiums, deductions, withholdings, overtime
and other amounts which may be legally required with respect to the employment of any
persons providing services to the Consultant or any of its sub-Consultants, under this
Contract. The Consultant agrees that the Consultant shall indemniff the Tribe for any and
all claims, obligations, liabilities, costs, attorney fees, losses or suits accruing for resulting
from, l) the Consultant's failure to comply with this Contract,2) from any ruling of any
legal authority or claims by any sub-Consultant, employee or alleged employee of the
Consultant, that the Consultant or a person the Consultant has held out to be his/her
employee is an employee of the Tribe.
CONSULTAI\T NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
8。
During the time of this Contract, Consultant will not enter into any activity, employment, or
business arrangement that conflicts with the Tribe's interests or Consultant's status. The Tribe
shall have the option of terminating this Contract at any time if in Tribe's sole judgment; a
conflict of interest exists or is imminent. Consultant will advise the Tribe of Consultant's
position with respect to any activity, employment, or business atrangement contemplated by
Consultant that may be relevant to this Section. For this purpose, Consultant agrees to disclose
any such plans to the Tribes prior to implementation.
9.
WARRANTY THAT CONTRACT DOES NOT COMTEMPLATE CORRUPT
PRACTICES - DOMESTIC OR FOREIGN:
Consultant represents and warrants that, (a) all payments under this Contract constitute
compensation for services performed, and (b) this Contract and all payments, and the use of the
payments by Consultant, do not and shall not constitute an offer, payment, or promise, or
authorization of payments, and of any money or gift to an office or political party of, or
candidate for political office in, any jurisdiction within or outside the United States. These
payments may not be used to influence any act or decision of any official, party, or candidate to
use his, her or its influence with a government to affect or influence any act or decision of such
government to assist the Tribe in obtaining, retaining, or directing business to the Tribe or any
person or other corporate entity. As used in this paragraph, the term "official" means any officer
or employee of a government, or any person acting in an official capacity for or on behalf of any
government;the term "government" includes depamment, agency, or instrumentality of a
government.
10。
FUNDING AVAILABILITY:
The Consultant agrees and understands that this Contract is dependent upon available funding.
In the event such funding expires or is reduced, this Contract may be terminated or modified by
the Tribe at its sole discretion. Modification of the Contract includes, but is not limited to,
reduction of the rates or amounts of consideration of the alteration of the manner of the
performance in order to reduce expenditures under the Contract.
TERMINATION OF CONTRACT:
When terminated for cause by either party, this Contract may be terminated immediately upon
written notice. Written notice shall be delivered to the addresses set forth under Paragraph I
above. This Contract may be terminated without cause upon 60 days written notice to the other
party. Any notice deadline shall be measured from the date the notice is posted and mailed.
12.
GOVERNING LAW:
This Contract is suttecttO and shall be interpreted in accordance with the laws ofthe Three
AfflHated Tribes.
13.
ASSIGNMENT OF RIGHTS AND DELEGAT10N OF DUTIES:
The rights and duties under this Contract rnay not be assigned or delegated by either party
without the prior written consent ofthe other.
14.
ENTIRE CONTRACT AND
Ⅳ10DIFICAT10N:
This Contract contains the entire Agrecment bcbreen the parties. This Contract inay not be
modifled except by later written Contract signed by both parties.
15。
INSURANCE&INDEMNIFICAT10N:
The Consultant shan have insurance as required by the MI‐ IA Tribal I〕 rnployment Rights Offlce as
mandated by the Certifled lndian Contractor requirelncnts ofthe
ⅣIHA TERO ordinance ofthc
Three A伍 liated tribes ofthe Fort Berthold ReseⅣ ation.
16.
JURISDICT10N:
This Contract was executed and is to be carried out on the Fort Berthold lndian Reservation.
AnydisputearisingunderthisContractissutteCttOthejurisdictionoftheFortBertholdDistrict
Court.
17.
COMPLIANCE WITH APPLICABLE LAWS:
The Consultant shan comply With an appliCable Federal,State,and Tribal laws and regulations
in perfolllling this Contract. Consultant shan also comply with aH ofthe Tribes policies,
procedures and niles.
18。
LIAISON&CONTRACT SUPERVIS10N:
Law E Tcch;shall be under the SupeⅣ ision ofthe Administrator(s)Ofthe MHA TERO ofthe
Three AfflHated Tribes.
19。
SEVERABILITY:
It is understood and agrced by the parties hereto that ifany tellll or provision ofthis Contract is
held to be inegal,void or in conflict with any applicable Tribal,State or Federal law,the validity
ofthe remaining telllls and provisions shali not be affected. And the rights and obligations ofthe
parties shaH be construed and enforced as ifthe Contract did not contain the particular tellll or
provision held to be invalid.
20。
WAIVER:
Waiver of any default,breach or failure to perfollll under this Contract is not deemed to be a
waiver ofany subsequcnt default,breach or failure ofperfo.11lanCe. In addition,waivcr ofany
default,breach or failure to perfollllis not to be construed to be a modiflcation ofthe telllls of
this Contract unless reduced to writing as an amendment to this Contract.
AGREED AND APPROVED:
CONSULTANT:
By
Kel宙 n Lawrence,Owner
Datc
THREE AFFILIATED TRIBES:
By:
Charles Foote, TERO Administrator
Date
イ
卜 ノ
7_―
Date
/′
Date
f///
Resolution No.14-001‐ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of the
Fort Berthold Indian Reservation hereby certiry that the tribal Business Council is composed of
seven (7) members of whom five (5) constitute a quorum, 7 were present at a Regular Meeting
thereof duly called, noticed, convened and held on the 9th day of Januarll ,2014, that the foregoing
Resolution was duly adopted at such meeting by the affirmative vote of 7 members, 0 members
opposed, 0 members abstained, 0 members not voting, and that said Resolution has not been
rescinded or amended in any way.
Chairman [X] Voting.
Dated this 9th day of
[
] Not Voting.
January
,2014.
︲
．Ｃ
Tribal B
ｆＨ
ｌ
ｎ
就ｕ
ｏ
。
Ｇ Ｃ
Executi
Three Af「lHated Tribes
Page 3
of3
Resolution No.14‐ 002… VJB
RESOLUTION OF TⅡ E GOVERNING BODY
OF THE
TⅡ REE AFFILIATED TRIBES
OF THE
FORT BERTHOLD INDIAN RESERVAT10N
A Resolution entitled, "Approval of Consultant Contract with Kelsey B. Packineau"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-laws
pursuant to said Act; and
WHEREAS, The Constitution and By-laws of the Three Affiliated Tribes was adopted by
membership of the Tribes' on May l5t, 1936 pursuant to the Indian
Reorganization Act of 1934 and duly approved by the Secretary of Interior; and
WHEREAS, Article
III of the Constitution of the Three Affiliated Tribes provides
that the
Tribal Business Council is the governing body of the Tribes; and
WHEREAS, The Constitution of the Three Affiliated Tribes authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of
the welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, The TAT TERO and the Tribal Business Council desires to engage Kelsey B.
Packineau to provide consulting services in relation to employment and TERO
preference.
NOW THEREFORE BE IT RESOLVED, that the Tribal Business Council of the Three
Affiliated Tribes hereby approves the consultant agreement (attached) with
Kelsey B. Packineau pursuant to the attached Consultant Agreement; and
NOW BE
IT FURTHER RESOLVED, Mr. Packineau shall provide
services
to both TAT
TERO and the Tribe as requested; and
NOW BE IT FINALLY RESOLVED, the total compensation for the Consultant Agreement
with Kelsey B. Packineau shall not exceed $100,000.00 which includes
$16,000.00 for travel without additional Tribal Business Council approval.
(fhe remainder of this page is intentionally left blank)
Page
I of2
CONSULTANT CONTRACT
BETWEEN THE THREE AFFILIATED TRIBES AND
Kelsey Bo Packineau
1.
PARTIES
This contract is betwccn the Three Afflliated Tribes,404 Frontage Road,New Town,North
Dakota 58763(hereinafter``Tribe'')and Kelsey B.Packineau(hereinafter``Consultant'')of l13
Dakota Drive,New Town,ND 58763.
TⅡ E
2.
PARTIES AGREE AS FOLLOWS:
CONTRACT PURPOSE:
The purpose ofthis Contractis:The Tribe and TAT TERO wish to engage Consultantto
perfollll a variety ofseⅣ ices related to employmcnt and i「 ERO preference.
3.
TERM OF CONTRACT
The tellll ofthiS contract shall be for the period of Septembcr l,2013 through
Novembcr 30,2014. Contract rnay be extended for an additional l ycar period
with written approval ofthe partics,
4.
DESCRIPT10N OF SERVICES TO BE PEttORDIED BY CONSULTANT:
Consultant shall render the following services to the Tribe and TAT TERO: Technical
support and scrvices;Training of TAT/TAT TERtt sta直 ちOutrCach and Comnlllnity
education;TERO Compliance and Administrative work;TAT TERO policies and
regulations updates;Special praects as assigned by TAT and TAT TERO.
WHERE SERVICES ARE TO BE PERFORMED:
Scrvices will be pcrfo.11led at:Tribal Headquarters,TAT TERO offlces or at sites/
meetings as designated by the Tribc and TAT TERO.
6.
COMPENSAT10N AND PAYMENTS:
In consideration of the services to be performed the Consultant shall be paid the
following;
A.
B.
A rate of $35.00 i hour based on a forty (40) hour week.
Total Maximum Compensation including travel ($16,000.00) shall not
C.
exceed $100,000.00
The parties agree that Consultant may be compensated for any work
and travel / expenses incurred prior to the approval of this Contract.
Any invoices paid by the Tribe prior to date of execution of this
Contract shall be deducted from the overall maximum compensation
approved under this Contract.
7.
EXPENSES:
Consultant shall be reimbursed for any expenses including travel associated with the
services performed under this Agreement in an amount not to exceed 516,000.00 at the
accepted govemmental rates (mileage, air travel, hotel, etc.)
8。
9。
INDEPENDENT CONTRACTOR:
A.
The Consultant assures the Tribe that the Consultant is an independent contractor
providing services for the Tribe and that neither the Consultant nor any of the
Consultant's employees, agents, sub-Consultants, etc. are employees of the Tribe
under this Contract or any subsequent amendment or extension hereof. Consultant
has no power or authority to act for, represent, or bind the Tribe or any entity
affiliated with the Tribe in any manner. Consultant and Consultant's employees are
not entitled to any medical coverage, life insurance, or participation in any other
benefits afforded to the Tribe's regular employees, or those of Tribe-affiliated
entities. If the Tribe or any of Tribe-affiliated companies are required to pay or
withhold any taxes or make any other payment with respect to fees payable to
Consultant, Consultant will reimburse the Tribe or the affiliated entity in full for
taxes paid, and permit the Tribe to make deductions for taxes required to be
withheld from any sum due the Consultant.
B.
The Consultant is solely responsible for assuring compliance with all legal
requirements, including payment of all applicable taxes, premiums, deductions,
withholdings, overtime and other amounts which may be legally required with
respect to the employment of any persons providing services to the Consultant or
any of its sub-Consultants, under this Contract. The Consultant agrees that the
Consultant shall indemnifu the Tribe for any and all claims, obligations, liabilities,
costs, attorney fees, losses or suits accruing or resulting from: 1) the Consultant's
failure to comply with this Contract; 2) from any ruling of any legal authority or
claims by any sub-Consultant, employee or alleged employee of the Consultant, that
the Consultant or a person the Consultant has held out to be his/her employee is an
employee of the Tribe.
CONSULTANT NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
During the time of this Contract, Consultant will not enter into any activity, employment,
or business arrangement that conflicts with the Tribe's interests or Consultant's status.
The Tribe shall have the option of terminating this Contract at any time if in Tribe's sole
judgment a conflict of interest exists or is imminent. Consultant will advise the Tribe of
Consultant's position with respect to any activity, employment, or business arrangement
contemplated by Consultant that may be relevant to this Section. For this purpose,
Consultant agrees to disclose any such plans to the Tribes prior to implementation.
10.
WARRANTY THAT CONTRACT DOES NOT COMTEMPLATE CORRUPT
PRACTICES _ DOMESTIC OR FOREIGN:
Consultant represents and warrants that (a) all payments under this Contract constitute
compensation for services performed; and (b) this Contract and all payments, and the use
of the payments by Consultant, do not and shall not constitute an offer, payment, or
promise, or authorization of payments, and of any money or gift to an office or political
party ol or candidate for political office in, any jurisdiction within or outside the United
States. These payments may not be used to influence any act or decision of any offrcial,
party, or candidate to use his, her or its influence with a govemment to affect or influence
any act or decision of such govemment to assist the Tribe in obtaining, retaining, or
directing business to the Tribe or any person or other corporate entity. As used in this
paragraph, the term "official" means any officer or employee of a government, or any
person acting in an official capacity for or on behalf of any government; the term
"government" includes department, agency, or instrumentality of a government.
■■
■■
FUNDING AVAILABILITY:
The Consultant agrees and understands that this Contract is dependent upon available
funding. In the event such funding expires or is reduced, this Contract may be terminated
or modified by the Tribe at its sole discretion. Modification of the Contract includes, but
is not limited to, reduction of the rates or amounts of consideration of the alteration of the
manner of the performance in order to reduce expenditures under the Contract.
12.
TERMINATION OF CONTRACT:
When terminated for cause by either party, this Contract may be terminated immediately
upon written notice. Written notice shall be delivered to the addresses set forth under
Paragraph 1 above. This Contract may be terminated without cause upon 60 days written
notice to the other party. Any notice deadline shall be measured from the date the notice
is posted and mailed.
13.
GOVERNING LAW:
This Contract is subject to and shall be interpreted in accordance with the laws of the
Three Affiliated Tribes.
14.
ASSIGNMENT OF RIGHTS AND DELEGATION OF DUTIES:
The rights and duties under this Contract may not be assigned or delegated by either party
without the prior written consent of the other.
15。
ENTIRE CONTRACT AND MODIFICATION:
This Contract contains the entire Agreement between the parties. This Contract rnay not
bc rnodiflcd cxcept by later writtcn Contract signed by both partics。
16.
INSURANCE&INDEMNIFICAT10N:
None.
17.
JURISDICTION:
This Contract was executed and is to bc carried out on the Forth Berthold lndian
ReseⅣ ation.AnydisputearisingllnderthisContractissutteCttOthejurisdictionofthe
Fort Berthold District Court.
18.
COMPLIANCE WITH APPLICABLE LAWS:
The Consultant shall oomply with all applicable Federal,State,and Tribal(i.e.TERO)
laws and regulations in perfolllling this Contract. Consultant shall also comply with all
ofthe Tribe's policies,procedurcs,and rulcs.
19.
LIAISON&CONTRACT SUPERVISION:
TAT TERO Director shall be the supervisor overthe Consultant and the Consultant's
work.
20.
SEVERABILITY:
It is understood and agreed by the parties hereto that ifany tellll or provision ofthis
Contract is held to bc illegal,void or in conflict with any applicable Tribal,State or
Federal law,the validity ofthe rcmaining tc...■ s and provisions shali not bc affected. And
the rights and obligations ofthe parties shall be construed and enforced as ifthe Contract
did not contain the particular terln or provision held to be invalid.
22.
WAIVER:
Waiver ofany default,breach or failure to perfo.11l under this Contractis not deemed to
be a waiver of any subsequent default,breach or failure ofperfolnance. In addition,
waiver ofany default,breach or failllre to perform is not to be construed to be a
modiflcation ofthe terllns ofthis Contract unless reduced to writing as an amendment to
this Contract.
23.
SOVEREIGN IMMUNITY:
Nothing in this Consultant Agreement shall be construed, held or interpreted as a waiver
of the sovereign immunity of the Three Affiliated Tribes, its officials, agents or assigns.
AGREED AND APPROVED:
CONSULTANT:
By
Date
Kelsey B.Packineau
TAT TERO
By
Date
Charles Foote
THREE
By
l´
:ゞ
´
`ザ
Tex.
Tribal
CONCURRED:
By:
Date
Mervin Packineau, Treasurer
Tribal Business Council
Approved by TAT Resolution:
Number
Date
Resolution No.14■ 02… VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby certifu that the tribal Business Council is composed
of seven (7) members of whom five (5) constitute a quorum, -Z were present at a Regular
Meeting thereof duly called, noticed, convened and held on the 9s day of January ,2014,
That the foregoing Resolution was duly adopted at such meeting by the affirmative vote of
7 members,ll members opposed, 0 members abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9th
dayof
[
] Not Voting.
January ,2014.
Executi
Tribal Busihess Council
Three Afflliated Tribes
Page2 of 2
Resolution No。
14¨ 003‐
VJB
MSOLUT10N OF TⅡE GOVERNING BODY OF
THE THttE AFFILIATED TRIBES OF THE
FORT BERTHOLD RESERVAT10N
A Resolution Entitledr "Engagement of The Bowlin Group of Walton, Kentucky to
perform an Initial Investigative Phase I Study regarding Enerry Independence for
Fort Berthold Reservation."
WHEREAS, The Mandan Hidatsa and Arikara Nation ("MHA Nation" or "Tribes")
having accepted the Indian Reorganization Act of June 18, 1934
("IRA";, and the authority under said Act and having adopted a
Constitution and By-Laws pursuant to said Act; and
WHEREAS, The Constitution of the IVIHA Nation generally authorizes and empowers
the Tribal Business Council to engage in activities on behalf of and in
the interest of the welfare and benefit of the Tribes and of the enrolled
members thereof; and
I of the Constitution of the MHA Nation provides
that the Tribal Business Council is the governing body of the Tribes; and
WIIEREAS, Article III, Section
WHEREAS, Article VI, Section 5(1) of the Constitution of the MHA Nation provides
that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council; and
VI, Section 5(c) of the Constitution of the MHA Nation
specifically authorizes and empowers the Tribal Business Council to
administer funds within the exclusive control of the Tribes and to make
expenditures from available Tribal funds for public purposes for the
Tribes; and
WHEREAS, Article
WHEREAS, The Tribal Business Council desires to maximize the natural
resources
of the Fort Berthold Indian Reservation for the benefits there from to the
Reservation's occupants; and
WHEREAS, The creation of a Tribally owned energy supply system may be the
method of maximizing the Reservation's natural resources; and
WHEREAS, The Bowlin Group of Walton, Kentucky is firm that specializes in
energy transmission and distribution projects.
Page
I of3
Resolution No.14‐ 003‐ VJB
IT RESOLVED, The Tribal Business Council hereby
approves the retention of the services of the Bowlin Group of Walton,
Kentucky to perform an Initial Investigative Phase I Study regarding the
energy independence objective of the Three Affiliated Tribes; and
NOW, THEREFORE, BE
BE IT FURTHER RESOLVED, that the sum of $50,000.00 is hereby approved
regarding the completion of said Initial Investigative Phase I Study and
the study shall be completed within frve (5) weeks of the approval date
of this Resolution; and
BE IT F'INALLY RESOLVED, the Tribal Chairman is hereby authorized to execute
the Agreement with Bowlin Group pursuant to this Resolution.
(Ihe remainder of this page is intentionally left blank)
Page 2
of3
Resolution No.14¨ 003¨ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated
Tribes of the Fort Berthold Indian Reservation hereby certit/ that the Tribal Business
Council is composed of seven (7) members of whom five (5) constitute a quorum, 7
were present at a Regular Meeting thereof duly called, noticed, convened and held on
the 9ffi day of January ,2014, that the foregoing Resolution was duly adopted at such
meeting by the affirmative vote of 4 members, 3 members opposed, 0 members
abstained, 0 members not voting, and that said Resolution has not been rescinded or
amended in any way.
Chairman [X] Voting.
Datedthis 9ft
[
dayof
] Not Voting.
January ,2014.
Chairman, \ex G)Hdll
Tribal Business Council
Three Affiliated Tribes
Three Afflliated T五 bes
Page 3
of3
Resolution No。
14‐ 004¨
VJB
RESOLUTION OF THE GOVERNING BODY
OF THE
THREE AFFILIATED TRIBES
OF TⅡ E
FORT BERTHOLD INDIAN RESERVATION
A Resolution Entitled“ Approval of 172 Applicants for Enrollment into the Three Afflliated
Tribes"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-laws
pursuant to said Act; and
III of the Constitution of the Three Affrliated Tribes provides that the
Tribal Business Council is the governing body of the Tribes; and
WHEREAS, Article
WHEREAS, The Constitution of the Three Affrliated Tribes authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of
the welfare and benefit of the Tribes and of the enrolled members thereof; and
Section 5 (l) of the Constitution of the Three Affiliated Tribes
provides that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council and other Tribal agencies
and Tribal officials on the Reservation; and
WHEREAS, Article
'
VI,
WHEREAS, According to the Article II, Section
l:
Membership of the Three Affiliated Tribes
Constitution, the membership of the Three Affrliated Tribes shall consist of:
A. All
persons whose rurmes appear on the membership of the Tribe as of
October 2,1974.
B. Any person born before the effective date of this amendment and to
any member of the Tribe who was a resident of the reservation at the
time of birth of said person.
C. All
persons of at least U86Indian Blood of the Hidatsa, Mandan and
/or Arikara Tribe.
Resolution No.14… 004‐ VJB
AMENDMENT VII, DUAL ENROLLMENT:
A.
Persons enrolled with another tribe and who have received benefits
from another tribe in the form of land or payments shall not be
eligible for enrollment with the Three Affiliated Tribes of the Fort
Berthold Reservation, provided that inherited interests shall not be
considered as being such benefits.
B.
Persons eligible for enrollment with the Three Affiliated Tribes
the Fort Berthold Reservation and another tribe shall relinquish
of
whatever rights of enrollment they may hold in the other tribe as a
condition to their enrollment with the Three Affiliated Tribes of the
Fort Berthold Reservation.
WHEREAS,
a secretarial election was held to amend Article II
of the Tribes' Constitution and a 1/8ft Mandan, Hidatsa and/or Arikara
blood quantum requirement was adopted for membership eligibility;
on November
2,20t0
WHEREAS, on January ttfr,2}l4the Tribal Business Council reviewed the applications of 172
individuals who are determined eligible for membership into the Three Affrliated Tribes under
the amended provisions of Article II of the Constitution and;
NOW THEREFORE BE IT RESOLVED, thatthe Tribal Business Council of the Three
Affiliated Tribes hereby approves the enrollment of the affached list of 172 applicants for
enrollment into the Three Affiliated Tribes.
Resolution No。
14‐ 004‐
VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Reservation, hereby certiS/ that the Tribal Business Council is composed of 7
members of whom 5 constitute a quorum, 6 were present at a Regular Meeting thereof duly
called, noticed, convened, and held on the 9tr day of January ,2014; that the foregoing
Resolution was duly adopted at such Meeting by the affirmative vote of 6 members, 0
members opposed, 0 members abstained, 0 members not voting, and that said Resolution has
not been rescinded or amended in any way.
Chairman [X] voting.
Datedthis 9th
[
dayof
] not voting.
January ,2014.
:lli‖
Three Afflliated Tribes
普 記
lll
Iよ I:11き
Thrcc Afflliated Tribes
Resolution No。
14‐ 005…
VJB
RESOLUTION OF THE GOVERNING BODY
OF THE
THREE AFFILIATED TRIBES
OF TⅡ E
FORT BERTHOLD INDIAN RESERVATION
A Resolution Entitled “Approval of the Conditional Relinquishment of Matthew Bell
Enrollment#301U‐ 06691 froln Membership in the Three Arlliated THbes"
WHEREAS,This Nation having accepted the hdian Reorganization Act ofJlme 18,1934,and
the authority llnder said Act and having adopted a Constitution and By‐ laws
pllrsuant to said Act;and
W]HEREAS, Article IH of the Constitution of the Three Afflliated THbes pЮ
T五 bal Business Comcilis the governlng body ofthe THbes;and
vides that the
WIIEREAS, The Constitution of the Three Afflliated T五 bes autho五 zes and empowers the
T五 bal Business Council to engage in activities on behalf of and in the interest of
the welfare and beneit ofthe T五 bes and ofthe cllrolled members thereot and
Ⅷ
EREAS, The Constitution and By… Laws ofthe Three Afflliated THbes empowers the T五 bal
Business Collncilto revise the membership rolls and to govem mture membership
roll■ and
WHEREAS,Matthew Ben,an Adult Member DOB:05/24/1950,requested to be Conditionally
be;and
Relinquished ttom the Three Afflliated THbes to the Northenl Arapaho T五
NOW TⅡ EREFORE BE IT RESOLVED,by the T五 bal
Business Colmcil of the Three
Afflliated THbes that Matthew Bell,an Adult Member DOB:05/24/1950,Enrollment#:301U‐
06691 is hereby Conditionally Relinquished ,onl the offlcial membership roll of the Three
Afflliated T五 bes;and
NOW THEREFORE BE IT RESOLVED,that Matthew Bell,an Adult Member DOB:
05/24/1950,only be taken off the offlcial membership roll of the Three Afflliated Tribes on the
date thatthe Northem Arapaho T五 be accepts him into membership;and
BE IT FINALLY RESOLVED that the Northem Arapaho T五
be shall be pro宙 ded with a
certifled copy ofthis Resolution.
(The remainder of this page is intentionally left blank)
Resolution No.14… 005‐ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Reservation, hereby certift that the Tribal Business Council is composedof 7
members of whom 5 constitute a quorum, 6 were present at a Regular Meeting thereof duly
called, noticed, convened, and held on the 9ft day of Januar.y ,2014; that the foregoing
Resolution was duly adopted at such Meeting by the affrrmative vote of 6 members, 0
members opposed, 0 members abstained, 0 members not voting, and that said Resolution has
not been rescinded or amended in any way.
Chairman [X] voting.
[
] not voting.
Dated this tt day Of January ,2014.
Executive
Tribal B
Threc Afflliated Tribes
2
Resolution No。 14-006‐ VJB
RESOLUT10N OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF TⅡ E
FORT BERTHOLD INDIAN RESERVAT10N
A Resolution Entitled,“ Approval of Nathan Goodiron
ⅣIemorial Facility― Panther
Development lnvestments】 LLC of 6401 Congress Avenue,Suite 250,Boca Raton,Florida
33487"
WHEREAS' This Nation having accepted the Indian
Reorganization Act of June 18,1934, and the
authority under said Act and having adopted a Constitution and By-Laws pursuant to
said Act; and
WHEREAS,
The Constitution of the Three.Affiliated Tribe generally authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of the
welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article III of the Constitution of the Three Affiliated Tribes provides that the Tribal
Business Council is the governing body of the Tribes; and
WHEREAS,
the West Segment Development Corporation has negotiated an Design-Build contract
with Panther Development Investments Inc of Boca Raton, Florida to develop needed
infrastructure with regard to its proposed Nathan Goodiron Memorial Facility to be
constructed within the West Segment; and
WHEREAS,
The parties including legal counsel for West Segment Development Corporation and
the Tribal Legal Department has negotiated and reviewed the proposed conffact; and
WHEREAS'
the West Segment Development Corporation has approved the Nathan Goodiron
Memorial Facility Design-Build Contract and recommends approval of the Tribal
Business Council; and
WHEREAS'
the Tribal Business Council now finds the contract and proposed project acceptable.
THEREFORE BE IT RESOLYED, The Tribal Business Council of the Three Affiliated Tribes
hereby' formally approves Nathan Goodiron Memorial Facility Design-Build
Construction Contract with Panther Development Investments LLC as the contractor;
and
BE IT FURTHER RESOLVED, The total budget for this Contract is not to exceed $3,850,000.00
and shall include a $1,350,000.00 construction/module deposit pursuant to the terms
and conditions of the Contract (attached); and
BE IT FINALLY RESOLVED, the Tribal Chairman and the West Segment Tribal Business
Council Representative shall be expressly authorized to execute the Nathan Goodiron
Memorial Facility Design-Build Construction Contract with Panther Development
Investments LLC.
Page
I of2
DESIGN-BUILD CONTRACT
(Nathan Goodiron Memorial Facility)
1.
PARTIES:
This Design-Build Contract (this "Contract") is entered into this 9th day of January 2Ol4 (the
"Effective Date") by and between WEST SEGMENT DEVELOPMENT CORPORATION, whose
address is 404 4th Avenue, NE Ridge Road, Mandaree, ND 58757, and THREE AFFILIATED
TRIBES OF THE FORT BERTHOLD INDIAN RESERVATION, a body sovereign, whose
address is 404 Frontage Road, New Town, N.D. 58763 (together, "Owner"), and PANTHER
DEVELOPMENT INVESTMENTS, LLC, a Florida limited liability company, whose principal
address is 6401 Congress Avenue, Suite 250, Boca Raton,FL 33487 (hereinafter "'Contractor").
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE:
Owner owns the property depicted on Exhibit "A" hereto (the "Property"). The purpose of this
Contract is to hire Contractor to manage and supervise the design and construction of a twenty (20)
unit apartment complex (the "Project'), to be located on the Property. In this Contract, Owner and
Contractor wish to establish the terms and conditions under which the design and construction work
on the Project
3.
will
be conducted.
CONTRACT TERM:
(a)
Design Phase. Within five (5) days of execution of this Contract and payment of the
Mobilization Fee (as defined herein), Contractor shall commence the design of the Project and
preparation of design drawings consistent with the schematic design and design guidelines attached
hereto as Exhibit "B" (the "Design Drawings"). Upon completion of the Design Drawings,
Contractor shall deliver to Owner the Design Drawings for review and approval. Owner shall deliver
written approval or comments on the Design Drawings to Contractor within ten (10) days of receipt of
the Design Drawings. If Owner provides written comments to Contractor, then Contractor and Owner
shall work through the comments and revise the Design Drawings until Owner has approved the
Designed Drawings (the "Approved Design Drawings"). Within ten (10) days of Owner's written
approval of the Design Drawings, Contractor shall use the Approved Design Drawings to prepare
construction drawings for the Project (the "Plans and Specifications").
(b)
Construction Phase. Upon completion of the Plans and Specifications and review and
of same by Owner, the parties shall execute an Amendment to this Contract,
attaching both the approved Plans and Specifications as Exhibit "C" to this Contract and the approved
Construction Schedule as Exhibit "D" to this Contract ("Construction Schedule"). Within five (5)
business days following the execution of the Amendment to Contract, the Contractor shall commence
construction work. The Contractor shall have until such dates as shown on the Construction Schedule
written approval
to substantially complete such construction services, provided that any delay beyond the Contractor's
control shall extend the Contractor's time to perform its obligations hereunder in an amount equal to
the time lost due to such delay. Delays beyond the Contractor's control shall include, but not be
limited to, acts or neglect by the Owner, fires, floods, abnormal weather conditions, material shortages
and/or acts of God.
Prior to commencement of any construction work, the Contractor shall show proof of general liability
insurance, TERO license and bonds furnished by subcontractors, whether they be prepayment,
performance or payment bonds.
Time is of the essence in construction of the Project in accordance with this Contract. The Owner
reserves the right to terminate this Contract and seek liquidated damages if the Contractor does not
complete construction of the Project within the term provided for herein. Liquidated damages shall be
in such amount as is required for completion of construction of the Project (as reasonably determined
by Owner's engineer, Bartlett & West), but will in no event be greater than 120%o of the balance of
payments remaining due to Contractor.
The Contract term may only be extended or changed as provided above in this Section 3 or by Change
Order as set out in Section I I of this Contract.
4.
CONTRACT DOCUMENTS:
The Contract Documents consist of this Contract, all Exhibits attached hereto and the following
documents, all of which are hereby incorporated into this Contract by this reference:
l.
Owner's General Contract Provisions,
if
any, which are attached as an Exhibit to this
Contract.
2.
The Plans and Specifications (to be added as Exhibit "C" to this Contract by the
Amendment to Contract).
3. The Construction
Schedule
(to be added as Exhibit "D" to this Contract by
the
Amendment to Contract).
4.
5.
Any Change Orders approved pursuant to this Contract.
SERVICES TO BE PERFORMED:
Contractor shall furnish all design services for the Project and the supervision, labor, tools, and
equipment, necessary to construct the improvements to the Project in accordance with the Plans and
Specifications (hereinafter called the "Work") and shall prosecute the Work diligently and in a
workmanlike manner. Contractor shall perform the Work in accordance with this Contract, the Plans
and Specifications, and the general and special conditions, specifications, schedules, drawings, and
other items included on the attached Exhibits, which form a part of this Contract, all of which are
made a part of this Contract by reference as if fully set forth herein. The Contractor shall notify the
Owner when the construction portion of the Work is completed and shall participate with the project
manager for the Owner in conducting a final inspection.
The Contractor shall not file a mechanic's or materialman's lien or maintain any claim against the
Owner's estate in the subject real property, or any improvements thereon, for or on account of any
work done, labor performed or materials furnished under this Contract.
6.
CONTRACT PRICE AND PAYMENTS:
In consideration of the Work to be performed under this Contract, the Owner shall pay the Contractor
the total sum of THREE MILLION EIGHT HUNDRED FIFTY THOUSAND DOLLARS
($3,850,000.00) (the "Contract Price"), which shall consist of a construction / module deposit of
ONE MILLION THREE HUNDRED FIFTY THOUSAND DOLLARS ($1,350,000.00) and TWO
MILLION FIVE HI-INDRED THOUSAND DOLLARS ($2,500,000.00) for labor, materials,
equipment, supplies, supervision, and utilities for construction of the Project (collectively, the
"Construction Payments"). The Contract Price shall be paid in accordance with Exhibit "E". The
Owner shall hold back five percent (5%) of the Construction Payments as a contingency payment,
which will be paid with the final progress payment upon substantial completion, final inspection and
acceptance of the construction portion of the Work by the Owner. There will be no holdback on the
Mobilization Fee.
The Contract Price does not include the cost of permits, fees, inspection costs and/or taxes required by
any division of the Federal, State, local government, or other governing body, including, but not
limited to, the Fort Berthold Indian Reservation, required to perform the Work (which will be paid for
directly by the Owner). Owner agrees to waive any and all TERO taxes related to this Contract.
Owner shall execute any and all necessary documents within five (5) days after presentment of same
to the Owner, and fully cooperate with the Contractor, in order to obtain permits, request inspections
and obtain final approvals of the Work. The cost of the densities and testing required to certify the
completion of the Work is included and will be provided by the Contractor.
The Contract Price shall not be changed except by Change Order as set out in Section
1l of this
Contract.
Construction Payments required under this Section shall not be paid until: (i) the Contractor has
submitted a complete payment request setting forth the services performed by the Contractor and
substantiating payment; and (ii) if required by Owner, the Work has been inspected and approved
by Owner's engineers, Bartlett & West. The Contractor must make itself familiar with the Tribe's
Finance Department's process and procedures to ensure that timely invoices are submitted so that
timely payment may be made as provided in this Section.
In the event that either party terminates this Contract as provided in Section 8, the Contractor shall
reimburse the Owner on a pro rata basis for any amounts advanced and not earned by the Contractor.
7.
PROJECT MANAGER:
For the Owner: Delvin Reeves
For the Contractor: Alex Moreno
8.
TERDIINAT10N OF CONTRACT:
Termination by Owner:
The Owner may terminate this Contract for cause under any one of the following conditions:
Contractor persistently fails to perform the Work in accordance with the Contract
(a)
Documents;
(b)
Contractor's failure to comply with applicable laws as required by Section 13 of this
Contract;
(c)
Contractor's disregard of the authority of the Project Manager; and
(d)
Contractor's violation in any substantial way of any provision of this Contract or the
Contract Documents.
one or more of the conditions identified above occur, the Owner may, after giving Contractor (and
surety) seven days written notice of its intent to terminate the Contract:
If
i.
Exclude Contractor from the Project, and take possession of the Work and of
all of Contractor's tools and appliances at the Project, and use the same to the
full extent they could be used by Contractor (without liability to Contractor for
trespass or conversion);
ii.
Incorporate into the Work any and all materials and equipment stored at the
Site or for which the Owner has paid Contractor, but which are stored
elsewhere; and
iii.
Complete the Work as the Owner may deem expedient.
as provided in this Section, Contractor shall not be entitled to receive any
further compensation until the Work is completed. If the unpaid balance of the Contract Price exceeds
all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers,
architects, attorneys, and other professionals and all court or meditation/arbitration or other dispute
resolution costs) sustained by the Owner arising out of or relating to completing the Work, such
excess will be paid to the Contractor. If such claims, costs, losses, and damages incurred by the
Owner exceed such unpaid balance, Contractor shall (subject to the third paragraph of Section 3(b)
hereof) pay the difference to the Owner.
If the Owner proceeds
Notwithstanding the termination provisions provided above, the Contract will not be terminated if
Contractor begins, within seven (7) days of receipt of notice of intent to terminate, to correct its
breach and proceeds diligently to cure such breach within no more than l0 days of receipt of such
notice.
is terminated by the Owner as provided for above, the termination will not affect any
rights or remedies of the Owner against Contractor then existing or which may thereafter accrue. Any
rJention of payment of funds due Contractor by the Owner will not release Contractor from liability.
If and to the eitent the Contractor has provided a performance bond under Section l0 of this Contract,
the termination procedures of that bond shall supersede the provisions stated above.
If the Contract
The Owner may also terminate this Contract without cause and without prejudice to any other right or
remedy of the Owner by giving the Contractor seven days prior written notification. In such case,
Contractor shall be paid for (without duplication of any item):
(a)
Completed and acceptable Work executed
in
accordance
with the
Contract
Documents prior to the effective date of termination;
(b)
Expenses sustained prior to the effective date of termination
fr*irhirg
labor, materials, or equipment as
with uncompleted work;
in
connection
Documents
und
in performing
required by
the
services
Contract
(C)
claims, costs, losses and damages incurred in settlement of terminated contracts
with subcontractors, suppliers and others; and
(d)
Reasonable expenses directly attributable to termination.
All
Termination by Contractor:
If, through no act or fault of Contractor:
(a)
The Work is suspended for more than 15 consecutive days by the Owner or under an
order of a court or other public authority; or
(b)
The Owner fails for 30 days to pay Contractor any sum due under the Contract
Documents,
then Contractor may, upon seven days written notice of breach to the Owner and the Project Manager,
and provided the Owner does not remedy such breach within that time, terminate the Contract and
...or., from the Owner payment under the same terms as provided for in this Section for termination
without cause by the Owner.
In lieu of terminating the Contract and without prejudice to any other right or remedy, if the Owner
has failed for 30 days to pay Contractor any sum due under the Contract Documents, Contractor may,
seven days after written notice to the Owner and the Project Manager, stop the work until payment is
made by the Owner of all such amounts due to Contractor, including interest thereon.
9.
INSURANCE&INDEMNIFICAT10N:
The Contractor shall provide general liability insurance coverage in the amount of $1,000,000.00 at all
times during the construction portion of the Work of this Contract to protect the Owner in the event
that the Contractor's negligent or willful acts or omissions cause damage to the property of the Ow19r,
any custom". o. .o-pu-nylffitiated with the owner or any other individual. Proof of general liability
insurance shall be provided to the Owner prior to the commencement of any construction Work under
this Contract.
Contractor agrees to indemnifr, defend, and hold harmless the Owner and its officials, agents and
employees fo-r any liability whatsoever (including legal fees and costs) incurred as a result of a breach
of this Contract or any u"i, o. omissions or negligence, whether willful or not, of the Contractor, the
Contractor's employees, agents and subcontractors (if any) supplying work, materials, services, or
supplies in conneciion *ith the performance and from any and all claims and losses accruing or
..iulting to any person, firm or corporation who may be injured or damaged by the Contractor in the
performance of this Contract.
At its option, the Owner shall be responsible for and provide builders risk insurance on the Project.
10.
BOND REQUIREMENTS:
subcontractors shall provide prepayment, performance and/or payment bonds in amounts equal to
their contract amounts and provide written proof to Owner's Engineer, Bartlett & West, of such bond
prior to commencing their respective construction work.
All
1I.
CHAIIGE ORDERS:
Without invalidating this Contract, the Owner may order additions, deletions or revisions in the Plans
and Specifications o. r.op" of work by issuance of a written Change Order. Upon receipt of such
Change Order, Contractoi shall promptly proceed with the Work involved, which will be performed
under-the applicable conditions of thoContract Documents. The parties shall agree on the amount of
the adjustment to the Contract Price or the Contract term, if any, that may be allowed based on the
Change Order.
12.
CORRECTIONPERIODAilARRANTY:
The Contractor agrees to remedy all defects appearing in the Work performed by Contractor or
developing in the materials furnished or the workmanship performed during a one (1) year warranty
period-aftir the date of final acceptance of the construction portion of the Work by the Owner. The
-Contractor
shall indemniff and save the Owner harmless from any costs encountered in remedying
such defects.
13.
COMPLIANCE WITH APPLICABLE LAWS:
The Contractor shall comply with all applicable Federal and Tribal laws and regulations in performing
this Contract. The Contractor and subcontractors shall apply for and obtain a TERO License and pay
any applicable TERO taxes or fees, except for such TERO taxes as may be waived by TAT Business
Council.
14.
INDEPENDENT CONTRACTOR:
The Contractor assures the Owner that the Contractor is an independent contractor providing services
for the Owner and that neither the Contractor nor any of the Contractor's employees, subcontractors,
etc. are employees of the Owner under this Contract or any subsequent amendment or extension
hereof. Contractor has no power or authority to act for, represent or bind the Owner or any entity
affiliated with the Owner in any manner. Contractor and Contractor's employees are not entitled to
any medical coverage, life insurance, or participation in any other benefits afforded to the Owner
regular employees, or those of the Owner's affiliated entities. If the Owner or any of the Owner's
uffiliat"d entities are required to pay or withhold any taxes or make any other payment with respect to
fees payable to Contractor, Contractor will reimburse the Owner or the affiliated entity in full for
taxespaid, and permit the Owner to make deductions for taxes required to be withheld from any sum
due Contractor.
The Contractor is solely responsible for assuring compliance with all legal requirements, including
payment of all applicable taxes, premiums, deductions, withholdings, overtime and other amounts
*lii.h may be legally required with respect to the employment of any persons providing services to
the Contractor or any of its subcontractors, under this Contract. The contractor agrees that the
Contractor shall indemnifu the Tribe for any and all claims, obligations, liabilities, costs, attorney
fees, losses or suits accruing or resulting from: (i) the Contractor's failure to comply with this
Contract; or (ii) from any ruling of any legal authority or claims by any subcontractor, employee or
alleged employee of the Contractor, that the Contractor or a person the Contractor has held out to be
his/her employee is an employee of the Tribe.
15.
CONTRACTOR NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
During the time of this Contract, Contractor will not enter into any activity, employment or business
a..ungi-"nt conflicting with Owner's interests or Contractor's status. The Owner shall have the
option of terminating this Contract at any time if, in Owner's sole judgment, a conflict of interest
exists or is imminent. Contractor will advise the Owner of Contractor's position with respect to any
activity, employment, or business arrangement contemplated by Contractor that may be relevant to
this Section. For this purpose, Contractor agrees to disclose any such plans to the Owner prior to
implementation.
16.
WARRANTY THAT CONTRACT DOES NOT CONTEMPLATE CORRUPT
PRACTICES- DOMESTIC OR FOREIGN:
Contractor represents and warrants that: (a) all payments under this Contract constitute compensation
for services performed; and (b) this Contract and all payments, and the use of the payments by
Contractor, do not and shall not constitute an offer, payment, or promise, or authorization of
payments, and of any money or gift to an office or political party of, or candidate for political office
in, any jurisdiction within or outside the United States. These payments may not be used to influence
any act or decision of any official, party, or candidate to use his, her or its influence with a
gor.--"nt to affect or influence any act or decision of such government to assist the Owner in
6btuining, retaining, or directing business to Contractor or any person or other corporate entity. As
used in ihir parugruph, the term "offrcial" means any officer or employee of a government, or any
person acting in an- official capacity for or on behalf of any government; the term "government"
includes department, agency, or instrumentality of a government.
17.
DISPUTERESOLUTION:
This Contract was executed and is to be carried out on the Fort Berthold lndian Reservation. Any
dispute between the parties herein arising out of the terms, conditions, obligations, responsibilities,
duties or any other matter is subject to the jurisdiction of the Courts of the Three Affiliated Tribes and
the Contracior hereby agrees that the parties have entered into a contractual relationship and consents
to the jurisdiction of the Tribal Court.
Nothing contained in this Section is intended to prevent the parties from mutually agreeing to mediate
or arbit-rate any dispute. Any mediation shall be govemed by the Construction Industry Mediation
Rules of the American Arbitration Association in effect as of the effective date of this Contract.
18.
GOVERNING LAW:
This Contract is subject to and shall be interpreted in accordance with the laws of the Three
Affiliated Tribes. Fort Berthold District Court shall be the exclusive venue for any disputes under
this Contract.
19.
ASSIGNMENT OF RIGHTS AI\D DELEGATION OF DUTIES:
Except with respect to Contractor's right to engage design professionals, engineers and subcontractors
in connection with the performance of its obligations hereunder, the rights and duties under this
Contract may not be assigned or delegated by either party without the prior written consent of the
other.
20.
SEVERABILITY:
It is understood and agreed by the parties hereto that if any term or provision of this Contract is held
to be illegal, void or in conflict with any applicable Tribal, State or Federal law, the validity of the
remaining terms and provisions shall not be affected, and the right and obligations of the parties shall
be construed and enforced as if the Contract did not contain the particular term or provision held to be
invalid.
2I.
WAIVER:
Waiver of any default, breach or failure to perform under this Contract is not deemed to be a waiver of
any subsequent default, breach or failure of performance. In addition, waiver of any default, breach or
failure to perform is not to be construed to be a modification of the terms of this Contract unless
reduced to writing as an amendment to this Contract.
22.
ENTIRE CONTRACT AND MODIFICATION:
This Contract and the Contract Documents contains the entire agreement between the parties. This
Contract may not be modified except by later written amendment signed by both parties.
(Signatures appear on next Page)
9
IN WITNESS WHEREOF, the parties hereto have executed this Infrastructure Construction
Contract as of the date first above written.
CONTRACTOR:
PANTHER DEVELOPMENT INVESTⅣ IENTS,LLC
Moreno
OWNER:
THREE AFFILLIATED TRIBES
Title: Chaillllan
Vt C<- Crrt q(c.{/l e-r't
WEST SEGMENT DEVELOPMENT
CORPORATION
liated Tribes Legal DePartment:
H:\FWB\P\Panther Development Investments, LLC\15148.005 Community Center Development\Design-Build
10
Contract (v3).doc
EXHIBIT"A"
LEGAL DESCRIPTION
EXHIBIT"B"
DESIGN DRAWINGS
つ４
EXHIBIT"C"
PLANS AND SPECIFICATIONS
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グッ
Jα ル
ルοbθ αrracヵ ι
“ `カ
り
，
EXHIBIT“ D"
CONSTRUCTION SCHEDULE
′わCο ntracげ
″
ι
ttι ′
グッ
′
αttθ И″θ
′
ασ
力θ
クοbθ α′
14
EXHIBIT``E"
PAYMENT SCHEDULE
Mobilization Fee due upon signing: $550,000
[payment schedule to be added]
ξ′
Resolution No.14-006‐ VJB
CERTIFIC
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of the
Fort Berthold Indian Reservation hereby certiff that the tribal Business Council is composed of
seven (7) members of whom five (5) constitute a quorum, 6 were present at a Regular Meeting
thereof duly called, noticed, convened and held on the 9s day of January ,2014, that the foregoing
Resolution was duly adopted at such meeting by the affirmative vote of 5 members, 0 memberi
opposed, 0 members abstained, 0 members not voting, and that said Resolution has not been
rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9th
dayof
[
] Not Voting.
January ,2014.
ATTEST:
.ttc<
Tribal Business Council
Three Affiliated Tribes
Page2 of 2
<k ,r*1
Resolution No.14-007-VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution entitled, "Approval of White Oaks Park Infrastructure Contract - Panther
Development Investments LLC of 6401 Congress Avenue, Suite 250, Boca Raton, Florida
33487"
WHEREAS, This Nation having accepted
the Indian Reorganization Act of June 18,1934, and the
authority under said Act and having adopted a Constitution and By-Laws pursuant to
said Act; and
WHEREAS,
The Constitution of the Three dffiliated Tribe generally authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of the
welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article III of the Constitution of the Three Affrliated Tribes provides that the Tribal
Business Council is the governing body of the Tribes; and
WHEREAS,
the West Segment Development Corporation has negotiated an infrastructure contract
with Panther Development lnvestments Inc of Boca Raton, Florida to develop needed
infrastructure with regard to its proposed White Oaks Park, a forty unit trailer park to
be constructed within the West Segment; and
WHEREAS,
The parties including legal counsel for West Segment Development Corporation and
the Tribal Legal Department has negotiated and reviewed the proposed contract; and
WHEREAS,
the West Segment Development Corporation has approved the White Oaks Park
Infrastructure Agreement and recommends approval of the Tribal Business Council;
and
WHEREAS,
the Tribal Business Council now finds the contract and proposed project acceptable.
THEREFORE BE
IT RESOLVED,
The Tribal Business Council of the Three Affiliated Tribes
hereby formally approves White Oaks Park [nfrastructure Construction Contract with
Panther Development Investments LLC as the contractor; and
BE IT FURTHER RESOLVED, The total budget for this Contract is not to exceed $1,750,000.00
and shall include a $500,000.00 mobilization fee pursuant to the terms and conditions
of the Contract (attached); and
BE IT FINALLY RESOLVED, the Tribal Chairman and the West Segment Tribal Business
Council Representative shall be expressly authorized to execute the White Oaks Park
Infrastructure Contract with Panther Development lnvestments LLC.
Page
I
of 2
INFRASTRUCTURE CONSTRUCTION CONTRACT
(White Oaks Park)
1.
PARTIES:
This Infrastructure Construction Contract (this "Contract") is entered into this 1* day of January
2014 by and between WEST SEGMENT DEVELOPMENT CORPORATION, whose address is
404 4th Ave. NE Ridge Road, Mandaree, ND 58757, and THREE AFFILIATED TRIBES OF
THE FORT BERTHOLD INDIAN RESERVATION, a body sovereign, whose address is 404
Frontage Road, New Town, N.D. 58763 (together, "Owner"), and PAIITHER DEVELOPMENT
INVESTMENTS, LLC, a Florida limited liability company, whose principal address is 6401
Congtess Avenue, Suite 250, Boca Raton,FL 33487 (hereinafter "'Contractor").
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE:
Owner owns the property depicted on Exhibit "A" hereto (the "Property"). The purpose of this
Contract is to hire Contractor to act as a developer and general contractor to perform certain site
infrastructure work in connection with Owner's proposed forty (40) unit mobile home park to be
located on the Property (the "Project"). Owner will solely responsible for the procurement and
installation of all mobile homes. In this Contract, Owner and Contractor wish to establish the terms
and conditions under which Contractor's site infrastructure work will be conducted.
3.
CONTRACT TERM:
Upon execution of this Contract, the Owner shall issue a Notice to Proceed to the Contractor, who
shall commence work within the time period set forth on Exhibit "E" hereto (the "Construction
Schedule"). The Contractor shall have until such dates as shown on the Construction Schedule to
substantially complete the services set out in Section 5 of this Contract, provided that any delay
beyond the Contractor's control shall extend the Contractor's time to perform its obligations
hereunder in an amount equal to the time lost due to such delay. Delays beyond the Contractor's
control shall include, but not be limited to, acts or neglect by the Owner, fires, floods, abnormal
weather conditions, material shortages and/or acts of God.
Prior to issuance of the Notice to Proceed, the Contractor shall show proof of general liability
insurance, TERO license and bonds furnished by subcontractors, whether they be prepayment,
performance or payment bonds.
Time is of the essence in construction of the Project in accordance with this Contract. The Owner
reserves the right to terminate this Contract and seek liquidated damages if the Contractor does not
complete the Project within the term provided for herein. Liquidated damages shall be in such
amount as is required for completion of the Project (as reasonably determined by Owner's engineer,
Bartlett & West), but will in no event be greater than l20Yo of the balance of payments remaining
due to Contractor.
The Contract term may only be extended or changed as provided above in this Section 3 or by
Change Order as set out in Section I I of this Contract.
4.
CONTRACT DOCUMENTS:
The Contract Documents consist of this Contract, all Exhibits attached hereto and the following
documents, all of which are hereby incorporated into this Contract by this reference:
l.
Owner's General Contract Provisions,
if
any, which are attached as an Exhibit to this
Contract.
5.
2.
The Plans and Specifications.
3.
The Contractor's Bid and scope of work.
4.
Any Change Orders approved pursuant to this Contract.
SERVICES TO BE PERFORMED:
Contractor shall furnish all supervision, labor, tools, and equipment, necessary to construct the
improvements to the Project as shown on Exhibit "8" (the "Work") and shall prosecute the Work
diligently and in a workmanlike manner. Contractor shall perform the Work in accordance with this
Conlract and the general and special conditions, specifications, schedules, drawings, and other items
forming a part of this Contract as shown in Exhibit "C" (collectively, the "Plans and Specifications"),
all of which are made apartof this Contract by reference as if fully set forth herein. The Contractor
shall notify the Owner when the Work is completed and shall participate with the project manager
for the Owner in conducting a final inspection.
The Contractor shall not file a mechanic's or materialman's lien or maintain any claim against the
Owner's estate in the subject real property, or any improvements thereon, for or on account of any
work done, labor performed or materials furnished under this Contract.
6.
CONTRACT PRICE AND PAYMENTS:
consideration of the Work to be performed under this Contract, the Owner shall pay the
Contractor the total sum of ONE MILLION SEVEN HUNDRED FIFTY THOUSAND DOLLARS
G1tr0J00.0Q (the "Contract Price"), which shall consist of a mobilization fee of Five Hundred
Thousand Dollars ($500,000) (the "Mobilization Fee") and ONE MILLION TWO HI-INDRED
FIFTY THOUSAND DOLLARD (L2sqq!!!lOQ for labor, materials, equipment, supplies and
supervision for construction of the Project (collectively, the "Construction Payments"). The Contract
Price shall be paid in accordance with Exhibit "D". The Owner shall hold back five percent (5%) of
the Construction Payments as a contingency payment, which will be paid with the final progress
payment upon substantial completion, final inspection and acceptance of the construction portion of
the Work by the Owner. There will be no holdback on the Mobilization Fee.
In
The Contract Price does not include the cost of permits, fees, inspection costs and/or taxes required
but not
by any division of the Federal, State, local government, or other governing body, including,
paid
be
(which
will
limited to, the Fort Berthold Indian Reservation, required to perform the Work
for directly by the Owner). Owner agrees to waive any and all TERO taxes related to this Contract'
of same
Owner shall execute any and all n"".rrury documents within five (5) days after presentment
inspections
request
permits,
to the Owner, and fully cooperate with th! Contractor, in order to obtain
to certifu the
and obtain final approvats of the Work. The cost of the densities and testing required
completion of the Work is included and will be provided by the Contractor'
The Contract price shall not be changed except by Change order as set out in Section
1l of this
Contract.
has
Construction payments required under this Section shall not be paid until: (i) the Contractor
and
submitted a complete payment request setting forth the services performed by the Contractor
by
approved
and
inspected
been
substantiating puy111erq ana (ii) if required bybwner, the Work has
Tribe's
the
owner,s .ng-ini.ir, Bartlett & West. The Contractor must make itself familiar with
so that
Finance Department's process and procedures to ensure that timely invoices are submitted
timely payment may be made as provided in this Section'
shall
In the event that either party terminates this Contract as provided in Section 8, the Contractor
Contractor.
the
by
not
earned
and
reimburse the owner oou pio rata basis for any amounts advanced
7.
PROJECT MAIiAGER:
For the owner: Delvin Reeves. For the contractor: Alex Moreno
8.
TERMINATION OF CONTRACT:
Termination by Owner:
The Owner may terminate this Contract for cause under any one of the following conditions:
(a)
Contractor persistently fails to perform the Work in accordance with the Contract
Documents;
(b)
Contractor's failure to comply with applicable laws as required by Section 13 of this
Contract;
(c)
Contractor's disregard of the authority of the Project Manager; and
(d)
Contractor's violation in any substantial way of any provision of this Contract or the
Contract Documents.
If one or more of the conditions identified above occur, the Owner may, after giving Contractor (and
surety) seven days written notice of its intent to terminate the Contract:
i.
Exclude Contractor from the Project, and take possession of the Work and of
all of Contractor's tools and appliances at the Project, and use the same to the
full extent they could be used by Contractor (without liability to Contractor
for trespass or conversion);
ii.
Incorporate into the Work any and all materials and equipment stored at the
Site tr for which the Owner has paid Contractor but which are stored
elsewhere; and
iii.
complete the work as the owner may deem expedient.
any
proceeds as provided in this Section, Contractor shall not be entitled to receive
Price
Contract
further compensation untif the Work is completed. If the unpaid balance 9f the
all fees and charges of
exceeds all claims, costs, losses, and damages (including but not limited to
or
meditation/arbitration
or
engineers, architects, attorneys, and other professionals g.d all court
the
completing
otlier dispute resolution costs; sustained bythe owner arising out of or relating to
and damages
losses,
costs,
claims,
If
such
Work, such excess will be paid to the iontractor.
paragraph
third
the
to
(subject
incurred by the Owner exceed such unpaid balance, Contractor shall
of Section 3 hereof) pay the difference to the Owner'
If the Owner
not be terminated if
Notwithstanding the termination provisions provided above, the Contract will
to correct its
Contractor beglns, within seven (1 auyr of receipt of notice of intent to terminate,
days of receipt of such
breach and pr6ceeds diligently to cure such breach within no more than l0
notice.
If the Contract is terminated by the Owner as provided for above, the termination will not
accrue'
rights or remedies of the Owner against Contractor then existing or which may thereafter
Aiy retention of payment of funds-due Contractor by the Owner will not release Contractor from
liability.
affect any
l0 of this
and to the extent the Contractor has provided a performance bond under Section
above'
Contract, the termination procedures of that bond shall supersede the provisions stated
If
other right
The Owner may also terminate this Contract without cause and without prejudice to any
In such case,
or remedy of tne Owner by giving the Contractor seven days prior written notification.
Contractor shall be paid for (without duplication of any item):
(a)
Completed and acceptable Work executed
in
accordance
with the
Contract
Documents prior to the effective date of termination;
(b)
Expenses sustained prior to the effective date of termination in performing services
and furnishing labor, materials, or equipment as required by the Contract
Documents in connection with uncompleted work;
(c)
All claims,
(d)
Reasonable expenses directly attributable to termination.
costs, losses and damages incurred in settlement of terminated contracts
with subcontractors, suppliers and others; and
4
Termination by Contractor:
If, through no act or fault of Contractor:
(a)
The Work is suspended for more than 15 consecutive days by the Owner or under an
order of a court or other public authority; or
(b)
The Owner fails for 30 days to pay Contractor any sum due under the Contract
Documents,
then Contractor may, upon seven days written notice of breach to the Owner and the Project
terminate the
Manager, and proviied itre Owner does not rcmedy such breach within that time,
in this Section
Contract and recover from the Owner payment under the same terms as provided for
for termination without cause by the Owner.
In lieu of terminating the Contract and without prejudice to any other right or remedy, if the Owner
Contractor
has failed for 30 Oals to pay Contractor any sum due under the Contract Documents,
until
work
the
stop
may, seven days aftLr *ritt"n notice to the Owner and the Project Manager,
payment is maie by the Owner of all such amounts due to Contractor, including interest thereon.
9.
INSURANCE & INDEMNIFICATION:
at
The Contractor shall provide general liability insurance coverage in the amount-of $1,000,000.00
all times during the ierm of itris Contract io protect the Owner in the event that the Contractor's
or
negligent or willful acts or omissions cause damage to the property of the Ow19r, any customer
shall
insurance
.oi.,p-uny affiliated with the Owner or any other individual- Proof of general liability
Contract.
under
this
Work
of
Ue piorideO to the Owner prior to the commencement
agents and
Contractor agrees to indemnify, defend, and hold harmless the Owner and its officials,
a result of a
employees fJr any liability *hutro.r.. (including legal fees and costs) incurred as
not, of the
or
willful
whether
breach of this Contract or any acts or omissions or negligence,
work, materials,
Contractor, the Contractor's employees, agents and subcontractors (if any) supplying
claims and losses
services, or supplies in connection with the performance and from any and all
damaged by the
or
injured
be
accruing o. ."rrlting to any person, firm or corporation who may
Contractor in the perforrnance of this Contract.
At its option, the Owner shall be responsible for and provide builders risk insurance on the Project.
10.
BOND REQUIREMENTS:
subcontractors shall provide prepayment, performance and/or payment bonds in amounts equal to
their contract amounts and provide *.itt.n proof to Owner's Engineer, Bartlett & West, of such bond
prior to commencing their respective construction work.
All
11.
CHAI\IGE ORDERS:
Without invalidating this Contract, the Owner may order additions, deletions or revisions in the Plans
Upon receipt of such
and Specifications or scope of work by issuance of a written Change Order.
involved, which will be performedChange Order, Contractor shall prompily proceed with the
on the amount of
undeithe appiicable conditions ortn"contract Documents. The parties shall agree
based on the
allowed
be
may
the adjustment to the Contract Price or the Contract term, if any, that
Change Order.
Y.k
12.
CORRECTIONPERIODAilARRAIITY:
Contractor or
The Contractor agrees to remedy all defects appearing in the Work performed by
year
(l)
warranty
a one
developing in the materials fumiihed or the workmanship performed during
the owner. The
period'aftJr the date of final acceptance of the construction portion of the Work by
in remedying
encountered
costs
Contractor shall indemniff and save the Owner harmless from any
such defects.
13.
COMPLIAI\CE WITH APPLICABLE LAWS:
regulations in
The Contractor shall comply with all applicable Federal and Tribal laws and
obtain a TERO
performing this Contract. The Contractoi and subcontractors shall apply for and
taxes as may be waived
License and pay any applicable TERO taxes or fees, except for such TERO
by TAT Business Council.
14.
INDEPENDENT CONTRACTOR:
providing services
The Contractor assures the Owner that the Contractor is an independent contractor
subcontractors,
for the Owner and that neither the Contractor nor any of the Contractor's employees,
or extension
etc. are employees of the Owner under this Contract or any subsequent-amendment
or
any entity
Owner
the
bind
or
hereof. Contractor has no power or authority to act for, represent
to
entitled
not
are
affiliated with the owner in any manner. contractor and contractor's employees
afforded to the Owner
any medical coverage, life insurance, or participation in any other benefits
or any of the Owner's
Owner
If
the
regular employees, 6r those of the Ownei's affriiated entities.
payment with respect
affiliated entities are required to pay or withhold any taxes or make any other
entity in full for
to fees payable to Contractor, Contractor will reimburse the Owner or the affiliated
from any sum
withheld
to
be
required
taxes paia, and permit the Owner to make deductions for taxes
due Contractor.
including
The Contractor is solely responsible for assuring compliance with all legal requirements,
amounts
payment of all appli"ubl" tu*.r, premiums, deductions, withholdings, overtime and other
*t i.t may be fegatty required with respect to the employment of any persons providing services to
the
the Contractor or uny oi its subcontractors, under this Contract. The contractor agrees that
attorney
Contractor shall indemniff the Tribe for any and all claims, obligations, liabilities, costs,
fees, losses or suits u...ring or resulting from: (i) the Contractor's failure to comply with this
ruling of any legal authority or claims by any subcontractor, employee or
Contract; or (ii) from any
-Contraitor,
that the Contractor or a person the Contractor has held out to be
alleged employee of the
his/her employee is an employee of the Tribe.
15.
CONTRACTOR NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
6
During the time of this Contract, Contractor will not enter into any activity, employment or business
u..ungi."nt conflicting with Owner's interests or Contractor's status. The Owner shall have the
option of terminating this Contract at any time if, in Owner's sole judgment, a conflict of interest
exists or is imminent. Contractor will advise the Owner of Contractor's position with respect to any
activity, employment, or business arrangement contemplated by Contractor that may be relevant to
this Siction. Fo. this purpose, Contractor agrees to disclose any such plans to the Owner prior to
implementation.
16.
WARRANTY THAT CONTRACT DOES NOT CONTEMPLATE CORRUPT
PRACTICES. DOMESTIC OR FOREIGN:
Contractor represents and warrants that: (a) all payments under this Contract constitute compensation
for services performed; and (b) this Contract and all payments, and the use of the payments by
Contractor, do not and shall not constitute an offer, payment, or promise, or authorization of
payments, and of any money or gift to an office or political party of, or candidate for political office
in, uny jurisdiction within or outside the United States. These payments may not be used to
influenci any actor decision of any official, part!, or candidate to use his, her or its influence with a
government to affect or influence any act or decision of such government to assist the Owner in
obtuining, retaining, or directing business to Contractor or any person or other corporate entity. As
used in this paragraph, the term "official" means any officer or employee of a government, or any
person acting in an official capacity for or on behalf of any government; the term "government"
includes department , agency ) or instrumentality of a government.
17.
DISPUTERESOLUTION:
This Contract was executed and is to be carried out on the Fort Berthold Indian Reservation. Any
dispute between the parties herein arising out of the terms, conditions, obligations, responsibilities,
duiies or any other matter is subject to the jurisdiction of the Courts of the Three Affiliated Tribes
and the Contractor hereby agrees that the parties have entered into a contractual relationship and
consents to the jurisdiction of the Tribal Court.
Nothing contained in this Section is intended to prevent the parties from mutually agreeing to
mediate or arbitrate any dispute. Any mediation shall be governed by the Construction lndustry
Mediation Rules of the American Arbitration Association in effect as of the effective date of this
Contract.
18。
GOVERNING LAW and VENUE
This Contract is subject to and shall be interpreted in accordance with the laws of the Three
Affiliated Tribes. Fort Berthold District Court shall be the exclusive venue for any disputes under
this Contract.
19.
ASSIGNMENT OF RIGHTS AI\D DELEGATION OF DUTIES:
Except with respect to Contractor's right to engage subcontractors in connection with the
performance of its obligations hereunder, the rights and duties under this Contract may not be
assigned or delegated by either party without the prior written consent of the other.
SEVERABILITY:
20.
It is understood and agreed by the parties hereto that if any term or provision of this Contract is held
to be illegal, void or in conflict with any applicable Tribal, State or Federal law, the validity of the
remaining terms and provisions shall not be affected, and the right and obligations of the parties shall
be construed and enforced as if the Contract did not contain the particular term or provision held to
be invalid.
21。
WAIVER:
Waiver of any default, breach or failure to perform under this Contract is not deemed to be a waiver
subsequent default, breach or failure of performance. In addition, waiver of any default,
breach or failure to perform is not to be construed to be a modification of the terms of this Contract
unless reduced to writing as an amendment to this Contract.
of any
22.
ENTIRE CONTRACT AND MODIFICAT10N:
This Contract and the Contract Documents contains the entire agreement between the parties. This
Contract may not be modified except by later written amendment signed by both parties.
[Signatures appear on next page]
8
IN WITNESS WHEREOF, the parties hereto
have executed this Infrastructure Construction
Contract as of the date first above written.
CONTRACTOR:
PANTHER DEVELOPヽ 4ENT INVESTMENTS,LLC
OWNER:
THREE AFFILLIATED TRIBES
Title:
Chairman
WEST SEGMENT DEVELOPMENT
CORPORA'
By
N,
Titlc:
Content, terms and conditions reviewed by Three A
By
Name:
9
Randy
President
liated Tribes Legal Department:
￨
EXHIBIT"A"
"LEGAL DESCRIPTION"
10
EXHIBIT"B"
WORK DESCRIPTION
EXHIBIT``C"
PLANS AND SPECIFICATIONS
12
EXHIBIT“ D"
・
PAYMENT SCHEDULE
Mobilization Fee due upon signing: $500,000
[payment schedule to be added]
13
EXHIBIT"E"
CONSTRUCTION SCHEDULE
14
Resolution No.14… 007¨ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of the
Fort Berthold Indian Reservation hereby certify that the tribal Business Council is composed of
seven (7) members of whom five (5) constitute a quorum, 6 were present at a Regular Meeting
thereof duly called, noticed, convened and held on the 9th day of January , 2014, that the foregoing
Resolution was duly adopted at such meeting by the affirmative vote of 6 members, 0 members
opposed, 0 members abstained, 0 members not voting, and that said Resolution has not been
rescinded or amended in any way.
Chairman [X] Voting.
Dated this 9th day of
[
] Not Voting.
Januarv
,2014.
Uttt
Tribal
Three Afflliated Tribes
Page2 of 2
Cl"at"nLary
Resolution No。
14‐ 008…
VJB
RESOLUT10N OF THE GOVERNING BODY OF THE
TⅡ REE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN FESERVAT10N
A Resolution Entitled: "Authorization for Tribal Participation in a Nationwide Elder
Needs Assessment Survey for the Title VI Grant Funding Year 2014 through 2017."
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-Laws
pursuant to said Act; and
WHEREAS, The Constitution of the Three Affiliated Tribe generally authorizes
and empowers
the Tribal Business Council to engage in activities on behalf of and in the interest
of the welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article
III of the Constitution of the Three Affiliated Tribes provides
that the
Tribal Business Council is the goveming body of the Tribes; and,
Business Council has authority according to the terms of the
Constitution to provide Long-term care for tribal elderly, a category that includes
health promotion, home health services, personal care, housekeeping assistance,
home delivered meals, skilled nursing care, assisted living, and other in-home
services which is an emerging unmet need in Indian Country; and,
WHEREAS, the Tribal
WHEREAS
Three National Resource Centers (North Dakota, Alaska and Hawaii) have been
awarded grants through the Administration on Aging, Department of Health &
Human Services, to collaborate and provide technical assistance on the health and
social needs of American Indian, AlaskaNative, and Native Hawaiian elderly and
assist these groups in conducting a needs assessment which is a requirement for
their AOA grants; and,
WHEREAS The needs assessment is designed to yield information
on the following Native
American elder health care needs:
o
o
o
o
o
o
General Health Status
Activities of Daily Living
Visual, Hearing, and Dental
Tobacco and Alcohol Use
Nutrition, Exercise, and Excess Weight
Social Support, Housing, and Work
WHEREAS In addition to providing technical assistance, the three National
Resource Centers
on Native Aging are required, by the Older Americans Act, to perform research
and disseminate the results of the researph; and,
Page
I of4
Resolution No。
14‐ 008‐
VJB
WHEREAS The three National
Resource Centers on Native Aging are asking Tribes
throughout the nation to volunteer to participate in a partnership arrangement, to
identify the needs of American Indian, Alaska Native, and Native Hawaiian elders
nationwide, in which the resource centers and the Tribe/consortium will each
assume responsibilities as follows:
What the Resource Center will provide:
o
o
o
o
o
o
.
Needs assessment instruments
Assistance in sampling
Training of interviewers
Consultation with interviewers via email or telephone
Data entry and analysis
Data storage
Production of tables and comparisons with national statistics
What each Tribe/consortium will provide:
o
o
o
o
o
o
A Tribal Resolution documenting participation in the Native elder social and
health needs assessment as applicable
A list of elders to interview
Interviewers or volunteers to conduct the survey
Interpretation of the results with local input
Development of recommendations for actions
Dissemination of the results to tribal leaders and health offrcials
WHEREAS, Summary information from each tribal needs assessment, along with
a national
comparison report from all the needs assessments, will be returned to the
governing council and to the local contact person; and,
WHEREAS, The confidentiality of enrolled members and Tribal/consortium information is of
the utmost importance; therefore, the information in this needs assessment will be
collected anonymously by tribal members with the information stored at the
University orNorth Dakota School of Medicine & Health Sciences within a
locked file cabinet and destroyed after a period of ten years; and,
WHEREAS, The Tribal Business Council has determined that it would be in the best interests
of the Tribes and its members to participate in this needs assessment.
NOW THEREFORE BE IT RESOLVED, that the Tribal Business Council of the Three
Affiliated Tribes hereby authorizes the participation of the Three Affiliated Tribes
in the ldentifying Our Needs: A Survey of Elders-
Page2 of 4
Resolution No.14… 008‐ VJB
BE IT FURTHER RESOLVED, that the Tribal Business Council grants permission to the
North Dakota, Alaska, and Hawaii National Resource Centers on Native Aging to
use all collected needs assessment information in aggregate format for the
purpose of disseminating state, regional, and national results from analyses of the
data; and
BE IT FINALLY RESOLVED, that specific information collected within the boundaries of the
Fort Berthold Indian Reservation shall belong to the Three Affiliated Tribes and
may not be released in any form to any individuals, agencies, or organizations
without tribal authorization.
(fhe remainder of this page is intentionally left blank)
Page 3
of4
Resolution No。
14… 008‐
VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Reservation, hereby certify that the Tribal Business Council is composed of 7
members of whom 5 constitute a quorum, 7 .were present at a Regular Meeting thereof duly
called, noticed, convened, and held on the 9th day of January, 2014; that the foregoing
Resolution was duly adopted at such Meeting by the affirmative vote of 7 members, 0
members opposed, 0 members abstained, 0 members not voting, and that said Resolution has
not been rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9th
dayof
[
] Not voting.
Januar.v ,2014.
′
Three Afflliated Tribes
Page 4
of4
Resolution No.14‐ 009‐ VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution entitled, "Authorization for the Title VI Aging Senices Grant Application to
the Administration on Aging, OIIice of Health and Human Services, United States."
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-Laws
pursuant to said Act; and
WHEREAS, The Constitution of the Th,ree Affiliated Tribe generally authorizes
and empowers
the Tribal Business Council to engage in activities on behalf of and in the interest
of the welfare and benefit of the Tribes and of the enrolled members thereof; and
III of the Constitution of the Three Affrliated
Tribes provides that the
Tribal Business Council is the governing body of the Tribes; and
WHEREAS, Anicle
WHEREAS, the Administration of Aging, United States Department of Health and Human
Services, has invited the Three Affiliated Tribes Title VI Aging Services Program
to submit an application for Title VI part A and C funding for the elderly meal
sites throughout the reservation to continue to provide nutritious meals and Care
Giver Support to the elderly and eligible disabled populations and their Care
Givers, beginning April l, 2014 to March 31,2017, and
WHEREAS, the Tribal Business council recognizes that the average life
span for aNative
American is age 55 and finds that the age of 55 is appropriate age for eligibility
for participation in the Senior Meals Program.
WHEREAS, the Tribal Business council will support the Senior Meal Program with
necessary
funds to meet the matching financial need.
NOW THERE FORE BE IT RESOLVED, thatthe Tribal Business Council of the Three
Affiliated Tribes hereby authorizes the Three Affiliated Tribes Aging Services
Program to submit a three year operation grant application to the Department
Health and Human Services, Administration on Aging for fiscal years2014
through 2017 inthe sum of $102,000.00 per year.
of
BE IT FURTHER RESOLVED, that the Tribal Business Council hereby authorizes the Tribe's
Aging Services Program to administer such grant funds in accordance with the
terms of the Grant; and
BE IT FNALLY RESOLVED, that the Tribal Business Council hereby authorizes Tribal
Chairman Tex G. Hall and Tribal Secretary Judy Brugh to execute all
applications, forms and other documents necessary to apply for said grant.
Page 1 of2
Resolution No。
14‐ 009¨
VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby certify that the tribal Business Council is composed
were present at a Regular
of seven (7) members of whom five (5) constitute a quorun,
Meeting thereof duly called, noticed, convened and held on the 9th day of January , 2014, that
7
the foregoing Resolution was duly adopted at such meeting by the affirmative vote
members, 0 members opposed, 0 members abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
7
of
Chairman I X] Voting.
[]
Not Voting.
Dtted this⊥ day Of January ,2014.
ATTEST:
Executi
Tex C.Hall
Tribal Bubiness Council
Three Afflliated Tribes
Three Afflliated Tribes
Page2 of 2
Resolution No.14… 010… VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
r.ORT BERTHOLD INDIAN RESERVATION
,4 Resolution Entitled: "Amendments to Chapter IV-A- Motor Vehicle Code of the Three
Affiliated Tribes Tribal Code"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-Laws
pursuant to said Act; and
WHEREAS, The Constitution of the Three Affiliated Tribe generally authorizes
and empowers
the Tribal Business Council to engage in activities on behalf of and in the interest
of the welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article
III of the Constitution of the Three Affiliated Tribes provides
that the
Tribal Business Council is the governing body of the Tribes; and
Section 5 (l) of the Constitution of the Three Affiliated Tribes
provides that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council and other Tribal agencies;
WHEREAS, Article
VI,
and
WIIEREAS, Article VI, Section 3 of the Constitution grants the Tribal Business Council all
legislative authority necessary for the purpose of exercising the jurisdiction
granted by Article
I of the Constitution; and
WHEREAS, pursuant to the authority set out in the Constitution, the Tribal Business Council
adopted Chapter IV-A Motor Vehicle Code Of Three Affrliated Tribes law and
Order Code; and
WHEREAS, the use of highway vehicles has increased on the Reservation and tribal law
enforcement has reported that there has been numerous complaints about the use
of these vehicles during certain hours of the day and the Tribal Business Council
believes it is necessary to amend Chapter IV- A of the Tribal Law and Order
Code to include regulations governing the use of off highway vehicles on the
Reservation.; and
WHEREAS, the Tribal Council believes a law should be adopted requiring the use of
headlights on all motor vehicles at all times on the Reservation for safety
purposes.
Page
I of3
Resolution No.14‐ 010‐ VJB
NOW THEREFORE BE IT RESOLVED that the Tribal Business Council of the Three
Affrliated Tribes hereby amends Chapter IV- A of the Tribal Law and order Code
by adding the following sections to the Chapter IV-A of the Tribal Law and
Order code:
1.
(new) Section 39- 29: It shall be illegal to for any individual to operate any off road
vehicle including all-terrain vehicles and snow mobiles between the hours of 11pm andT
am within the city limits of any community on the Reservation. Violation of this Section
shall result in a fine of $ 100.00. This prohibition shall exclude all tribal, segment and
emergency off road vehicles that are in use for official purposes; and
2.
(new) Section 39-30: All operators of motor vehicles on the Reservation shall be
required to use headlights during all hours of the day. Violation of this section shall result
in a fine of $50.00; and
BE IT FURTHER RESOLVED, that the above provisions shall be codified into Chapter IV-A
of the Three Affiliated Tribes Tribal Code; and
BE IT FURTHER RESOLVED, that enforcement of these regulations will not be authorized for
fu1l enforcement until at least 90 days of public notice has been given through
local media or the placement of signs; and
BE IT FINALLY RESOLVED, the MHA Department of Transportation shall also give written
notice to all applicants and holders of a Transportation Impact Fee permit of the
new requirements informing them of the new regulations.
(Ihe remainder of this page is intentionally left blank)
Page 2
of3
Resolution No.14¨ 010¨ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold tndian Reservation hereby certit/ that the Tribal Business Council is composed
of seven (7) members of whom five (5) constitute a quorum, 6 were present at a Regular
Meeting thereof duly called, noticed, convened and held on the 9th day of January ,2014, that
the foregoing Resolution was duly adopted at such meeting by the affirmative vote of 6
members, I members opposed, 0 members abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9ft
[
dayof
] Not Voting.
January ,2013.
Tribal
THbal℃ h4irlntt Ttt G.
Tribal Bus\ness Council
Three Afflliated Tribes
Three Afflliated Tribes
Page 3
of3
Resolution No。
14‐ 011‐
VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution Entitled: "Three Affiliated Tribes Tribal Business Council Petition to the
Secretary of the Interior or his Authorized Representative Pursuant to Article X Amendments of the Three Affiliated Tribes Constitution and By-Laws and 25 C.F.R. Part
81 to call a Secretarial Election on proposed Amendments to Article III Section 2 of the
Constitutiont'
WHEREAS, the Three Affiliated Tribes, the Mandan Hidatsa and Arikara Nation ("MHA
Nation") having accepted the Intlian Reorganization Act of June 18,1934, and the
authority under said Act and having adopted a Constitution and By-Laws pursuant
to said Act; and
WHEREAS, The MHA Nation Constitution authorizes and empowers the Tribal Business
Council to engage in activities on behalf of and in the interest of the welfare and
benefit of the MHA Nation and of the enrolled members thereof; and
WHEREAS, Article III, Section I of the Constitution provides that the Council is the governing
body of MHANation; and
WHEREAS, Article VI, Section 5 (l) of the Constitution of the Three Affiliated Tribes provides
the Tribal Business Council has the power to adopt resolution regulating the
procedure of the Tribal Business Council and other Tribal Agencies and Tribal
Officials on the Reservation; and
WHEREAS, The Constitution and By-Laws of the Three Affiliated Tribes was adopted by the
membership of the Tribes on May l5th, 1936 pursuant to the Indian Reoiganization
Act of 1934 and duly approved by the Secretary of the Interior; and
WHEREAS, Article X - Amendments of the Constitution provides that the Constitution and ByLaws of the Tribes may be amended by a majority of the qualified voters of the
Tribes voting in an election called for that purpose by the Secretary of the Interior,
provide at least thirty (30) percent of those entitled to vote shall vote in such
election; and
WHEREAS, Article X further provides that it shall be the duty of the Secretary of the Interior to
call an election on any proposed amendment to the Constitution when requested by
a two-thirds (213) vote of the Tribal Business Council; and
WHEREAS,25 CFR Part 81 provides federal regulations for petitioning the Secretary of the
Interior to call secretarial elections to amend tribal constitutions; and
Page
I of3
Resolution No.14… 011¨ VJB
III Section 2 of the Constitution currently provides for a Tribal Business
Council to made up of thirteen (13 ) members; consisting of a Tribal Chairman and
two council representatives from each of the six Reservation Segments; and
WHEREAS, Article
WHEREAS, Article III Section 2 of the Constitution also provides that one additional council
representative for any one segment that reaches a population of at least 700
qualified voters residing in that segment; and
WHEREAS, The Tribal Business Council now petitions that a Secretarial Election by conducted
by the Secretary of the Interior to determine if the Enrolled Membership wishes to
amend Article III Section 2 and have a Tribal Business Council comprised of
seven (7) members; consistirtg of a Chairman and one council representative from
each of the six Reservation segments.
NOW THEREFORE BE IT RESOLYED, the Tribal Business Council of the Three Affiliated
Tribes pursuant to the Article X of the Constitution and 25 CFR Part 8l hereby
petitions the Secretary of the Interior or his authorized representative to call a
Secretarial Election on the following proposed Amendments to Article III Section
2 of the Constitution of the Three Affiliated Tribes:
l.
Decrease the number of Tribal Business Council Representatives from
thirteen (13) to seven (7) by reducing the number of Council Representatives
to one representative for each of the six (6) Reservation Segments;
2.
in Article III Section 2 regarding an increase for
additional Council representatives for any one segment should the population
reach at least 700 qualified voters;
3.
Cotespondingly amend Anicle III of the By-laws changing the Quorum
Requirement for a Tribal Business Council meeting from seven (7) members
to five (5) members if the proposed amendment to Article III Section 2 of the
Constitution is approved; and
Deleting the language
BE IT FURTHER RESOLVED, The Tribal Business Council requests in its petition for a
Secretarial Election that the Secretary of the Interior or his authorized
representative hold the Secretarial Election as timely as possible so as not to
impact the 2014 Primary and General Elections of the Three Affiliated Tribes;
and
BE IT FINALLY RESOLVED, Upon approval of the petition of the Tribal Business Council
of the Three Affrliated Tribes, the tribal members of the Secretarial Election
Board shall be nominated and approved by a majority vote of the Tribal Business
Council.
Page 2
of3
Resolution No。
14‐ 011‐
VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby certit/ that the Tribal Business Council is composed
of seven (7) members of whom five (5) constitute a quonrm, 6 were present at a Regular
Meeting thereof duly called, noticed, convened and held on the 9th day of January ,2014, that
the foregoing Resolution was duly adopted at such meeting by the affirmative vote of 5
members, 2 members opposed, 0 members abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9th
[ ]Not Voting.
dayof
Januar.y ,2014.
ATTEST:
￡
傷
嵩
ζ
繕
′
唱
よ
缶
it/rcc_cヵ
Executive
Tribal Bus
Tribal Business Council
Three Affiliated Tribes
Three Afflliated Tribes
Page 3
of3
げ
ョ
JMc4
Resolution No.14‐ 012… VJB
SOLUT10N OF THE GOVERNING BODY
OF THE THREE AFFILIATED TRIBES
OF TⅡ E FORT BERTHOLD INDIAN RESERVAT10N
皿
A Resolution Entitled: "Appointment of Associate Judges for the Fort Berthold Tribal
District Court for 2014".
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18,
1934, and the Authority under said Act; and
WHEREAS, Article
III of the Constitution of the Three Affrliated
Tribes provides that the
Tribal Business Council is the governing body of the Tribes; and
VI, Section 5 (l) of the Constitution of the Three Affiliated Tribes
provides that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council and other Tribal agencies;
WHEREAS, Article
WHEREAS, The Constitution of the Three Affiliated Tribes generally authorizes
and
Business
in
activities
on
behalf
of
Empowers the Tribal
Council to engage
And in the interest of the welfare and benefit of the Tribes and the enrolled
Members thereof; and
WHEREAS, Title I, Chapter l, Section 4.2 of the Tribal Code specifically authorizes
and
directs the Tribal Business Council to appoint licensed attorneys to serve in the
capacity of Associate Judges for the Fort Berthold District Court on a calendar
year basis ; and
WHEREAS, It is the considered judgment of the Tribal Business Council that the Judiciary of
the Three Affiliate Tribes must maintain exceptionally qualified judicial officers
to uphold the laws and customs of the MHA Nation; and
WHEREAS, The Tribal Business Council has selected licensed attorneys, William Ztger,
Michael Swallow and James Vukelic, to serve as Associate Judges for the Fort
Berthold District Court during calendar year 2014; and
NOW, THEREf,'ORE BE IT RESOLVED, the Tribal Business Council of the Three
Affiliated Tribes hereby appoints attorneys William Ztger, Michael Swallow
and James Vukelic to serve as presiding Associate Judges for the Fort Berthold
District Court during calendar year 2014; and
Page
I of3
Resolution No.14‐ 012‐ VJB
曲
FURTHER, BE IT RESOLVED, that the rate of compensation for each associate judge shall
be Fifteen Hundred Dollars ($1,500.00) per day per court session, which shall
include research and drafting Orders, in addition to reimbursement of documented
travel expenses as set out in each associatejudges contract; and
BE IT FINALLY RESOLVED, the Tribal Business Council hereby directs the Fort Berthold
District Court to prepare the appropriate consultant agreements pursuant to the
terms and conditions identified above for the respective Associate Judges.
(Ihe remainder of this page is intentionally left blank)
Page 2 of 3
CONSULTANT CONTRACT
BETWEEN THE MHA NATION AND
William Zuger
1.
PARTIES
This contract is between the Three Affiliated Tribes Tribal Court, with a mailing address of PO
Box 969, New Town, North Dakota 58763 (701) 627-4803 and William Zuger (hereinafter
"Consultant") of 320 W. Avenue B, Bismarck, ND 58501.
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE:
The purpose of this Contract is for the Consultant to provide: Judicial services to the
Three Affiliated Tribes and serve as an Associate .Iudge of the Fort Berthold District
Court for the 2014 calendar year.
3.
TERM OF CONTRACT
The term of this contract shall be for the period of one calendar year commencing
January 1,2014, or until funds are depleted whichever occurs first, as determined
by the Chief Judge of the Tribal Court.
4.
DESCRIPTION OF SERVICES TO BE PERFORMED BY CONSULTANT:
Presides over all matters properly brought before the District Court and presides
over arraignments in the absence of the Magistrate Judge as directed by the Chief
Judge.
Presides over all criminal and custo,dy hearings as directed by the Chief Judge.
Issues or directs issuance of court documents, subpoenas, warrants, summons, writs,
judgments, decrees and other documents relating to the court. Knowledge of civil
law, criminal law, and other applicable law, and the tribal constitution, codes and
ordinances, rules precedents and the relationships affecting jurisdiction on criminal,
civil and juvenile cases in Indian Country.
Takes all steps necessary to ensure order in the court, compel obedience to lawful
orders of the court, and to compel attendance of persons in a proceeding before him
as provided by law.
Sanction individuals tbr contempt to assure the efl'ectual exercise of these powers.
Provides guidance to support staft'on legal and judrciary procedures.
Participates in the development of policy and procedures which contribute to the
improved delivery of services and administration of justice on the Fort Berthold
Reservations.
5。
WHERE SERVICES ARE TO BE PERFORMED:
Services will be performed at the Courthouse of the Fort Berthold District Court or other
designated locations approved by the Court.
6.
COMPENSATION AND PAYMEII{I'S:
consideration of the services to be performed the Consultant shall be paid One
Thousand, Five hundred Dollars ($ 1.500.00), per day for presiding over court hearings.
Preparation of Court Orders shail rrot be additionally compensated; unless, the case
requires a lengthy Memorandum of Law opinion, which shall be demonstrated by
extensive legal research of Tribal, Federal or State statutes, case law, or both.
In
7.
EXPENSES:
The consultant shall be reimbursed tbr mileage and lodging expenses, if necessary, for
travel to the court at the prevailing GSA approved rate.
8.
INDEPENDENT CONTRACTOR:
A. The Consultant assures the Tribe that the Consultant
is an
independent contractor
providing services for the Tribe and that neither the Consultant nor any of the
Consultant's employees, agents, sub-Consultants, etc. are employees of the Tribe under
this Contract or any subsequent amendment or extension hereof. Consultant has no
power or authority to act for, represent, or bind the Tribe any entity affiliated with the
Tribe in any manner. Consultant and Consultant's employees are not entitled to any
medical coverage, lifb insurance, or participation in any other benefits afforded to the
Tribe's regular employees, or those of Tribe aftlliated entities. If the Tribe or any of
Tribe affiliated companies are reqLured to pay or withhold any taxes or make any other
payment with respect to fees payable to Consultant, Clonsultant will reimburse the Tribe
or the affiliated entity in full for taxes paid, and perrnit the Tribe to make deductions for
taxes required to be withheld from any sum due the Consultant.
for assuring compliance with all legal requirements,
including payment of all applicable taxes, premiums" deductions, withholdings, overtime
and other amounts which may be legaily required with respect to the ernployment of any
persons providing services to the Consultant or any of its sub-Consultants, under this
Contract. The Consultant agrees that the Consultant shall indemnify the Tribe for any
and all claims, obligations, liabiUties, costs, attorney fees, losses or suits accruing for
resulting from, 1) the Consultant's f-ailure to compiy with this Contract,2) from any
B. The Consultant is solely responsible
ruling of any legal authority or claims by any sub-Consultant. employee or alleged
employee of the Consultant, that the Consultant or a person the Consultant has held out to
be his/her employee is an employee of the Tribe.
CONSULTANT NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
9.
During the time of this Contract, Consultant will not enter into any activity, employment,
or business arrangement that conflicts with the Tribe's interests or Consultant's status.
The Tribe shall have the option of terminating this Contract at any time if in Tribe's sole
judgment; a conflict of interest exists or is imminent. Consultant will advise the Tribe of
Consultant's position with respect to any activity, employment, or business arrangement
contemplated by Consultant that may be relevant to this Section. For this pu{pose,
Consultant agrees to disclose any such plans to the Tribes prior to implementation.
10。
THAT CONTRACT DOES i\OT COMTEMPLATE CORRUPT PRACTICES _
DOMESTIC OR FOREIGN:
Consultant represents and warrants that, (a) all payments under tiris Contract constitute
compensation for services performed, and (b) this Contract and all payments, and the use
of the payments by Consultant, do not and shall not constitute an offer, payment, or
promise, or authorization of payments, and of any mcney or gift to an office or political
party of, or candidate for political olfice in, any jurisdiction within or outside the United
States. These payments may not be used to influence any act or decision of any official,
party, or candidate to use his, her or its influence with a government to affect or influence
any act or decision of such govenlment to assist the Tribe in obtaining, retaining, or
directing btrsiness to the lribe or any person or other corporate entity. As used in this
paragraph, the term "official" means any officer or employee of a government, or any
person acting in an official capacity for or on behalf of any government; the term
"government" includes department, agency, or instrumentality of a government.
■■
■■
FUNDING AV AILABII,ITY:
The Consultant agrees and understands that this Contract is dependent upon available
funding. In the event such funding expires or is reduced, this Contract may be terminated
or modified by the Tribe at its sole ciiscretion. Modification of the Corrtract includes, but
is not limited to, reduction of the rates or amounts of consideration of the alteration of the
manner of the performance in order to reduce expenditures under the Contract.
９ “
TERNIINATION OF CON'IRACT:
When terminated for cause by either party, this Contract may be terminated immediately
upon written notice. Written notice shall be delivered to the addresses set forth under
Paragraph 1 above. This Contract may be terminated without cause upon l5 days written
notice to the other party. Any notice deadline shall be measured fiom the date the notice
is posted and mailed.
13.
GOVERNING LAW:
This Contract is suttect tO and shall be interprctcd in accordancc with the laws of the
Threc Afflliated Tribes.
14。
ASSIGNⅣ IENT OF RIGⅡ TS AND DELEGAT10N OF DUTIES:
The rights and duties under this Contract rnay not be assigned or delegated by either party
without the prior written consent ofthe othcr.
15。
ENTIRE CONTRACT AND MODIFICAT10N:
This Contract contains the entire Agreement betwcen the parties. This Contract rnay not
be modiflcd cxccpt by latcr written Contract signcd by both parties.
16.
INSURANCE&INDEⅣ INIFICAT10N:
None.
17.
JURISDICT10N:
vas executed and is to be carried out on the Forth Berthold lndian
This Contract 、
Reservation.Any dispute arising under this Contract is sutteCt tO the jurisdiction ofthe
Fort Bcrthold District Court.
18.
COMPLIANCE WITH APPLICABLE LAWS:
The Consultant shali comply with all applicable Federal,Statc,and Tribal(i.e.TERO)
laws and regulations in perfolllling this Contract. Consultant shall also comply with all
ofthe Tribes applicable policies,procedures and rules.
19。
LIAISON&CONTRACT SUPERVIS10N:
The ChiefJudge shall bc the supervisor overthe Consultant and thc Consultant's、
20.
vork.
SEVERABILITY:
It is undcrstood and agreed by thc parties hereto that if any term or provision of this
Contract is hcld to bc illegal, void or in conflict with any applicable Tribal, State or
Fedcral la、 v,the validity ofthc rclnaining telllls and provisions shan not be affected. And
the rights and obligations ofthc parties shall be construed and enforced as ifthe Contract
did not contain the particular tcrrll ol provision hcld to be invalid.
21。
WAIVER:
Waiver of any dcfault,breach or failurc to perform under this Contract is not deemed to
be a waiver of any subsequent default, breach or failure of performance. In addition,
waiver of any default, breach or failure to perform is not to be construed to be a
modification of the terms of this Contract unless reduced to writing as an amendment to
this Contract.
AGREED AND APPROVED:
０・
む
ｕ
Ｚ
THREE AFFILIzヽ
TI・ lF〕
TRH〕 ES:
P. Diane Johnson, Chief Judge
CONCURRED:
Tex G.
/―
/升 ″
CONSULTANT CONTRACT
BETWEEN THE MHA NAT10N AND
William Zuger
l.
PARTIES
This contract is between thc Three Afflliated Tribes Tribal Court,with a mailing address of PO
Box 969,New Town,North Dakota 58763(701)627-4803 and William Zuger(hereina■ er
``Consultant'')Of 320ヽ ア
.Avenue B,Bismarck,ND 58501.
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE:
The purpose of this Contract is for the Consultant to provide: Judicial sewices to the
Three Afflliated Tribcs and serve as all Associate Judge of the Fort Berthold District
Court for the 2014 calendar year.
3.
TERP1 0F CONTRACT
The term of this contract shall be for the period of one calendar year commencing
January 1,2014, or until funds are depleted whichever occurs first. as determined
by the Chief Judge of tne Tribal Court.
4.
DESCRIPTION OF SERVICES TO BE PERFORMED BY CONSULTANT:
Presides over all matters properly brought before the District Court and presides
over arraignments in the absence of the Magistrate Judge as directed by the Chief
Judge.
Presides over all criminal and custody hearings as directed by the Chief Judge.
Issues or directs issuance of court documents, subpoenas, warrants, summons, writs,
judgments, decrees and other documents relating to the court. Knowledge of civil
law, crimirral law, and other applicable law, and the tribal constitution, codes and
ordinances, rules precedents and the relationships affecting jurisdiction on criminal,
civil and juvenile cases in Indian Country.
Takes all steps necessary to ensure order in the court, compel obedience to lawful
orders of the court, and to compel attendance of persons in a proceeding before him
as provided by law.
Sanction individuals l'or contempt to assure the effectual exercisc of these powers.
Provides guidance to support
stlff on legal and judiciary
procedures.
Participates in the development of policy and procedures which contribute to the
improved delivery of services and administration of justice on the Fort Berthold
Reservations.
5。
WHERE SERVICES ARE TO BE PERFORⅣ IED:
Services will be performed at the Courthouse of the Fort Berthold District Court or other
designated locations approved by the Court.
6.
COMPENSATION AND PAYMEI,ITS:
consideration of the services to be performed the Consultant shall be paid One
Thousand, Five hundred Dollars ($1,500.00), per day for presiding over court hearings.
Preparation ol Courl Orders shail not be additionally compensated; unless, the case
requires a lengthy Memorandum of Law opinion, which shall be demonstrated by
extensive legal research of Tribal, Federal or State statutes, case law, or both.
In
7.
EXPENSES:
The consultant sirall be reimbursed for mileage and lodging expenses, if necessary, for
travel to the court at the prevailing GSA approved rate.
8.
INDEPENDENT CONTRACTOR:
is an independent contractor
providing services for the Tribe and that neither the Consultant nor any of the
Consultant's employees, agents, sub-Consultants, etc. are employees of the Tribe under
this Contract or any subsequent amendment or extension hereof. Consultant has no
power or authority to act for, represent, or bind the Tribe any entity affiliated with the
Tribe in any lnanner. Consultant and Consultant's employees are not entitled to any
medical coverage, life insurance, or participation in any other benefits afforded to the
Tribe's regular employees, or those of Tribe affiliated entities. If the Tribe or any of
A. The Consultant assures the Tribe that the Consultant
Tribe affiliated companies are required to pay or withhold any taxes or make any other
payment with respect to fees payable to Consultant, Consultant will reimburse the Tribe
or the affiliated entity in full fol taxes paid, and permit the Tribe to make deductions for
taxes required to be withheld from any sum due the Consultant.
for assuring compliance with all legal requirements,
including payment of all applicable taxes, premiums, deductions, withholdings, overtime
and other amounls which may be legally required with respect to the ernployment of any
persons providing services to the Consultant or any of its sub-Consultants, under this
Contract. The Consultant agrees that the Consultant shall indemnify the Tribe for any
and all clainrs, obligations, liabiijties, costs, attorney fees, losses or suits accruing for
resulting fiom. 1) the Consultant's failure to comply with this Contract,2) from any
B. The Consultant is solely responsible
ruling of any legal authority or claims by any sub-Consultant, employee or alleged
employee of the Consultant, that the Consultant or a person the Consultant has held out to
be his/her employee is an employee of the Tribe.
9。
CONSULTANT NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
During the time of this Contract, Consultant will not enter into any activity, employment,
or business arrangement that conflicts with the Tribe's interests or Consultant's status.
The Tribe shall have the option of terminating this Contract at any time if in Tribe's sole
judgment; a conflict of interest exists or is imminent. Consultant will advise the Tribe of
Consultant's position with respect to any activity, employment, or business arrangement
contemplated by Consultant that may be relevant to this Secticln. For this purpose,
Consultant agrees to disclose any such plans to the Tribes prior to implementation.
10。
THAT CONTRAC'T DOES 1\O'T COMTEMPLATE CORRUPI' PRACTICES _
DOMESTIC OR FOREIGN:
Consultant represents and warrants that, (a) all payments under this Contract constitute
compensation tbr services perlbrmed, and (b) this Contract and all payments, and the use
of the payments by Consultant, do not and shall not constitute an offer, payment, or
promise, or authorization of payrnents, and of any money or gift to an office or political
party of, or candidate for political otfice in, any jurisdiction within or outside the United
States. These payments may not be used to influence any act or decision of any official,
party, or candidate to use his, her or its influence with a government to affect or influence
any act or decision of such govenrment to assist the Tribe in obtaining, retaining, or
directing ousiness to the I'ribe or any person or other corporate entity. As used in this
paragraph, the term "official" means any officer or employee of a government, or any
person acting in an official capacity for or on behalf of any govemment; the term
"government" includes departrnent, agency, or instrumentality of a government.
■■
■■
FUNDING AVAILABI {,ITY
:
The Consultant agrees and understands that this Contract is dependent upon available
funding. In the event such funding expires or is reduced, this Contract may be terminated
or modified oy the Tribe at its sole ciiscretion. Modification of the Contract includes, but
is not lirnited to, reductron of the rates or amounts of consideration of'the alteration of the
manner of the perfbrmance in order to reduce expenditures under the Contract.
12.
TERNTINAT'ION OF CONTRACT:
When terminated for cause by either party, this Contract may be terminated immediately
upon written notice. Written notice shall be delivered to the addresses set fonh under
Paragraph I above. This Contract may be terminated without cause upon 15 days written
notice to the olher party. Any notice deadline shall be measured fiom the date the notice
is posted and mailed.
13.
GOVERNING LAW:
This Contract is suttcct tO and shall bc interpreted in accordancc with the laws of the
Three Afflliated Tribes.
14.
ASSIGNPIIENT OF RIGHTS AND DELEGAT10N OF DUTIES:
The rights and duties under this Contract rnay not be assigned or delegated by either party
without thc prior、 vritten consent ofthe other.
15。
ENTIRE CONTRACT AND MODIFICAT10N:
This Contl・ act contains the entircノ ヘgreement bet、 vccn the parties. This Contract rnay not
be modined exccpt by later written Contract signed by both parties.
16.
INSURANCE&INDEル INIFICA■ '10N:
None.
17.
JURISDICT10N:
vas executed and is to be carried out on the Forth Berthold lndian
This Contract 、
Rescrvation. Any disputc arising under this Contract is sutteCt tO thejurisdiction ofthe
Fort Bcrthold District Court.
18。
COⅣ IPLIANCE WITH APPLICABLE LAWS:
The Consultant shall comply with all applicable Federal,State,and Tribal(i.e.TERO)
laws and rcgulations in perfornling this Contract. Consultant shaH also comply wlth all
ofthe Tribes applicable policics,proccdures and rulcs.
19。
LIAISON&CONTRACT SUPERVIS10N:
The ChiefJudgc shall be the supcrvisor over the(3onsultant and the Consultant's work。
20。
SEVERABILITY:
It is understood and agreed by thc parties hereto that if any term or provision of this
vith any applicable Tribal, State or
Contract is hcld to be illegal, void or in conflict 、
Federal la、 v,tlle validity ofthc remaining terlns and provisions shan not be affected. And
the rights and obligations ofthe parties shall be construed and enforced as ifthe Contract
did not contain the particular tcrrll ol provision hcld to bc invalid.
21.
WAIVER:
VValver of any cteね ult,brcach or ttlilurc to pcrform under this Contract is not deemed to
be a waiver of any subsequent default, breach or failure of performance. In addition,
waiver of any default, breach or failure to perform is not to be construed to be a
modification of the terms of this Contract unless reduced to writing as an amendment to
this Contract.
AGREED AND APPROVED:
William Zuger, Associate
THttE AFFILIA
D TRIBES:
P. Diane Johnson, Chief Judge
￨′ lr′
Date
`ィ
Resolution No.14… 012… VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Reservation, hereby certify that the Tribal Business Council is composed of 7
members of whom 5 constitute a quorum 6 were present at a Regular Meeting thereof duly
called, noticed, convened, and held on the 9th day of January , 2014, that the foregoing
Resolution was duly adopted at such Meeting by the affirmative vote of 7 members, 0
members opposed, 0 members abstained, 0 members not voting, and that said Resolution has
not been rescinded or amended in any way.
Chairman [X] Voting.
[
] Not voting.
Dated this 9th day of January 2014.
Executi
Chainhan,\Tex Gl Hall
Tribal Business Council
Thrcc Afflliated Tribes
Three Afflliated Tribcs
Page 3 of 3
Resolution No。
14¨ 013…
VJB
RESOLUT10N OF THE GOVERNING BODY
OF TⅡ E THREE AFFILIATED TRIBES
OF TⅡ E FORT BERTHOLD INDIAN RESERVAT10N
A Resolution Entitled: "Appointment of a Panel of Judges for the MHA Nation
Supreme Court"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18,
1934, and the Authority under said Act; and
WHEREAS, Article III of the Constitution of the Three Affiliated Tribes provides that
the
Tribal Business Council is the governing body of the Tribes; and
WHEREAS, Article
VI, Section 5 (l) of the Constitution of the Three Affiliated
Tribes
provides that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council and other Tribal agencies;
WHEREAS, The Constitution of the Three Affiliated Tribes generally authorizes
and
empowers the Tribal Business Council to engage in activities on behalf of
and in the interest of the welfare and benefit of the Tribes and the enrolled
members thereof; and
WHEREAS,Resolution No.
was passed June 13, 2013, which withdrew
the MHA Nation as a member Tribe of the Northem Plains Inter-Tribal Court
Appeals; and
WHEREAS,Resolution No.
, requires the Supreme Court to consist of three
(3) Supreme Court Justices to preside over appeals as provided by the Code of
Laws of the Three Affiliated Tribes; and
WHEREAS, It is the considered judgment of the Three Affiliated Tribes that a panel of
Supreme Court Justices be selected in the event of a conflict of interest; and
WHEREAS, It is the considered judgment of the Tribal Business Council that the Judiciary of
the Three Affiliate Tribes must maintain exceptionally qualified judicial officers
to uphold the laws and customs of the MHA Nation; and
WHEREAS, The Tribal Business Council has selected licensed attorneys, Michelle fuvard
Parks, to serve as Chief Justice of the MHA Nation Supreme Court, and the
remainder of the panel of Supreme Court Justices shall consist of Thomas A.
Dickson, James Maxson, John Mahoney, and William E. Woods, and,
Page
I of3
Resolution No.14‐ 013… VJB
NOW, THEREFORE BE IT RESOLVED, the Tribal Business Council of the Three
Affiliated Tribes hereby appoints attorneys Michelle Rivard Parks, Thomas A.
Dickson, James Maxson, Sarah Vogel and William E. Woods, to serve as the
panel of Supreme Court Justices for the MHA Nation; and,
FURTHER, BE IT RESOLVED, that the rate of compensation for the presiding Supreme
Court Justices shall be Fifteen Hundred Dollars ($1,500.00) per day, per court
session, and the rate of pay for researching and drafting Court Opinions and travel
reimbursements shall be determined pursuant to the terms and conditions of their
Consultant Agreements; and
BE IT FINALLY RESOLVED, the Tribal Business Council hereby directs the Fort Berthold
District Court to prepare the appropriate consultant agreements pursuant to the
terms and conditions as identified above for each of the respective Supreme Court
Justices.
(fhe remainder of this page is intentionally left blank)
Page 2
of3
Resolution No.14‐ 013… VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Reservation, hereby certify that the Tribal Business Council is composed of 7
members of whom 5 constitute a quorum 6 were present at a Regular Meeting thereof duly
called, noticed, convened, and held on the 9'h day of January , 2014, that the foregoing
Resolution was duly adopted at such Meeting by the affirmative vote of 7 members, 0
members opposed, 0 members abstained, 0 members not voting, and that said Resolution has
not been rescinded or amended in any way.
Chairman [X] Voting.
[
] Not voting.
Dated this 2th_day of Januarv ,2014.
Executive
ChaiⅡhanl Tex・ G.Hall
Tribal BuJiness Council
Three Afflliated Tribes
Three Afflliated Tribes
Page 3 of 3
Resolution No。
14… 014…
VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RI,SERVATION
A Resolution entitled, "Approval of the Purchase of Mclean Manor,312 sth Street, Garrison,
ND 58540 - Lease to Own Agreement with Larry Trujillo"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18,1934,
and the
pursuant
to
authority under said Act and having adopted a Constitution and By-Laws
said Act; and
WHEREAS,
The Constitution of the Three Affiliated Tribe generally authorizes and empowers the
Tribal Business Councilto engage in activities on behalf of and in the interest of the
welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article III of the Constitution of the Three Affiliated Tribes provides thatthe Tribal
Business Council is the governing body of the Tribes; and
WHEREAS, Larry Trujillo
has presented a proposal for a lease to own agreement with the Tribe
regarding the Mclean Manor, 312 5th Street, Garrison, ND 58540; and
WHEREAS, Mr. Trujillo
has negotiated a purchase price of the
Mclean Manor with the current
owner in the amount of $500,000.00; and
WHEREAS,
The Tribal Business Council has reviewed the financial documents and other
information regarding the current operations of the Mclean Manor house and
determined that the proposed Lease to Own Agreement is favorable.
IT RESOLVED,
The Tribal Business Council of the Three Affiliated Tribes
hereby formally approves purchase of the Mclean Manor House property described
above in the amount of $500,000.00; and
THEREFORE BE
(The remainder of this page is intentionolly left blank)
Page
I of3
Resolution No。 14-014… VJB
BE IT FURTHER RESOLVED, The Tribal Business Council also agrees to enter into a Lease to
Own Agreement with Mr. Larry Trujillo for the Mclean Manor property at the
following terms:
l.
A principle in the amount of $500,000.00
2. An annualinterest rate of 3.5Yo.
3. A term of ten (10) years and monthly payments shall be calculated accordingly.
a. Tenant shall have the right to make excess payments and said payments
4.
5.
6.
7.
shall be applied directly to any outstanding principal.
The term of the Agreement shall begin on January 1,2014 with the first payment
to be made on March 1,2014.
The Tribe shall be owner of the property and listed / recorded on the title to the
property.
The Tenant / Borrower shall have the option to convert the Lease to Own
Agreement to a Contract for Purchase after twelve months at same terms and
conditions with Tenant / Borrower acquiring proportional equity in property.
Tenant shall be required to maintain sufficient liability insurance on the property
and the Tribe shall maintain property insurance under its existing insurance
coverage.
8.
The Tribe agrees to accept the taxable value of the property as its appraisal and
waives the building inspection of the property.
BE IT FURTHER RESOLVED, upon approval of the Resolution and terms contained therein, the
Legal Department shall complete all necessary due diligence for the purchase of the
Mclean Manor house and draft a Lease To Own Agreement that shall reflect said
terms and include all appropriate terms and conditions; and
BE IT FINALLY RESOLVED, the Tribal Chairman and Vice- Chairman shall be authorized to
execute the Lease To Own Documents and transaction documents for the purchase of
the Mclean Manor House.
(The remainder of this page is intentionally lefi blank)
Page 2
of3
Resolution No.14… 014-VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of the
Fort Berthold Indian Reservation hereby certify that the tribal Business Council is composed of
seven (7) members of whom five (5) constitute a quorum, 7 were present at a Regular Meeting
thereofduly called, noticed, convened and held on the 9m day of January ,2014, that the foregoing
Resolution was duly adopted at such meeting by the affirmative vote of 4 members, 0 members
opposed, I members abstained, 0 members not voting, and that said Resolution has not been
rescinded or amended in any way.
Chairman [X] Voting.
[
] Not Voting.
Datedthis 9th dayof January ,2014.
\,
Executive
Tribal Business Council
Three Affiliated Tribes
Three Afflli
Page 3
of3
Resolution No.14¨ 015… VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution entitled, "Establishment of the North Segment Elders Board"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-Laws
pursuant to said Act; and
WHEREAS, The Constitution of the Three Affiliated Tribe generally authorizes
and empowers
the Tribal Business Council to engage in activities on behalf of and in the interest
of the welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article
III of the Constitution of the Three Affiliated Tribes provides
that the
Tribal Business Council is the governing body of the Tribes; and
WHEREAS,
L.
Kenneth Hall, the duly elected North Segment Tribal Business Council
Representative now wishes to establish a board to serve elders in North Segment
and;
WHEREAS, Representative Hall wishes to appoint the following individuals to serve on that
board;
Phyliss Howard, Judy Yesslith, Joe Deane and Delvin Driver Sr.
NOW THEREFORE BE IT RESOLVED that the Tribal Business Council of the Three
Affiliated Tribes hereby approves the establishment of the North Segment Elders
Board; and
BE IT FINALLY RESOLVED, the North Segment Elders Board shall administer the Policies
and Procedures for the Elders of North Segment of which the board will adopt
after they become established.
(lhe remainder of this page is intentionally left blank)
Page 1 of2
Resolution No。
14¨ 015‐
VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby ceftiry that the tribal Business Council is composed
of seven (7) members of whom five (5) eonstitute a quorum, JL were present at a Regular
Meeting thereof duly called, noticed, convened and held on the 9th day of Janua{y,2014,
6
that the foregoing Resolution was duly adopted at such meeting by the affirmative vote
members, 0 members opposed, 0 members abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
of
Chairman [X] Voting.
Datedthis 9th
dayof
[
] Not Voting.
January ,2014.
ATTEST:
Executive
Tribal Buliness Council
Three Afflliated Tribes
Three Afflliated Tribes
Page2 of 2
Resolution No。
14‐
016-VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution Entitled, "Consultant Agreement
Minot, ND 58701"
- Preferred
Controls Inc., 720 Western Avenue,
WHEREAS, This Nation having accepted the Indian
Reorganization Act of June 18,1934, and the
authority under said Act and having adopted a Constitution and By-Laws pursuant to
said Act; and
WHEREAS,
The Constitution of the Three Affiliated Tribe generally authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of the
welfare and benefit of the Tribes and of the Enrolled members thereof; and
WHEREAS, Article III of the Constitution of the Three Affiliated Tribes provides that the Tribal
Business Council is the governing body of the Tribes; and
WHEREAS,
The Tribe has recently adopted an ordinance and related amendments (Resolutions
I l-022-VJB, l3-013-VJB and l3-071-VJB) mandating surveillance and safety
systems at oil & gas well sites; and
WHEREAS,
the TAT Energy Office is in need of set of regulations in order to enforce the Tribal
Ordinance and has identified Preferred Controls Inc. of Minot, ND as its
recommended contractor to perform this task; and
WHEREAS,
The Tribal Business Council has reviewed the proposal and now formally approves
the attached agreement with Preferred Controls Inc. to complete the aforementioned
project.
THEREFORE BE IT RESOLVED, The Tribal Business Council of the Three Affiliated Tribes
hereby formally approves the Professional Services Contract with Preferred Controls
Inc of Minot, ND to assist the Energy Department in development of regulations for
the enforcement of the Tribal Surveillance Ordinance (Resolutions ll-022-VJB,120 I 3-VJB and 12-07 I -VJB); and
BE IT FURTHER RESOLVED, The total cost for the project including travel shall not
exceed
$68,917.00 unless approved in writing by the Tribal Business Council; and
BE IT FINALLY RESOLVED, the Tribal Chairman and TAT Energy Department Director
authorized to execute this Professional Services Contract on behalf of the Tribe.
Page 1 of2
are
PROFESSIONAL SERVICES AGREEⅣ IENT
BETWEEN TⅡ E THREE AFFILIATED TRIBES AND
PREFERRED CONTROLSINC.
1.
PARTIES
This contract is between the Three Afflliated Tribes,404 Frontagc Road,New Towll,North
Dakota 58763(hereina■ er“ Tribe")and Preferred Controls lnc.of720 Westem Avenue,Minot,
ND 58701(hereinafter``Consultant'')
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE:
The purpose Ofthis Contractis to pro宙 de assistthe TAT Energv Offlce in developing
regulations for the enforcement ofthe Tribal SuⅣ eillance Ordinance.
3.
TERM OF CONTRACT
The te.11l ofthiS contract shall be for the period ofuntil completion ofproicct.
4。
DESCRIPT10N OF SERVICES TO BE PERFORMED BY CONSULTANT:
Consultant shall render the following services to the Tribe:
1.Develop SCADA standards and specincttions for all oil production wells loctted on
the Fo■ Be■ hold lndian reservation to be used for the enforcement ofthe Tribes'
Sllrveillance Ordinance
5。
WⅡ ERE SERVICES ARE TO BE PERFORMED:
Services w11l be perfolllled at company's offlce,TAT Energy Department,ル Iain Street,
New Town,ND 58763 and/or as directed by TAT Energy.
6.
COMPENSATION AND PAYMENTS:
In consideration ofthe seⅣ ices to be perfoll..ed the Consultant shall be$68,917.00 for
the entire pr● ect.
7.
EXPENSES:
Consultant shall not be reiinbllrsed for any expenses associated with the scrvices
perfolllled llnder this Agreement.
Page 1 of5
8。
9.
INDEPENDENT CONTRACTOR:
A.
The Consultant assures the Tribe that the Consultant is an independent contractor
providing services for the Tribe and that neither the Consultant nor any of the
Consultant's employees, agents, sub-Consultants, etc. are employees of the Tribe
under this Contract or any subsequent amendment or extension hereof. Consultant
has no power or authority to act for, represent, or bind the Tribe or any entity
affiliated with the Tribe in any manner. Consultant and Consultant's employees are
not entitled to any medical coverage, life insurance, or participation in any other
benefits afforded to the Tribe's regular employees, or those of Tribe-affiliated
entities. If the Tribe or any of Tribe-affiliated companies are required to pay or
withhold any taxes or make any other payment with respect to fees payable to
Consultant, Consultant will reimburse the Tribe or the affiliated entity in full for
taxes paid, and permit the Tribe to make deductions for taxes required to be
withheld from any sum due the Consultant.
B.
The Consultant is solely responsible for assuring compliance with all legal
requirements, including payment of all applicable taxes, premiums, deductions,
withholdings, overtime and other amounts which may be legally required with
respect to the employment of any persons providing services to the Consultant or
any of its sub-Consultants, under this Contract. The Consultant agrees that the
Consultant shall indemnifr the Tribe for any and all claims, obligations, liabilities,
costs, attorney fees, losses or suits accruing or resulting from: l) the Consultant's
failure to comply with this Contract; 2) from any ruling of any legal authority or
claims by any sub-Consultant, employee or alleged employee of the Consultant, that
the Consultant or a person the Consultant has held out to be his/her employee is an
employee of the Tribe.
CONSULTANT NOT TO ENGAGE IN CONFLICTING ACTIVITIES:
During the time of this Contract, Consultant will not enter into any activity, employment,
or business arrangement that conflicts with the Tribe's interests or Consultant's status.
The Tribe shall have the option of terminating this Contract at any time if in Tribe's sole
judgment a conflict of interest exists or is imminent. Consultant will advise the Tribe of
Consultant's position with respect to any activity, employment, or business arrangement
contemplated by Consultant that may be relevant to this Section. For this purpose,
Consultant agrees to disclose any such plans to the Tribes prior to implementation.
10.
WARRANTY THAT CONTRACT DOES NOT COMTEMPLATE CORRUPT
PRACTICES _ DOMESTIC OR FOREIGN:
Consultant represents and warrants that (a) all payments under this Contract constitute
compensation for services performed; and (b) this Contract and all payments, and the use
of the payments by Consultant, do not and shall not constitute an offer, payment, or
promise, or authorization of payments, and of any money or gift to an office or political
party of, or candidate for political office in, any jurisdiction within or outside the United
Page 2
of5
States. These payments may not be used to influence any act or decision of any official,
party, or candidate to use his, her or its influence with a govemment to affect or influence
any act or decision of such government to assist the Tribe in obtaining, retaining, or
directing business to the Tribe or any person or other corporate entity. As used in this
paragraph, the term "official" means any officer or employee of a government, or any
person acting in an official capacity for or on behalf of any government; the term
"government" includes department, agency, or instrumentality of a govemment.
１■
FUNDING AVAILABILITY:
The Consultant agrees and understands that this Contract is dependent upon available
funding. In the event such funding expires or is reduced, this Contract may be terminated
or modified by the Tribe at its sole discretion. Modification of the Contract includes, but
is not limited to, reduction of the rates or amounts of consideration of the alteration of the
manner of the performance in order to reduce expenditures under the Contract.
12.
TERMINATION OF CONTRACT:
When terminated for cause by either party,this Contract may be terminated immediately
upon written notice. Written notice shall be delivered to the addresses set forth under
Paragraph 1 above. This Contract may be terminated without cause upon 60 days written
notice to the other party. Any notice deadline shall be measured from the date the notice
is posted and mailed.
13.
GOVERNING LAW:
This Contract is subject to and shall be interpreted in accordance with the laws of the
Three Affi liated Tribes.
14.
ASSIGNMENT OF RIGHTS AND DELEGATION OF DUTIES:
The rights and duties under this Contract may not be assigned or delegated by either party
without the prior written consent of the other.
15。
ENTIRE CONTRACT AND MODIFICATION:
This Contract contains the entire Agreement between the parties. This Contract may not
be modified except by later written Contract signed by both parties.
16.
INSURANCE & INDEMNIFICATION:
The Consultant shall indemnifu the Tribes' from any liability or loss incurred by
Consultant during the term of this Agreement.
Page 3
of5
17.
JURISDICTION:
This Contract was executed and is to be carried out on the Fort Berthold Indian
Reservation. Any dispute arising under this Contract is subject to the jurisdiction of the
Fort Berthold District Court.
18.
COMPLIANCE WITH APPLICABLE LAWS:
The Consultant shall comply with all applicable Federal, State, and Tribal (i.e. TERO)
laws and regulations in performing this Contract. Consultant shall also comply with all
of the Tribe's policies, procedures, and rules.
19.
LIAISON & CONTRACT SUPERVISION:
TAT Energy Director shall be the supervisor over the Consultant and the
Consultant's work.
Carson Hood
20.
-
SEVERABILITY:
It is understood and agreed by the parties hereto that if any term or provision of this
Contract is held to be illegal, void or in conflict with any applicable Tribal, State or
Federal law, the validity of the remaining terms and provisions shall not be affected. And
the rights and obligations of the parties shall be construed and enforced as if the Contract
did not contain the particular term or provision held to be invalid.
22.
WAIVER:
Waiver of any default, breach or failure to perform under this Contract is not deemed to
be a waiver of any subsequent default, breach or failure of performance. In addition,
waiver of any default, breach or failure to perform is not to be construed to be a
modification of the terms of this Contract unless reduced to writing as an amendment to
this Contract.
23.
OTHER TERMS AND CONDITIONS:
Unless in direct conflict with the Terms and Conditions of this Contract, any terms and
conditions contained within Consultant's "Parts 1-4", Appendix A and/or Appendix B
shall be merged into this contract (See attachments) with the express exception of:
a.
b.
Part L-1. Ownership of Documents. Any documents or work product produced
under the terms of this Contract shall be the exclusive property of the Three Affiliated
Tribes. Contractor shall have non-exclusive rights to the use of said documents,
designs and/or work product.
Part 4.2. - Reimbursable Expenses. Any reimbursable expenses or costs that may
be incurred that are outside of Appendix B shall require approval of the Tribal
representative.
Page 4
of5
c.
Part 4.5. Liens. Contractor shall be expressly prohibited from filing of any liens
against the Tribe for any reason. Issues of non-payment shall be resolved through
informal negotiation or other remedies available to the parties.
24.
SOVEREIGN IMMUNITY:
Nothing in this Contract shall be construed, held or interpreted as a waiver of the
Sovereign Immunity of the Three Affiliated Tribes, its officers, agents, or assigns.
AGttED AND APPROVED:
CONSULTANT:Preferrcd Controls lnc.
By
Date
Ｈ Ａ ｙ¨
Ｔ Ｔ Ｂ
IREE AFFILIATED TRIBES:
T Energy Dcpartment
Date
Carson Hood, Director
APPROVED:Resolution No.
(October 10, 2013)
ATTACHMENT:
1. Parts 1-4 - Contractor's standard Terms and Conditions.
2. Appendix A
3. Appendix B
Page 5
of5
Resolution No。 14-016-VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of the
Fort Berthold Indian Reservation hereby certify that the tribal Business Council is composed of
seven (7) members of whom five (5) constitute a quorum, 6 were present at a Regular Meeting
thereof duly called, noticed, convened and held on the 9th day of January ,2074, thaithe foregoing
Resolution was duly adopted at such meeting by the affirmative vote of 7 members, 0 members
opposed, 0 members abstained, 0 members not voting, and that said Resolution has not been
rescinded or amended in any way.
Chairman [X] Voting.
[
] Not Voting.
Datedthis 9th dayof January ,2014.
Ｈ
ｎ
ｕ
ｈＣ
ｏ
ｃ
Thrce Afflliatcd Tribes
Three Afflliated Tribes
Page2 of 2
Resolution No.14‐ 017… VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution Entitled: "service Contract for Dr. Alden Big Man Jr."
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-Laws
pursuant to said Act; and
WHEREAS, The Constitution of the Three Affiliated Tribe generally authorizes and empowers
the Tribal Business Council to engage in activities on behalf of and in the interest
of the welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article
III of the Constitution of the Three Affiliated Tribes provides
that the
Tribal Business Council is the governing body of the Tribes; and
VI, Section 5 (l) of the Constitution of the Three Affiliated Tribes
provides that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council and other Tribal agencies;
WHEREAS, Article
and
NOW THEREFORE BE IT RESOLVED, that the Tribal Business Council of the Three
Affiliated Tribes desires to execute a contract with Dr. Alden Big Man Jr. in the amount of
$100,000 under an approved Contract for Services to assist the Natural Resources and Solid
Waste Division with special projects as outlined in the Task Orders of the Contract, under the
supervision of the Natural Resources Administrator. Payment for Services shall be derived from
the Natural Resources Project Budget 0132, and Solid Waste Division 0060.
(fhe remainder of this page is intentionally left blank)
Page
I of2
MASTER SERVICE AGREEMENT BETWEEN
THE THREE AFFILIATED TRIBES AND
BIG MAN AND ASSOCIATES
This contractis entered into on November 22,2013,betwcen the Three Afflliated i「 Hbes,404
FЮntagc Road,New Towll,North Dakota 58763(hereina■ er“ THbe'')and,Dro Alden Big Man
D.BoA as Big Man&Associates,(hereinater``Consultant'')Box 70,New Towll,ND 58763
WITNESSETH:
Whereas,the TRIBE dcsires to secure certain profcssional services in corlnection with the
Execution ofcertain ppjects within the Natural Resollrces Department.It is tlndcrstood that thc
CONSULTANT has specialty expertise necessary to augmentthe TRIBES'S capabilities and the
CONSULTANT represents that it possesses the professional qualiflcations and expertise to
pЮ 宙de such seⅣ ices for a varicty oftribal redty suⅣ ey praects.
NOW THEREFORE,the parties agrce to as fo1lows.
1. SCOPE OF WORK
This Contract establishes the general conditions for the term of the Master Services
Agreement. The CONSULTANT shall furnish all the expertise and other resources
necessary to complete all tasks as described in each individual Task Order issued by the
TRIBE and agreed to by the CONSULTANT. The CONSLILTANT'S services are
intended to provide support and assistance to the TRIBE in connection with each Task
Order. The CONSULTANT shall be responsible for the professional quality, technical
accuracy, and timely completion of its work.
Scope of Work
3.
TERM OF CONTRACT
The term of this contract shall be for the period from December 15, 2013 through
December 14,2015, unless terminated sooner in accordance with the applicable
provisions of this contract. By agreement of the TRIBE and the CONSULTANT,
the term of this contract can be extended through an amendment of the Contract.
4.
DESCRIPTION OF SERVICES TO BE PERFORMED BY CONSULTANT:
CONSULTANT shall render the following services to the Tribe:
Task 1 - Management of Solid Waste Program including direct supervision of employees
in order to comply with required EPA standards under RCRA. Funhermore, the contract
will include serving as a Liaison for the tribe between the BIA, IHS and Community
Members to conduct meetings to improve Solid Waste progftlm and to address and
correct immediate needs.
Task 2 - Creation of a draft "Energy Industry Relations Protocol Manual', (EIRpM) to
help all parties dealing directly with the Sovereign Nation ofthe Three Affrliated rribes.
The Manual will include a brief historical introduction intended to educate non-members
on the history ofthe TAT Nation including land base, enrollment and culture. Below are
some additional key elements that will be included in the EIRpM so Energy Industry
Execs., subcontractors and other vendors will be able to navigate the MHA system
utilized by the Three Affiliated Tribal Business Council.
-
Defining the role ofthe Tribal Business council along with a Directory for all
Energy related Programs and Tribal Segments
-
Communicational Organizational Chart defining Tribal Agency Roles and
Responsibilities, Signature Authorities,Reporting and all forms of Regulatory
Compliance
-
TERO ordinances. Permit Procedures
-
linvironmental Policies and Permit Procedures. Contact information
-
THPO (Tribal Historic Preservation Office) Policy and Procedures, including
Contact information
-
ROWEasement Policy and Procedures as put forth by the TAT Business
Council
-
Offset Rules and Regulations, and Contact Information
-
Task 3
Current Missouri River Resolutions as put forth and passed by the TAT
Business Council
-
Flaring Resolution
-
All other Pertinent Tribal Resolutions
-
-
Interim Water Permitting policy (High Priority)
Technical Review of current permits issued by the tribe.
Technical assistance to Administrator in bringing applicants into compliance
with Interim Water Permit Policy
Technical Assistance and Review ofNew Applications
Aquifer Monitoring Well Development, Engineering and Procurement
-Development of Tribal Water Well site inventories.
Task 4
-
Emergency Industry Disaster Response Protocols:
This task will include creating a manual identifying and classiffing disaster protocols The
Consultant will work with the Natural Resources Administrator and the Homeland
Security Coordinator and the Enforcement Team comprised of multiple tribal
departments to create a Disaster Preparedness Manual for the Ft Berthold Reservation.
The document will be used by Law Enforcement Agencies and Emergency Responders.
Appropriate Call Trees and Identified Incident Command will be developed specific to
incident type.consultant will work with the Enforcement Team and Industry officials in
facilitation of emergency drills for several types of incidence including major pipeline
spill, compressor station fire, well head blow out or explosion, prop&te leak, hazardous
chemical spill and other types of probable emergency incidence.This document is
essential to the more efficient use ofhuman resources and equipment in emergency
coverage of the reservation.
Task 5 - Continue as Construction Manager for the New Solid Waste Building and inert
pit and ensure it is operational by summer of2014. This will include development ofan
educational component establishing a recycling program which will likely begin in K-5
classes that will have a cohort $oup to collect data as the education is implemented. The
data will then be used to make necessary adjustments to the program and will soon
encompass a reservation wide educational recycling program.
Task 6 - Create a TAT review sheet for Cultural Resource Inventories and
Environmental Assessments Tracking system to ensure the tribe can complete appropriate
comments before the designated time liame to ensure tribal resources are protected for
future generations.
Task 7 - The Natural Resources lacks a traveling boothe exhibit in which informational
pamphlets, employment recruitrnent and other essential components are needed to have
living presentation to introduce the TAT Natural Resources Departrnent and its Agencies
to the tribal and state public and the Energy industry. Consultant will design and procure
media services to develop promotional and informational materials needed.
5.
WHERE SERVICES ARE TO BE PERFORMED:
will be performed at the Ft Berthold Indian Reservation.
Services
6。
COMPENSATION AND PAYMENTS:
In consideration of the services to be performed the Consultant shall be paid by lump sum
by Task Order, unless otherwise specified in an individual Task Order and shajl not
exceed the amounts specified in the Task Orders unless authorized in writing by the
TRIBE. Should additional services be required that are outside the SCOpE Of'WOR1< u,
specified in the individual Task Order, and that are approved in writing by the Tribes
Natural Resources Administrator, the CONSULTANT shall be compensated in
accordance with the rates specified in the Rate Schedule (Attachment A) that is attached
to the Task Order. The total compensation under this Contract shall not exceed $100,000
without written approval of the Tribe. Tribe will provide Consultant with sufficient office
resources, specialized equipment and vehicle use in the performance of the contract.
7.
INVOICING
The CONSULTANT will invoice the TRIBE monthly for each Task Order. Each invoice
be accompanied by a brief status report outlining the work completed during each
invoice period. Invoicing will be based on the percentage completed for specific task
outlined in each Task Order. Expenses will be reimbursed at costs outlined in the
attached fee schedule.
will
8.
INDEPENDENT CONTRACTOR:
A'
B.
The Consultant assures the Tribe that the Consultant is an independent contractor
providing services for the Tribe and that neither the Consultant nor any of the
Consultant's employees, agents, sub-Consultants, etc. are employees of the T'ribe
under this Contract or any subsequent amendment or extension hereof. Consultant
has no power or authority to act for, represent, or bind the Tribe or any entity
affiliated with the Tribe in any manner. Consultant and Consultant's lmployees are
not entitled to any medical coverage, life insurance, or participation in any other
benefits afforded to the Tribe's regular employees, or those of Tribe-affiliated
entities. If the Tribe or any of Tribe-affiliated companies are required to pay or
withhold any taxes or make any other payment with respect to fees payable to
Consultant, Consultant will reimburse the Tribe or the affiliated entity in full for
taxes paid, and permit the Tribe to make deductions for taxes required to be
withheld from any sum due the Consultant.
The Consultant is solely responsible for assuring compliance with all legal
requirements, including payment of all applicable taxes, premiums, deductions,
withholdings, overtime and other amounts which may be legally required with
respect to the employment of any persons providing services to the Consultant or
any of its sub-Consultants, under this Contract. The Consultant agrees that the
Consultant shall indemnifu the Tribe for any and all claims, obligitions, liabilities,
costs, attomey fees, losses or suits accruing or resulting from: I the Consultant,s
)
failure to comply with this Contract; 2) from any ruling ofany legal authority or
claims by any sub-Consultant, employee or alleged employee of the Consultant, that
the Consultant or a person the Consultant has held out to be his/her employee is an
employee of the Tribe.
9.
CONSULTANT NOT TO ENGAGE IN CONTLICTING ACTIVITIES:
During the time of this Contract, Consultant will not enter into any activity, employment,
or business arrangement that conflicts with the Tribe's interests or Consultant's status.
The Tribe shall have the option of terminating this Contract at any time if in Tribe's sole
judgment a conflict of interest exists or is imminent. Consultant will advise the Tribe of
Consultant's position with respect to any activity, employment, or business arrangement
contemplated by Consultant that may be relevant to this Section. For this purpose.
Consultant agrees to disclose any such plans to the Tribes prior to implementation.
10.
WARRANTY THAT CONTRACT DOES NOT COMTEMPLATE CORRUPT
PRACTICES - DOMESTIC OR FOREIGN:
Consultant represents and warrants that (a) all payments under this Contract constitute
compensation for services performed; and (b) this Contract and all payments, and the use
of the payments by Consultant, do not and shall not constitute an offer, payment. or
promise, or authorization of payments, and of any money or gift to an office or political
party of, or candidate for political office in, any jurisdiction within or outside the United
States. These payments may not be used to influence any act or decision ofany offrcial.
party, or candidate to use his, her or its influence with a govemment to affect or influence
any act or decision ofsuch government to assist the Tribe in obtaining, retaining, or
directing business to the Tribe or any person or other corporate entity. As used in this
para$aph, the term "official" means any officer or employee of a govemment, or any
person acting in an official capacity for or on behalfofany govemment; the term
"govemment" includes department, agency, or instrumentality of a govemment.
F'UNDING AVAILABILITY:
The Consultant agrees and understands that this Contract is dependent upon available
funding. In the event such funding expires or is rcduced, this Contract may be terminated
or modified by the Tribe at its sole discretion. Modification ofthe Contract includes, but
is not limited to, reduction of the rates or amounts ofconsideralion ofthe alteration of the
manner oftle performance in order to reduce expenditures under the Contract.
12.
TERMINATION OF CONTRACT:
When terminated for cause by either party, this Contract may be terminated immediately
upon written notice. Written notice shall be delivered to the addresses set forth under
Paragraph 1 above. This Contract may be terminated without cause upon 60 days written
notice to the other party. Any notice deadline shall be measured from the date the notice
is posted and mailed.
13.
GOVERNING LAW:
This Contract is subject to and shall be interpreted in accordance with the laws of the
Three Affiliated'fribes.
14.
ASSIGNMENT OF RIGHTS AND DELEGATION OF DUTIES:
The rights and duties under this Contract may not be assigned or delegated by either party
without the prior written consent of the other.
15.
ENTIRE CONTRACT AND MODIFICATION:
This Contract contains the entire Agreement between the parties. This Contract may not
be modified except by later written Contract signed by both parties.
16.
INSURANCE & INDEMNIF'ICATION:
Without limiting the CONSULTANTS'S indemnification of the TRIBE,
CONSULTANT, shall at all times during the terms of this Contract and extended
terms thereof, provide and maintain at its own expense, the following types of
insurance protecting the interests of the TRIBE. l. Automobile l-iability Insurance
in an amount not less than $500,000 for any hired,owned or non owned vehicles
used in performance of the work. 2. Professional Liability Insurance in amounts not
less than $500,000 insuring the CONSULTANT for professional errors or
omissions in the performance of work under this agreement. If Requuested by the
'|RIBE, CONSUL'|ANT will provide Certificates of Insurance in form and content
satisfactory to the TRIBE, evidencing coverage stated above.
I7.
JURISDICTION:
This Contract was executed and is to be carried out on the F'orth Berthold Indian
Reservation. Any dispute arising under this Contract is subject to the jurisdiction of the
F'ort Berthold District Court.
18.
COMPLIANCE WITH APPLICABLE LAWS:
The Consultant shall comply with all applicable Federal, State, and Tribal (i.e. TERO)
laws and regulations in performing this Contract. Consultant shall also comply with all
of the Tribe's policies, procedures, and rules.
19.
LIAISON & CONTRACT SUPERVISION:
The MHA Nation, Natural Resources Administrator shall be the supervisor over the
Consultant and the Consultant's work.
20.
SEVERABILITY:
It is understood and agreed by the parties hereto that if any term or provision of this
Contract is held to be illegal, void or in conflict with any applicable Tribal, State or
Federal law, the validity of the remaining terms and provisions shall not be affected. And
the rights and obligations of the parties shall be construed and enforced as if the Contract
did not contain the particular term or provision held to be invalid.
22.
WAIVER:
Waiver of any default, breach or failure to perform under this Contract is not deemed to
be a waiver of any subsequent default, breach or failure of performance. In addition,
waiver of any default, breach or failure to perform is not to be construed to be a
modification of the terms of this Contract unless reduced to writing as an amendment to
this Contract.
23.
SOVEREIGN IMMUNITY:
Nothing in this Consultant Agreement shall be construed, held or interpreted as a waiver
of the sovereign immunity of the Three Affiliated Tribes, its officials, agents or assigns.
AGMED AND APPROVED:
CONSULTANT:
By
Date
THREE AFFILIATED TRIBES:
By
Date
By:
Date
MANDAN,HIDATSA&ARIKARA NATION
Three Arlliated THbes I Fort Berthold lndian Reservation
404 Frontage Road tt New Town,North Dakota 58763‐ 9402
DATE:
I)ecember 1,2013
TO:
James Grinnell. Human Resource Director
FRO\{:
Claryca Mandan,
Livc Signaturc:
駆
:
Temporary Appointmbnt- Dr. Alden Big Man
Titlc: Interim Solid Waste Director
Rate of pay: $45.00 pr hr.
Effective: Dec 1,2014
Location: Srrlid \\'asr;s pnrgram. Nerv foq,n
Background Check corrrpleted: yes
I1ackgrourrd Chec'k favorehl e or unfin-orable:
The Natrnal Resources Department is requesting an additional (90) day temporary appointment of
Dr. Alden Big Man as (Director) of Solid Waste Program). The position has been advertised for 90
days with no applicants. Due to the critical public health threat, management and supervision of the
Solid Waste division is required until construction of new facillty is completed and the position is
permanently filled.
The Natural Resources Departnent would like to make this appointnent effective December l,2}l3.
If you have any concerns or questions please contact me at (701) 421-6184. Thank you for your
tinre and consideration.
Concurren
P'Hall.Chairman
SERVICE CONTRACT
BETWEEN THE THREE AFFILIATED TRIBES AND Dr.Alden Big Man
1.
PARTIES:
This contract is between the Thrce Afflliatcd T五 bcs,with a mailing address of404 Frontage Road,New
Town,North Dakota 58763(701)627‐ 4781 and Alden Big Man,PO BOx 70 New TowllND PH:
Soc Sec
THE PARTIES AGREE AS FOLLOWS:
2.
CONTRACT PURPOSE: Dr. Big Man will be responsible to the MHA Nations Administrator
of Natural Resources and to produce and publish an Energy Industry Relations Reference
Manual on behalf of the MHA Nation Natural Resource Department and its agencies.
3.
TERM OF CONTRACT: This contract begins Dec I 2013 and ends on June 30ft 2014.The
term may be modified or renewed upon mutual consent of both parties.
4.
DESCRIPTION OF SERVICES TO BE PERFORMED BY CONSULTANT:
Consultant shall render the following services to the Tribe:
Provide technical support to the MHA Nation Natural Resources Administrator in the
compilation, writing, and publication of an Energy Industry Reference Manual (Guide Book)
to help all Industry executives, subcontractors and vendors doing business within the
boundaries of the Sovereign Nation of the Three Affiliated Tribes. The Manual will describe
industry protocols, contain directories and basic information to assist the industry in
navigating tribal requirements. The Reference Guide will also contain a brief historical
introduction intended to educate non-members on the history of the TAT Nation including
land base, enrollment and culture and variance in land base. Below are the key additional
elements that will be included in the Guide Book.
L
-
Defining the role of the Tribal Business Council and its Committees along
with a Directory for all Energy related Programs and Tribal Segment
information.
Communicational Organizational Chart, defining tribal agency roles and
responsibilities.
TERO Ordinances, Permit Procedures
Environmental Code, Permit Procedures, Compliance Reporting andContact
Information
THPO (Tribal Historic Preservation Office) policy, procedures, Contact
Information, and Contract Monitors.
ROWEasements Requirements as Adopted by the Tribal Business Council
and Tribal Easement Program Services
Offset Ordinances
Current Missouri River Resolutions
Flaring Resolution
Man Camp Resolution
All other Pertinent Tribal Resolutions
WHERE SERVICES ARE To BE PERFORMED: The services are to be rendered within
the boundaries of the Ft Berthold Indian Reservation with primary duty station being the Natwal
Resources Department, Tribal Administration headquarters.
COMPENSATION AND PAYMENTS: Dr. Alden Big Man is to be compensated $100 per hr
with a cap ofno more than $t0,000 dollars in the execution of this contract.
7.
EXPENSES: The Three Affiliated Tribes shall bear the expense ofall reasonable and customary
costs in the execution oftie services rendered. The Tribe shall bear the costs ofall associated
expenses for tribally owned equipment utilized in the execution of this contract. The Tribe will
provide for the contractors use, office space, supplies, communications equipment, and bear the
cost ofpublication for the performance of this contract. contractors mileage for use ofown
vehicle will be reimbursed at the standard tribal rate.
8.
INDEPENDENT CONTRACTOR:
A.
The Consultant assures the Tribe that the Consultant is an independent contractor providing
services for the Tribe and that neither the Consultant nor any ofthe Consultant's employees,
agents, sub-Consultants, etc. are employees ofthe Tribe under this Contract or any
subsequent amendment or extension hereof. Consultant has no power or authority to act for,
represent, or bind the Tribe any entity affiliated with the Tribe in any manner. Consultant and
Consultant's employees are not entitled to any medical coverage, life insurance, or
participation in any other benefits afforded to the Tribe's regular employees, or those of Tribe
affiliated entities. Ifthe Tribe or any of Tribe affiliated companies are required to pay or
withhold any taxes or make any other payment with respect to fees payable to Consultant.
Consultant will reimburse the Tribe or the affiliated entity in full for taxes paid, and permit
the Tribe to make deductions for taxes required to be withheld from any sum due to Frankie
Lee Consultant.
B.
9.
The Consultant is solely responsible for assuring compliance with all legal requirements,
including payment of all applicable taxes, premiums, deductions, withholdings, overtime
and other amounts which may be legally required with respect to the employment of any
persons providing services to the Consultant or any of its sub-Consultants, under this
Contract. The Consultant agrees that the Consultant shall indemnifu the Tribe for any and
all claims, obligations, liabilities, costs, attomey fees, losses or suits accruing for resulting
from, 1) the Consultant's failure to comply with this Contract, 2) from any ruling of any
legal authority or claims by any sub-Consultant, employee or alleged employee ofthe
Consultant, that the Consultant or a person the Consultant has held out to be his/her
employee is an employee of the Tribe.
CONSULTANT NOT TO ENGAGE IN CONFLICTING ACTIYITIES:
During the time of this Contract, Consultant will not enter into any activity, employment, or
business arrangement that conflicts with the Tribe's interests or Consultant's status. The Tribe
shall have the option of terminating this Contract at any time if in Tribe's sole judgment; a
conflict of interest exists or is imminent. Consultant will advise the Tribe of Consultant's
position with respect to any activity, employment, or business arrangement contemplated by
Consultant that may be relevant to this Section. For this purpose, Consultant agrees to disclose
any such plans to the Tribes prior to implementation.
10.
WARRANTY THAT CONTRACT DOES NOT COMTEMPLATE CORRUPT
PRACTICES. DOMESTIC OR FOREIGN;
Consultant represents and warrants that, (a) all payments under this Contract constitute
compensation for services performed, and (b) this Contract and all payments, and the use ofthe
payments by Consultant, do not and shall not constitute an offer, payment, or promise, or
authorization ofpayments, and of any money or gift to an office or political party of, or
candidate for political office in, any jurisdiction within or outside the United States. These
payments may not be used to influence any act or decision ofany official, party, or candidate to
use his, her or its influence with a govemment to affect or influence any act or decision ofsuch
govemment to assist the Tribe in obtaining, retaining, or directing business to the Tribe or any
person or other corporate entity. As used in this paragraph, the term "official" means any officer
or employee ofa government, or any person acting in an official capacity for or on behalf of any
govemment; the term "govemment" includes department, agency, or instrumentality of a
govemment.
FUNDING AVAILABILITY:
The Consultant agrees and understands thatthis Contractis dependent upon available ttding
ln the event such inding expires Oris reduced,1■ s Contract Fnay be terminated or modifled by
thc THbe at its solc discretion.Modiflcation ofthe COntract includes,but is not limited tO.
reduction ofthc rates or aFnOunts ofconsidemtion ofthe alteration ofthe manner ofthe
pcrfollllance in ordcr to reduce expenditures under thc Contract.
12.
TERpIIINAT10N OF CONTRACT:
WЪ n
teHninated for cause by either paり ,thiS COntract may be te.11linated immediately upon
、
vntten notice.や VHtten notice shall be delivered to the addrcsses set fbrth under Paragraph l
abovc. This Contract inay be tell.=inated without causc upon 60 days wnttcn notice to the other
pιtty.Any notice deadlinc shall be measured from the date the notice is posted and mailed
13.
GOVERNING LAW:
This Contract is suttect tO and shall be interpreted in accordance宙 th
the la、 vs
ofthe Three
Af「lliated THbcs.
14.
ASSICNⅣ EENT OF RIGⅡ TS AND DELEGAT10N OF DUTIES:
The Hghts and duties underthis Contract may not be assigned or ddegatedけ
cither party
without the pHor writtcn cOnsent ofthe other.
15.
ENTIRE CONTRACT AND
ⅣEODIFICAT10N:
This Contract conね ins the cntirc Agreement be● veen the pmics This Contract may not bc
modined except by later wntten Contract signed by both parties.
16.
INSURANCE&INDEⅣ Tヾ IFICAT10N:
Contta31or agrees to maintain the proper licenscs,authoHties and insurancc appropHate tO cargo
and transport of“ bJ solid wastc.Contractor win indemni″ and h01d hamlessthe THbe
forany uno、 ‐
.。 r unforeseen events related to exposure to hazardous or radioactive
、
vaste
17.
JURISDICT10N:
This Contract was cxecuted and is to be carned out on the Fort B動 old lndian Resewation
AnydisputearisingunderthisContractissubieCttOthejurisdictionOftheFortBertholdDis“
Court.
18。
COMPLIANCE WITH APPLICABLE LAWS:
The Consultant shall comply、 宙th all applicable Federal,State,and THbal laws and regulations
in pefoHlling this Contract
procedures and mles
Consultant shall also comply、 vlth all ofthe T五 bes policies,
ct
19。
LIAISON&CONTRACT SUPERVISION:Supervision for this contract will be pro宙 ded by
the Environmental E)ivision lDirector or his designate along with concurrencc from the Natural
Resources Administrator.
20.
SEVERABILITY:
It is understood and agreed by the parties hereto that if any term or provision of this Contract is
held to be illegal, void or in conflict with any applicable Tribal, State or Federal law, the validity
of the remaining terms and provisions shall not be afflected. And the rights and obligations of the
parties shall be construed and enforced as if the Contract did not contain the particular term or
provision held to be invalid.
22.
WAIVER:
Waiver of any default, breach or failure to perform under this Contract is not deemed to be a
waiver of any subsequent default, breach or failure of performance. In addition, waiver of any
default, breach or failure to perform is not to be construed to be a modification of the terms of
this Contract unless reduced to writing as an amendment to this Contract.
AGREED AND APPROVED:
CONSULTANT:
By
Date
￨―
Date
ダ
軍―′
Resolution No.14… 017¨ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby certi$/ that the Tribal Business Council is composed
of seven (7) members of whom five (5) constitute a quorum, 6 were present at a Regular
Meeting thereof duly called, noticed, convened and held on the 9fr day of Januar.v ,2014, that
the foregoing Resolution was duly adopted at such meeting by the affirmative vote of 6
members, 0 members opposed, 1 membeis abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9th
dayof
Three Afflliated Tribcs
[
] Not Voting.
January ,2014.
Thrce Afflliated Tribes
Page2 of 2
Resolution No。
14… 018‐
VJB
RESOLUT10N OF THE GOVERNING BODY OF TⅡ E
THREE AFFILIATED TRIBES OF TⅡ E
FORT BERTHOLD INDIAN I亜〕SERVAT10N
A Resolution Entitled,'6Establishment of Interim Ground Water Permit Policy"
WHEREAS, The Mandan Hidatsa and Arikara Nation ("MHA Nation") having accepted the
Indian Reorganization Act of June 18, 1934 ("IRA";, and the authority under said
Act and having adopted a Constitution and By-Laws pursuant to said Act; and
WHEREAS, The Constitution of the MHA Nation generally authorizes and empowers the
Tribal Business Council to engage in activities on behalf of and in the interest of
the welfare and benefit of the MHA Nation and of the enrolled members thereof;
and
WHEREAS, Article III, Section
I
of the Constitution of the MHA Nation provides that the
Tribal Business Council is the governing body of the MHA Nation; and
WHEREAS, The Fort Berthold Reservation has seen a rapid pace of energy development
which requires billions of gallons of fresh water to develop and maintain wells;
and.
WHEREAS, The development of commercial water depots to meet the water needs of the
energy industry has created and will continue to create tremendous demand for
water resources on the Reservation; and
WHEREAS, The Natural
Resources Department has developed an Interim Water Permit Policy
to be used until the MHA Nation Water Code is made law; and
WHEREAS, The Business Council wishes to establish proper parameters for the issuance of
water permits in order to ensure adequate protection of water resources for current
and future generations; and
WHEREAS, The Business Council finds
it in the best interest of the MHA Nation to
implement the Interim Water Permit Policy.
NOW THEREFORE BE
IT
RESOLVED, The Business Council hereby approves and
establishes the Interim Ground Water Permit Policy, a true copy of which is
attached hereto and incorporated by reference.
BE
IT
FURTHER RESOLVED, This Resolution rescinds and supersedes any prior
Resolutions or policies concerning ground water permitting.
BE IT FINALLY RESOLVED, the Tribal Chairman is hereby authorized to take such action
is necessary to carry out the terms and intent of this Resolution.
Page
I of2
as
ResO"tioa lv● .14‐ 0』 8‐ VJ8
DRAFrrlVTFRIM wArfR PFRMIT POι
rCγ
Developed by: Natural Resources Department in conjunction with Section 17 Water Sales Corporation;
Frankie Lee, Bartlett and West Consultants Peebles and Morgan: WATER TASK FORCE
INTRODUCTION
Due to the rapid pace of Energy Development on the FBIR and the need for billions of gallons of fresh
water to develop and maintain wells; the TBC instructed the Natural Resources Administrator in 2008 to
begin issuance of TAT Water Permits. The development of commercial waterdepotsto meetthewater
needs of the energy industry has created and will continue to create tremendous demand for the
ground water resources on the Reservation.
To date six such permits were issued. Five were issued by the former Natural Resources Administrator
and one by the current Natural Resources Administrator. The latter two; being a temporary permit from
for construction use. With the continued need by the industry for copious amounts of fresh
water to complete an estimated 3000 wells; industrial demand for fresh water has spawned numerous
plans for more ground water sourced depots which have become commercially attractive to investors
and tribal member allotted land owners. This trend has caused the Tribal Business Council to request a
technical review of existing permits and surface and Bround water resources to determine in particular;
if there are sufficient ground water resources to support such permit requests. The TBC also wishes to
define what permit parameters need to be implemented to ensure adequate protection of water
resources for future generations, and prevent commercial exploitation of allotted landowners .
a creek
The Water Task Force met several times to assess the current level of development; projected water
needs, and to review the technical meritsof the water permits issued to date. Becausethe Hydro
fracturing technology in the Bakken uses so much water, an estimated eleven billion gallons ofwater
the current level of proposed
optimum development. The Task Force then looked at the estimated ground water aquifer reserves
and the tribal water which can be provided through the tribes Rural Water Program and Section 17
would be needed to develop and maintain the wells on the
FBIR at
Sales. The Water Task Force believes thati of the two sources; the use of surface water rights to meet
the industrial needs projected is the preferred alternative.
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INTERIM WATER PERMIT REQUIREMENTS
1. Contact lnformation, Business Structure
2. Tribal Enrollment if Applicable
3. Water Source (if Ground water ldentify Aquifer)
4. Annual Acre Feet Requested
5. Engineering/DrillingPlans
6. Site Plan/GlS Map (Demonstrate access, approach width, fencing, lighting, sanitation,
parking)Meter installation
7. Legal Description
8. TSR for Site
9. Proof of Ownership
10. copies of Negotiated Agreements with other owners
11. Article of lncorporation if Applicable
12. Proof of Applicable Easements
13. TERO certification
14. BIA Review of Allotted Land/Lease if applicable
15. Tribal Business License
16. Proximity to Monitoring Wells
17. Business Plan and or Participation Contracts
18. Contractor Certifications
19. Describe specifications for any tanks, psideon tanks, structure on site.
20. Power requirements and Utility Service and lighting.
21. Additional requirements for lndustrial/Commercial ground water permits:
a. lf there is no existing monitoring well within a one mile radius of the proposed location, a
monitoring well which meets the specifications of the Natural Resources Department must
be constructed within the one mile radius at the applicants expense.
b.
Notice
ofthe application must be posted in a public place for 30 days, and notice must
be
mailed to all landowners within a one mile radius of the proposed location giving the public
and the landowners 30 days to submit comments on the application.
c.
The Natural Resources Committee, upon recommendation
ofthe Natural
Resources
Department, may set limits on the volume of water that may be withdrawn in order to
protect neighboring landowners and the integrity and safety of future water supply.
Resolution No.14‐ 018‐ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby certify that the Tribal Business Council is composed
of seven (7) members of whom five (5) constitute a quorum, .,6 were present at a Rjgular
Meeting thereof duly called, noticed, convened and held on the 9m day of JenESL
,2014, that
the foregoing Resolution was duly adopted at such meeting by the ufrrrnuti"e uote of 6
members, 0 members opposed, 0 members abstained, 0 members not voting, and that saiJ
Resolution has not been rescinded or amended in any way.
Chairman [X] Voting.
Dated this 9th day
of
[
] Not Voting.
January , ZOl4.
ATTEST:
a。
Executive
Tribal Business Council
Three Affiliated Tribes
Page 2 of 2
“
`4
Resolution No.14¨ 019‐ VJB
RESOLUTION OF THE GOVERNING BODY OF THE
THREE AFFILIATED TRIBES OF THE
FORT BERTHOLD INDIAN RESERVATION
A Resolution Entitled: 6'West Segment Representative Appointment to the TERO
Commission"
WHEREAS, This Nation having accepted the Indian Reorganization Act of June 18, 1934, and
the authority under said Act and having adopted a Constitution and By-Laws
pursuant to said Act; and
WHEREAS, The Constitution of the ThreeAffiliated Tribe generally authorizes
and empowers
the Tribal Business Council to engage in activities on behalf of and in the interest
of the welfare and benefit of the Tribes and of the enrolled members thereof; and
WHEREAS, Article
III of the Constitution of the Three Affiliated Tribes provides
that the
Tribal Business Council is the goveming body of the Tribes; and
Section 5 (l) of the Constitution of the Three Affiliated Tribes
provides that the Tribal Business Council has the power to adopt resolutions
regulating the procedure of the Tribal Business Council and other Tribal agencies;
WHEREAS, Article
VI,
and; and
to the charters and ordinances establishing these boards and
commissions; such boards and commissions shall consist of seven members with
one member appointed from each Tribal Council Segment representative and one
from the Tribal Chairman to serve a term of four years consistent with the term of
the appointing Council Member, and
WHEREAS, Pursuant
WHEREAS, A general election was held in November 2012 for the West Segment and Jude
Randy Phelan was certified the winner and sworn into office, and has selected
Ronnie Brugh to serve on the TERO Board.
NOW THEREFORE BE IT RESOLVED, that the Tribal Business Council of the Three
Affiliated Tribes confirms the appointment of Ronnie Brugh to the TERO Board.
(fhe remainder of this page is intentionally left blank)
Page 1 of2
Resolution No.14‐ 019¨ VJB
CERTIFICATION
I, the undersigned, as Secretary of the Tribal Business Council of the Three Affiliated Tribes of
the Fort Berthold Indian Reservation hereby certiff that the Tribal Business Council is composed
of seven (7) members of whom five (5) constitute a quorun, 6 were present at a Regular
Meeting thereof duly called, noticed, convened and held on the 9'h day of January ,2014, that
the foregoing Resolution was duly adopted at such meeting by the affrrmative vote of 6
members, 0 members opposed, 1 members abstained, 0 members not voting, and that said
Resolution has not been rescinded or amended in any way.
Chairman [X] Voting.
Datedthis 9th
dayof
[ ]Not Voting.
January ,2014.
Executive
Tex Go Hall
Tribal Business Council
Thrcc Afflliated Tribes
Three Affiliated Tribes
Page2 of2