HomeMy WebLinkAboutContract #: 984 - From: 07-11-2017 To: 09-13-2017 - Liz Craveiro - Town of North Andover4
TOWN OF NORTH ANDOVER
CONTRACT
CONTRACT #�'_
DATE: O % `" // " D(-) 1 %
This Contract is entered into on, //� day of � 2017 by and
between the Town of North Andover, a municipal corporation, (the "To ") and Liz Craveiro,
47 Ossipee Mountain Road, Center Ossipee, NH 03814, for the following:
for the procurement of services of an independent contractor to perform the tasks of a
Treasurer and Collector as outlined in Massachusetts General Laws. Contractor shall post
a bond for the faithful performance of her duties as required by G.L. c. 41, § 35.
2. The Contract price is:
The Contractor shall be paid at an hourly rate of $45.00.
3. Payment shall be made within fourteen days after Contractor submits an invoice showing
the hours worked for payment.
4. Term of Contract and Time for Performance
The time for performance of this contract shall begin on July 11, 2017 and shall continue
until September 13, 2017 or when a Treasurer/Collector is appointed. The contract may be
extended in writing. This contract may be terminated by the Contractor with (7) seven days
written notice to the Town. The Contractor shall be on site at the North Andover Town Hall,
120 Main Street, North Andover, MA on Tuesday and Wednesday of each week for a
maximum of 20 hours for the duration of this contract or as previous commitments allow.
5. Subject to Appropriation
All payments are subject to appropriation and availability of funds as certified by the Town
Accountant.
6. Termination and Default
6.1 Without Cause. The Town may terminate this Contract at its sole discretion on seven
(7) calendar days' notice when in the best interests of the Town by providing notice to
the Contractor. Notice shall be in writing and shall be deemed delivered and received
when given in person to the Contractor, or sent by regular mail postage prepaid to the
Contract by and between Town of North Andover and Liz Craveiro Page 1
Contractor. Upon termination without cause, Contractor will be paid for services
rendered to the date of termination.
6.2 For Cause. If the Contractor is determined by the Town to be in default of any term or
condition of this Contract, the Town may terminate this Contract on seven (7) days'
notice by providing written notice sent by regular mail or served in hand to the
Contractor.
6.3 Default. The following shall constitute events of a default under the Contract:
1) any material misrepresentation made by the Contractor to the Town; 2) any failure
to perform any of its obligations under this Contract including, but not limited to
the following: (i) failure to commence performance of this Contract at the time
specified in this Contract due to a reason or circumstance within the Contractor's
reasonable control, (ii) failure to perform this Contract in a manner reasonably
satisfactory to the Town, (iii) failure to promptly re -perform within a reasonable
time the services that were rejected by the Town as unsatisfactory, or erroneous,
(iv) discontinuance of the services for reasons not beyond the Contractor's
reasonable control, (v) failure to comply with a material term of this Contract,
including, but not limited to, the provision of insurance and non-discrimination,
(vi) any other acts specifically and expressly stated in this Contract as constituting
a basis for termination of this Contract, and (vii) failure to comply with any and all
requirements of federal or state law and/or regulations, and Town bylaws and/or
regulations.
7. The Contractor's Breach and the Town's Remedies
Failure of the Contractor to comply with any of the terms or conditions of this Contract shall
be deemed a material breach of this Contract, and the Town of North Andover shall have
all the rights and remedies provided in the Contract documents, the right to cancel, terminate,
or suspend the Contract in whole or in part, the right to maintain any and all actions at law
or in equity or other proceedings with respect to a breach of this Contract, including damages
and specific performance, and the right to select among the remedies available to it by all of
the above.
From any sums due to the Contractor for services, the Town may keep the whole or any part
of the amount for expenses, losses and damages incurred by the Town as a consequence of
procuring services as a result of any failure, omission or mistake of the Contractor in
providing services as provided in this Contract.
8. Conflict of Interest
The Contractor acknowledge the provisions of the State Conflict of Interest Law (General
Law c. 268A), and this Contract expressly prohibits any activity which shall constitute a
violation of that law. The Contractor shall be deemed to have investigated the application of
M.G.L. c. 268A to the performance of this Contract; and by executing the Contract
Contract by and between Town of North Andover and Liz Craveiro
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documents the Contractor certifies to the Town that neither it nor its agents, employees, or
subcontractors are thereby in violation of General Law c. 268A.
9. Affirmative Action; Non -Discrimination
The Contractor will carry out the obligations of this Contract in full compliance with all of
the requirements imposed by or pursuant to General Law c. 151B (Law Against
Discrimination) and any executive orders, rules, regulations, and requirements of the
Commonwealth of Massachusetts as they may from time to time be amended.
The Contractor shall comply with all federal and state laws, rules and regulations promoting
fair employment practices or prohibiting employment discrimination and unfair labor
practices and shall not discriminate in the hiring of any applicant for employment nor shall
any qualified employee be demoted, discharged or otherwise subject to discrimination in the
tenure, position, promotional opportunities, wages, benefits or terms and conditions of their
employment because of race, color, national origin, ancestry, age, sex, religion, disability,
handicap, sexual orientation or for exercising any rights afforded by law.
10. Condition of EnforceabilityAgainst the Town
This Contract is only binding upon, and enforceable against, the Town if. (1) the Contract is
signed by the Town Manager or its designee; and (2) endorsed with approval by the Town
Accountant as to appropriation or availability of funds; and (3) endorsed with approval by the
Town Counsel as to form.
11. Indemnification
The Contractor shall indemnify, defend and save harmless the Town, the Town's officers,
attorneys, agents and employees, from and against any and all damages, liabilities, actions,
suits, proceedings, claims, demands, losses, costs, expenses, recoveries and judgments of
every nature and description (including reasonable attorneys' fees) that may arise in whole
or in part out of or in connection with the work being performed or to be performed, or out
of any act or omission by the Contractor, its employees, agents, subcontractors, material men,
and anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable, regardless of whether or not it is caused in part by any party indemnified
hereunder. The Contractor further agrees to reimburse the Town for damage to its property
caused by the Contractor, its employees, agents, subcontractors or material men, and anyone
directly or indirectly employed by any of them or anyone for whose acts any of them may be
liable, including damages caused by his, its' or their use of faulty, defective, or unsuitable
material or equipment, unless the damage is caused by the Town's gross negligence or willful
misconduct. The existence of insurance shall in no way limit the scope of the Contractor's
indemnification under this contract.
Contract by and between Town of North Andover and Liz Craveiro
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12. Independent Contractor
The Contractor further understands and agrees that in rendering services to the town under
this Contract that the Contractor is an independent contractor and not an employee of the
Town, that the Contractor is not covered by the Town's Workers' Compensation, or liability
insurance, that the Contractor shall not make any claim against the Town, its officers, agents
and employees and that the Contractor indemnifies, holds harmless, and releases the Town
from any claims of the Contractor or of any other parry that may arise in whole or in part out
of or in connection with the work being performed by the Contractor.
13. Documents, Materials, Etc.
Any materials, reports, information, data, etc. given to or prepared or assembled by the
Contractor under this Contract are to be kept confidential and shall not be made available to
any individual or organization by the Contractor without the prior written approval of the
Town, except as otherwise required by law. The Contractor shall comply with the provisions
of Chapter 66 and Chapter 66A of the General Laws of Massachusetts as they relates to
public documents, and all other state and federal laws and regulations relating to
confidentiality, security, privacy and use of confidential data.
Any materials produced in whole or in part under this Contract shall not be subject to
copyright, except by the Town. The Town shall have unrestricted authority to, without
payment of any royalty, commission, or additional fee of any type or nature, publicly
disclose, reproduce, distribute and otherwise use, and authorize others to use, in whole or in
part, any reports, data or other materials prepared under this Contract.
All data, reports, programs, software, equipment, furnishings, plans and any other
documentation or product paid for by the Town shall vest in the Town and shall be delivered
to the Town at the Town's request. The Contractor shall at all times, during or after
termination of this Contract, obtain the prior written approval of the Town before making
any statement bearing on the work performed or data collected under this Contract to the
press or issues any material for publication through any medium.
15. Record -Keeping and Retention, Inspection of Records
The Contractor shall maintain records, books, files and other data as specified in this Contract
and in such detail as shall properly substantiate claims for payment under this Contract, for
a minimum retention period of seven (7) years beginning on the first day after the final
payment under this Contract, or such longer period as is necessary for the resolution of any
litigation, claim, negotiation, audit or other inquiry involving this Contract. The Town shall
have access during the Contractor's regular business hours and upon reasonable prior notice,
to such records, including on-site reviews and reproduction of such records at a reasonable
expense.
16. Assignment
Contract by and between Town of North Andover and Liz Craveiro
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The Contractor shall not assign or delegate, in whole or in part or otherwise transfer any
liability, responsibility, obligation, duty or interest under this Contract without the written
approval of the Town.
17. Risk of Loss
The Contractor shall bear the risk of loss for any Contractor materials used for this Contract
and for all deliveries, and personal or other data which is in the possession of the Contractor
or used by the Contractor in the performance of this Contract until possession, ownership
and full legal title to the deliverables are transferred to and accepted by the Town.
18. Audit, Inspection and Recordkeeping
At any time during normal business hours, the Contractor shall make available for the
purpose of audit, examination, and/or to make excerpts or transcript all records, contracts,
invoices, materials, payrolls, records of personnel, conditions of employment and other data
relating to all matters covered by this Agreement.
19. Payment
The Town agrees to make all reasonable efforts to pay to the Contractor within fourteen (14)
days of receipt of an invoice detailing the work completed and acceptance from the Town of
the work completed.
20. Waiver and Amendment
Amendments, or waivers of any additional term, condition, covenant, duty or obligation
contained in this Contract may be made only by written amendment executed by all
signatories to the original Contract, prior to the effective date of the amendment.
To the extent allowed by law, any conditions, duties, and obligations contained in this
Contract may be waived only by written agreement by both parties.
Forbearance or indulgence in any form or manner by a party shall not be construed as a
waiver, nor in any manner limit the legal or equitable remedy available to that party. No
waiver by either party of any default or breach shall constitute a waiver of any subsequent
default or breach of a similar or different matter.
21. Forum and Choice of Law
This Contract and any performance herein shall be governed by and be construed in
accordance with the laws of the Commonwealth of Massachusetts. Any and all proceedings
or actions relating to subject matter herein shall be brought and maintained in the courts of
Contract by and between Town of North Andover and Liz Craveiro
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Essex County the Commonwealth of Massachusetts, which shall have exclusive jurisdiction
thereof. This paragraph shall not be construed to limit any other legal rights of the parties.
22. Notices
Any notice permitted or required under the provisions of this Contract to be given or served
by either of the parties hereto upon the other party hereto shall be in writing and signed in
the name or on the behalf of the parry giving or serving the same. Notice shall be deemed to
have been received at the time of actual service or three (3) business days after the date of a
certified or registered mailing properly addressed. Notice to the Contractor shall be deemed
sufficient if sent to:
Liz Craveiro
47 Ossipee Mtn. Road
Center Ossipee, NH 03814
to the Town of North Andover if sent to:
Town Manager
Town Hall
120 Main Street
North Andover, MA 01845.
23. Binding on Successors
This Contract shall be binding upon the Contractor, its assigns, transferees, and/or successors
in interest (and where not corporate, the heirs and estate of the Contractor).
24. Complete Contract
This instrument, together with its endorsed supplements, and the other components of the
contract documents, constitutes the entire contract between the parties, with no agreements
other than those incorporated herein.
25. Contractor Certifications
25.1 By signing this contract, the Contractor certifies under the penalties of perjury that
pursuant to General Laws c. 62C §49A, the Contractor has filed all state tax returns,
paid all taxes and complied with all laws of the Commonwealth relating to taxes; and
that pursuant to General Laws c. 151A, §19A, the Contractor has complied with all
laws of the Commonwealth relating to contributions and payments in lieu of
contributions.
25.2 Qualifications. The Contractor certifies that she is qualified and shall at all times
remain qualified to perform this Contract, that performance shall be timely and meet
or exceed industry standards for the performance required, including obtaining
requisite licenses, registrations, permits, resources for performance, and sufficient
professional, liability, and other appropriate insurance to cover the performance
Contract by and between Town of North Andover and Liz Craveiro Page 6
In Witness Whereof the parties have hereto and to two other identical instruments set forth their
hands the day and year first above written.
THE TOWN
Divi on/Department d
T94n Manager Date
THE CONTRACTOR
/r, 2, 1 A 9A P el /)
Print Name
CERTIFICATION AS TO AVAILABILITY OF FUNDS:
EA,ZAAccoun'—taint Date
AS TO FORM:
/2
6wnCounsel Date
Contract by and between Town of North Andover and Liz Craveiro Page 7