HomeMy WebLinkAboutContract #: 015722 - From: To: - Exception - ExceptionTOWN OF NORTH ANDOVER
REQUEST FOR QUALIFICATIONS
DESIGN SERVICES - KITTREDGE SCHOOL GYMNASIUM
September 27, 2012
Contact
Jim Mealey
Chief Operations Officer
Address
North Andover School Department
1600 Osgood Street, #3059
North Andover, MA 01845
Telephone Number:
978-794-1503
Fax Number:
978-794-0231
Email
mealeyj@northandover.kl2.ma.us
Table of Contents
1. Introduction........................................................... 3
2. Submission Deadline and Instructions ............................. 3
3. Questions, Addendum or Proposed Modifications ............... 4
4. Scope of Services .................................................... 5
5. Requirements for Application ...................................... 6
6. Minimum Criteria/Qualifications.................................. 6
7. Comparative Evaluation Criteria .................................. 7
8. Initial Fee Proposals .................................................. 9
9. Awarding of Contract ............................................... 9
Agreement for Design Services ....................................... 10
Certifications............................................................ 36
Town of North Andover RFQ Page 2 of 37
Design Services — Kittredge School Gymnasium
1. Introduction
The North Andover School Department (`School') is soliciting proposals from qualified persons
or firms to provide design services for the addition of a prefabricated gymnasium structure to the
Kittredge School located at 601 Main Street, North Andover. Qualified persons or firms are
requested to submit proposals to the Chief Operations Officer at North Andover School
Department, 1600 Osgood Street #3059, North Andover, MA, in accordance with the
instructions contained within this Request for Qualifications (RFQ).
Notice of this IFB is published in the Central Register (which is a weekly publication of the
Office of the Secretary of the Commonwealth), the Eagle -Tribune (a newspaper of general
circulation) and posted on the Town website (www.townofnorthandover.com) under "Bids,
Quotes and Proposals".
The School will accept proposals delivered in person or by mail. All proposals must be received
by 2:00 p.m. on October 18, 2012 to be considered. Proposals submitted by fax or by electronic
mail will not be considered. All proposals must be submitted to:
Mr. James Mealey, Chief Operations Officer
North Andover School Department
1600 Osgood Street, #2059
North Andover, MA 01845
Proposals received by the School will be evaluated under the provisions of MGL c7, §38A'h-O
as amended. This is not a price competition, but rather the Town's decision will be based upon
qualifications and experience with similar projects. The Town will evaluate proposals and enter
negotiations with the highest scoring proposer. If unsuccessful, the Town may attempt to
negotiate with the second highest scoring proposer.
The North Andover School Department may cancel this RFQ or reject in whole or in part
any and all proposals, if they determine that cancellation or rejection serves the best
interest of the North Andover School Department.
2. Submission Deadline and Instructions
Qualified persons or firms are requested to submit proposals a sealed envelope marked "Design
Services — Kittredge School Gymnasium" with the applicant's name and address on the front.
Applicants should provide one (1) signed original proposal and five (5) copies. Fax or electronic
submissions will not be accepted. Applicants must also execute and include in the sealed
submission the Certificate of Vote, Certificate of Non -Collusion, and the Certificate of Tax
Compliance. The North Andover School Department, through the School Superintendent, is the
awarding authority and reserves the right to reject any and all proposals or parts of proposals; to
waive any defects, information, and minor irregularities; to accept exceptions to these
specifications; and to award contracts or to cancel this Request for Qualifications if it is in the
North Andover School Department's best interest to do so.
Town of North Andover RFQ Page 3 of 37
Design Services — Kittredge School Gymnasium
Proposals must be signed as follows: a) if the bidder is an individual, by her/him personally; b) if
the bidder is a partnership, by the name of the partnership, followed by the signature of each
general partner; and c) if the bidder is a corporation, by the authorized officer, whose signature
must be attested to by the Clerk/Secretary of the corporation and the corporate seal affixed.
All sealed proposals must be received and registered by the Chief Operations Officer's office by
Thursday, October 18 at 2:00 p.m. All outer envelopes must be labeled "Design Services —
Kittredge School Gymnasium" and mailed or hand delivered to the following address:
Mr. James Mealey, Chief Operations Officer
North Andover School Department
1600 Osgood Street, #3059
North Andover, MA 01845
No proposals will be accepted after the time and date noted. Late delivery of materials due to
any type of delivery system shall be cause for rejection. If on the date and time of the submittal
deadline the North Andover School Department is closed due to an uncontrolled event such as
fire, snow, ice, wind or building evacuation, the submittal deadline will be postponed until 2:00
p.m. on the next normal business day.
3. Questions, Addendum or Proposal Modification
Questions concerning this RFQ must be submitted in writing to: Mr. James Mealey, Chief
Operations Officer, 1600 Osgood Street #3059, North Andover, MA 01845, or they may be
emailed to Mr. Mealey at mealeyj@northandover.kl2.ma.us. All questions/inquiries must be
received by close of business on Tuesday, October 9, 2012 to be considered. Questions/inquiries
may be delivered, mailed, emailed or faxed. Written responses will be posted on the Town of
North Andover's website (www.townofnorthandover.com) in "Bids, Quotes and Proposals" by
Thursday, October 11, 2012 at 2:00 p.m.
If any changes are made to this RFQ, an addendum will be posted on the Town's website in
"Bids, Quotes and Proposals". It is the sole responsibility of the bidder to ascertain the existence
of any addenda and/or modifications issued by the School. As this RFQ has been published on
the Town's website (www.townofnorthandover.com) all interested parties are responsible for
checking the website for any addenda and /or modifications that are subsequently made to this
RFQ.
The School accepts no liability for and will provide no accommodations to interested parties who
fail to check for amendments and/or modifications to this RFQ and subsequently submit
inadequate or incorrect responses. Interested parties may not alter (manually or electronically)
the RFQ language or any RFQ component files. Modifications to the body of the RFQ, scope of
services, terms and conditions, or which change the intent of this RFQ are prohibited and may
disqualify a response.
Town of North Andover RFQ Page 4 of 37
Design Services — Kittredge School Gymnasium
All proposals submitted in response to this RFQ shall remain firm for sixty (60) days following
the submittal deadline. It is anticipated that the contract will be awarded within thirty (30) days
after the submittal deadline.
An applicant may correct, modify, or withdraw a proposal by written notice received by the
School prior to the time and date set for the submittal deadline. Proposal modifications must be
submitted in a sealed envelope clearly labeled "Modification No. Each modification must be
numbered in sequence and must reference the original submittal.
After the submittal deadline, an applicant may not change any provision of the proposal in a
manner prejudicial to the interests of the School or fair competition. Minor informalities will be
waived or the applicant will be allowed to correct them.
Interested parties are not to communicate directly with any employee of the North Andover
School Department, except as specified in this RFQ, and no other individual employee or
representative is authorized to provide any information or respond to any question or inquiry
concerning this RFQ.
Interested parties may contact the Contact Person for this RFQ in the event this RFQ is
incomplete or the bidder is having trouble obtaining any part of the RFQ electronically through
the Town's website (www.townof lorthandover.com), including, and without limitation the form
and attachments.
Interested parties with disabilities or hardships that seek reasonable accommodations, which may
include the receipt of RFQ information and/or addenda and/or modifications in an alternative
format, must communicate such requests in writing to the contact person, and reasonable
accommodation will be made by agreement with the contact person on behalf of the North
Andover School Department.
4. Scope of Services
The selected firm will be required to perform the following services relative to the adding of a
prefabricated gymnasium structure to the existing Kittredge School facility:
A. Design (including site design) the connection of a prefabricated gymnasium structure to
the Kittredge Elementary School behind the southwest corner of the existing structure.
Size of the gymnasium will depend on what the site will allow and what the total
construction budget of $810,000 will allow.
B. Assist in the development the Invitation for Bids for the supply and installation per
design of a prefabricated gymnasium structure.
C. Assist in the review and selection process of the Bids received.
D. Perform construction and installation phase oversight.
Town of North Andover RFQ Page 5 of 37
Design Services — Kittredge School Gymnasium
5. Requirements for Application
Each applicant must submit a written Application on the Designer Selection Board application
form for "Standard Designer Application Form for Municipalities and Public Agencies not
within DSB Jurisdiction (updated July 2011)". The application can also be downloaded from
www.mass.gov/cam. The following information is specifically required:
A. Firm/individual name, contact name, address, telephone and fax numbers;
B. Firm/individual history including length of time the firm/individual has been in business;
C. Names and titles of firm partners and/or officers;
D. Key personnel that will be assigned to the project including: applicable registration
numbers, resumes, professional designations, licenses held, and information on
experience with similar projects;
E. List of completed projects that would best illustrate qualifications for the project -
references must be included;
F. List of all ongoing projects with anticipated schedule(s) for completion;
G. Names and qualifications of engineers and other consultants that may be used for the
project;
H. Statement of the scope and type of services proposed for the project. The applicant
should describe the process and methodology to be used in the completion of services
with specific reference to examples of similar projects in which this methodology has
been used;
I. Work plan and schedule which reflects timetable for completion of the project;
J. Statement of any legal administrative proceedings pending or concluded adversely to the
applicant within the past five (5) years that relate to the applicant's performance of this
type of work;
K. Appropriate certificates of insurance; and
L. Evidence of financial stability.
6. Minimum Criteria/Qualifications
Each applicant must demonstrate that it meets the following minimum qualifications:
A. Minimum of five years experience in public projects of a similar nature for the principals
assigned, specifically including work with school buildings in Massachusetts. In
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Design Services — Kittredge School Gymnasium
documenting this qualification, the applicant should describe the professional background
of the firm and the extent of previous experience of firm personnel or consultants to be
assigned to the project and identify the anticipated role that each will play in the project.
B. Knowledge of, and experience in, legal and administrative requirements, procedures, and
practices related to the design, funding and construction of Massachusetts public building
projects including the State Building Code, regulations of the Architectural Barriers
Board and Massachusetts public building and procurement law.
C. Possess all necessary current licenses and registrations, either within the firm or through
independent consultants, to qualify under Massachusetts' law to perform the function of
the architect/designer of the projects.
D. Provide evidence of insurance for general liability, automobile, worker's compensation
(statutory) and professional services liability, as required.
E. Provide detailed description of at least two recent similar projects on which the architect/
designer has performed similar services, identifying references with the owners of those
projects as well as the personnel who worked on them and stating whether those
individuals will be assigned to the Project.
F. Not be debarred under MGL 049, §44C or disqualified under MGL c7, §38D.
G. Submission of required statements and forms.
7. Comparative Evaluation Criteria
All proposals meeting the minimum criteria/qualifications will then be evaluated based upon the
specific comparative evaluation criteria. The following point schedule will be utilized:
Highly advantageous 5 points Response excels on the specific criterion
Advantageous 3 points Response meets evaluation standard for the criterion
Least Advantageous 1 point Response does not fully meet the criterion or
leaves a question or issue not fully addressed
Does Not Meet 0 points * Does not address the criterion
* Proposal is automatically eliminated from further consideration if "0 points" is received in any
category.
A. Project Management Experience: Successful experience of firm or individual in the role
of Architect/Designer in the Commonwealth of Massachusetts over the last five (5) years:
♦ Experience in completing four (4) or more municipal architect/design contracts will
be considered Highly Advantageous (5 points)
♦ Experience in completing two (2) or three (3) municipal architect/design contracts will
Town of North Andover RFQ Page 7 of 37
Design Services — Kittredge School Gymnasium
be considered Advantageous (3 points)
♦ Experience in completing one (1) municipal architect/design contract will be
considered Least Advantageous (1 point)
♦ No experience in municipal architect/design contracts will be considered as Does Not
Meet (0 points and elimination from further consideration)
B. Project Design and Availability: Ability of firm or individual to begin work immediately
and maintain an intensive schedule to meet the School's timetable:
♦ Able to devote sufficient resources to complete the projects according to the Town's
timetable, and available by the beginning of December 2012 to begin contract work
will be considered Highly Advantageous (5 points)
♦ Information provided leaves unsure of ability to devote sufficient resources and to
meet the projects' timetables, and available by the beginning of January 2013 to begin
contract work will be considered Advantageous (3 points)
♦ Demonstrate limited architect/design ability, but may be able to devote sufficient
resources to complete the project in accordance with Town's timetable, and available
by December 2012 to begin contract work will be considered Least Advantageous (1
point)
♦ Unable to devote sufficient resources to meet the project's timetable will be
considered as Does Not Meet (0 points and elimination from further consideration)
C. Team and Key Staff: Qualifications and involvement of key personnel to be assigned to
this project and the experience of such personnel in relation to successfully completing
the role of architect/designer for projects similar in size and/or nature:
♦ Key staff that have at least seven (7) years of relevant experience in architect/design
of schools and/or prefabricated school gymnasiums in the Commonwealth of
Massachusetts will be considered Highly Advantageous (5 points)
♦ Key staff that have at least five (5) years of relevant experience in architect/design of
schools and/or prefabricated school gymnasiums in the Commonwealth of
Massachusetts will be considered Advantageous (3 points)
Key staff that have less than five (5) years of relevant experience in architect/design
of schools and/or prefabricated school gymnasiums in the Commonwealth of
Massachusetts will be considered Does Not Meet (0 points and elimination from
further consideration)
Town of North Andover RFQ Page 8 of 37
Design Services — Kittredge School Gymnasium
D. ,(Quality of References: References will be evaluated to identify the ability and quality of
previous work as an architect/designer on schools and/or prefabricated school
gymnasiums in the Commonwealth of Massachusetts over the last five (5) years:
♦ Achieving successful architect/design experience from four (4) or more previous
contracts will be considered Highly Advantageous (5 points)
♦ Achieving successful architect/design experience from two (2) or three (3) previous
contracts will be considered Advantageous (3 points)
♦ Achieving successful architect/design experience from one (1) previous contract will
be considered Least Advantageous (1 point)
♦ No successful experience in any previous architect/design contract will be considered
as Does Not Meet (0 points and elimination from further consideration)
8. Initial Fee Proposals
Initial fee proposals are to be submitted in a sealed separately marked envelope. Fee proposals
will not be opened prior to the final technical service proposal rankings. The actual fee shall be
subject to negotiation. The proposed fees should include all direct and indirect expenses as well
as the costs of all sub -consultants and reimbursable expenses. Hourly rates for all proposed
professional personnel assigned to the project should be indicated on the fee proposal.
9. Awarding of Contract
The School will rank the finalists based on consideration of the minimum criteria/qualifications,
and the comparative evaluation criteria. The School may schedule interviews with the two
highest scoring firms or individuals prior to making a final decision.
The School will begin discussion of final scope of services and fee negotiations with the top
ranked firm or individual. If unsuccessful in the negotiations, the School may attempt to
negotiate with the next higher scoring respondent (and repeat that process) until successful. If
negotiations with one or more of the finalist prove unsuccessful, the School may reject all
responses and may choose to re -advertise for architect/design services if deemed in the best
interest to do so.
Town of North Andover RFQ Page 9 of 37
Design Services — Kittredge School Gymnasium
AGREEMENT FOR DESIGN SERVICES
THIS AGREEMENT is made as of the day of , 200_, by and
between (hereinafter called the "Designer")
and the TOWN OF NORTH ANDOVER, MASSACHUSETTS, a municipal corporation duly
established under the laws of the Commonwealth of Massachusetts (hereinafter called the
"Town").
01
PRELIMINARY RECITALS
The Town seeks to obtain certain design services associated with the design of a
("the Project")
B. The Designer possesses the expertise to perform and/or coordinate such services
in a timely and professional manner.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties hereto hereby agree as follows:
Section 1. Description of Proiect/Scope of Services The nature and scope of the
services to be performed by the Designer are described in this Agreement and in Schedule I and
Schedule IA attached hereto and made a part hereof (the "Services").
Section 2. Time for Performance The Services shall be performed and completed
within the time and in accordance with the schedule set forth in Schedule II attached hereto and
made a part hereof.
Section 3. Designer's Status The Designer's relationship to the Town is that of an
independent contractor and not that of an agent or employee of the Town.
Section 4. Designer's Performance
4.1 In the performance of the Services, the Designer will observe and comply with all
federal, state and local laws, ordinances, codes, rules, regulations and orders applicable to
the Project and the Services to be rendered by the Designer in connection therewith
including but not limited to the applicable provisions of M.G.L. Chapter 7, M.G.L.
Chapter 30, and M.G.L. Chapter 149. If a Contractor to the Designer performs Services
which the Designer knew or should have known to be contrary to any laws, statutes,
ordinances, building codes, rules or regulations without notice to the Town, the Designer
shall assume full responsibility for such work and shall bear and be liable to the Town for
the attributable costs and damages arising therefrom and indemnify the Town against the
adverse consequences thereof.
Town of North Andover RFQ Page 10 of 37
Design Services — Kittredge School Gymnasium
4.2 All of the Services to be performed by the Designer under or pursuant to this
Agreement, from the inception of the Agreement until the Services have been fully performed,
shall conform to the standards of care and skill which prevail among competent and qualified
professionals under the same or similar circumstances involving a project and services such as
the Project and Services described herein.
4.3 The Designer shall coordinate and/or provide all technical and professional
services, including labor, materials, supplies, equipment, transportation, accommodation,
subsistence and supervision to perform all Services as set forth herein. All of the Services to be
performed/coordinated by the Designer will be in accordance with current technological
practices, means, methods, procedures and techniques for projects such as the Project as of the
time the Designer performs the Services.
4.4 The Designer will furnish efficient business administration and superintendence
and perform the Services in the most expeditious and economical manner consistent with the
interests of the Town.
4.5 The Designer represents and warrants that it is duly licensed (and in good
standing) to perform the Services in the Commonwealth of Massachusetts. The Designer further
represents and warrants that it is familiar with and has a working knowledge of the
Massachusetts provisions relating to competitive bidding and public construction projects. The
Designer agrees that if in the opinion of the Town, the Designer is not familiar with such
provisions, the Designer shall engage at its own expense, competent personnel subject to the
approval of the Town. The Town's approval of such personnel shall not relieve the Designer of
its duties and obligations under this Agreement.
4.6 In connection with any Services the Designer shall at all times keep the project
sites free from accumulations of waste materials or rubbish caused by the Designer's activities.
At the completion of the work under this Agreement, the Designer shall remove all such waste
materials and rubbish from and about the Sites.
4.7 The Designer shall, at its own cost, completely repair, restore or replace (with the
same or equal materials) any buildings or improvements damaged or injured by activities under
this Agreement as a result of the Designer's activities or those of its agents, sub -contractors or
employees. All such repair or replacement shall be completed to the Town's satisfaction. Should
the Designer refuse or neglect to make such repairs or replacements within ten (10) days after
receiving notice from the Town requesting such work, then the Town shall be entitled to perform
such work at the expense of the Designer.
4.8 Left intentionally blank
4.9 If the Services to be performed by the Designer involve the preparation of Written
Materials, such Written Materials prepared and to be prepared by the Designer for the Project
(and, in the case of drawings or plans and specifications, all improvements when built in
accordance therewith) will conform to the requirements of the State Building Code, 780 CMR 1,
Town of North Andover RFQ Page 11 of 37
Design Services — Kittredge School Gymnasium
et SeMc ., and to any other applicable federal, state, municipal and local laws, ordinances, rules,
regulations, codes and orders in effect at the time such work is performed. The Designer shall
certify such matters to the Town and all other interested parties, as and when requested by the
Town from time to time. All such certifications shall be in a form reasonably acceptable to the
Town and all other interested parties.
4.10 The Designer shall give the Town not less than two (2) days prior notice of the
commencement of any work under this Agreement involving entry upon any project site.
Authorization must be obtained by the Designer from the Town prior to the Designer's entering
upon any project site for purposes of conducting examinations and other work required to
accomplish the Services. In addition, during the course of such entry, the Designer shall use
diligent efforts to minimize damage to buildings and interference with the use of such sites.
4.11 shall be the Town's primary contact person
with the Designer, and will be the Designer's primary contact person
with the Town. These contact persons named herein shall remain with the Project from start to
completion of the Services covered in this agreement.
4.12 All of the foregoing is in addition to, and not in lieu of, any and all other duties,
obligations, liability and responsibility implied or imposed upon the Designer by law in
connection with the Services to be performed by the Designer hereunder.
Section 5. Compensation
5.1 The Designer shall be paid a "fixed fee" amount for each major phase of service in
accordance with Schedule III attached hereto, which will include all labor, overhead, profit,
insurance, office, travel, and any other direct or indirect cost in connection with the Designer's
provision of services as specified in Schedule I "Scope of Services" attached hereto, except for
"Reimbursable Expenses and Sub -Contractors" under Section 5.3 hereof. The Contract Sum
shall be paid as hereinafter provided in Section 6 hereof.
5.2 The Designer will enter into a certificate of a truth -in -negotiations certificate in the
form prescribed by M.G.L. c.7, sec. 38H(b) at the time of final execution of this Agreement.
5.3 "Reimbursable Expenses" and "Sub -Contractor" shall mean reasonable expenses pre -
approved by the Town and incurred by the Designer in connection with the conduct of approved
Services associated with the printing, copying, and mailing/delivery of printed materials such as
plans and specifications; and the use of outside sub -contractors for specialized technical services
deemed necessary by mutual consent of the Designer and the Town. The Designer shall submit
to the Town for approval a written scope of work and cost estimates for services proposal for
each sub -contractor prior to proceeding with the specified work. Payment for Reimbursable
Expenses and Sub -Contractor shall be made within thirty (30) days after receipt and approval by
the Town of a detailed monthly invoice of such expenses. Said monthly invoices shall (i) include
a detailed itemization of the services rendered/completed, along with attached copies of the
original invoices submitted to and paid by the Designer, and (ii) be certified as correct by the
Designer and shall contain a further certification by the Designer that all due and payable bills
Town of North Andover RFQ Page 12 of 37
Design Services — Kittredge School Gymnasium
with respect to the expenses shown in such monthly invoice have been paid to date or shall be
paid from the proceeds of the payment made pursuant to such invoice.
Section 6. Payment
6.1 Based upon the documentation submitted to the Town as hereinafter provided, the
Town shall make progress payments on account of the Contract Sum as follows: The Designer
shall invoice the Town once per month for the portion of the Services rendered/completed during
the past month. The amount of each monthly progress payment shall be equal to the percentage
amount attributable to the specific Phase of the Scope of Services completed as set forth in
Schedules I, 11 & III attached hereto, less retainage in such amount as the Town shall determine
for any incomplete work and any claims of the Town against the Designer. The monthly invoice
shall also contain separate progress payment sums for work performed/completed by any sub-
contractor as specified under Section 5.3 of this Agreement. Monthly invoices shall be paid
within thirty (30) days after submission to the Town of the following (all in form acceptable to
the Town): (i) the certificate of the Designer stating that the Phase/portion of the Services for
which payment is being requested has been completed in compliance with this Agreement; (ii)
reproducibles of all plans, reports, studies and other materials to be prepared and delivered to the
Town in connection with the Phase/portion of the Scope of Services for which payment is being
requested.
6.2 Left intentionally blank
6.3 Neither the Town's payment of any progress payment or any final payment on
account of the Contract Sum hereunder, nor the Town's failure to withhold any such payment(s)
shall result in or cause a release or discharge of the Designer of its obligations hereunder or
constitute a waiver of any claims against the Designer.
6.4 Any provision hereof to the contrary notwithstanding, the Town shall not be
obligated to make any payment (whether a Progress Payment or Final Payment) to the Designer
hereunder if any one or more of the following conditions exist, to -wit:
6.4.1 The Designer is in default of any of its obligations hereunder or otherwise is in
default under this Agreement;
6.4.2 Any part of such payment is attributable to Services which are not performed in
accordance with this Agreement;
6.6 No Progress Payment or other partial payment made hereunder shall be, or be
construed to be, final acceptance or approval of that part of the Services to which such Progress
Payment or other partial payment relates or relieve the Designer of any of its obligations
hereunder with respect thereto.
6.7 The making of Final Payment by the Town to the Designer shall not constitute a
waiver of any claims by the Town against the Designer arising from (i) unsettled liens, (ii) faulty
or defective Services, or any errors or omissions in the Designer's performance of the Services,
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Design Services — Kittredge School Gymnasium
appearing after completion thereof, (iii) failure of the Services to comply with the requirements
of this Agreement, or (iv) the terms of this Agreement or provided by law pertaining to the
Designer's performance of the Services, or any breach thereof by the Designer, all of which shall
survive such Final Payment and final acceptance of the Services. The acceptance of Final
Payment shall constitute a waiver of all claims by the Designer except those previously made in
writing and identified by the Designer as unsettled at the time of the Final Request for payment.
Section 7. Changes in Services
7.1 All changes in the scope of the Services shall be effected by written instrument
signed by both the Town and the Designer. In no event shall the Town be required to accept
and/or pay for any Services beyond the scope of the Services set forth in Schedule I, IA and IV
attached hereto unless the same is set forth in a written instrument signed by the Town and the
Designer, nor shall the Town be required to pay more for any such change in the scope of the
Services than is stated in such agreed upon written instrument.
7.2 In accordance with M.G.L. c.7, sec. 38H(j), the Designer or its sub -contractors shall
not be compensated for any services involved in preparing changes that are required for
additional work that should have been anticipated by the Designer in the bid documents, as
reasonably determined by the Andover Town Manager.
Section 8. Insurance
8.1 The Designer shall provide at its own expense and maintain during the term of
this Agreement, insurance policies issued by recognized and responsible insurers satisfactory to
the Town and authorized to do business in the Commonwealth of Massachusetts, covering the
Designer's activities in connection with this Agreement. Such insurance shall provide coverage
of the type and in the amounts specified. Coverage under 8.1.3, 8.1.4 and 8.1.5 shall be provided
on an "occurrence" basis.
8.1.1 As to claims covered by Worker's Compensation, the amount of the statutory
limits for any state in which Services are to be performed.
8.1.2 Employer's liability insurance with limits of not less than $500,000.00 except that,
if the new form policy is used, limits must be not less than $500,000.00 per
accident, $500,000.00 per disease and a $2,000,000.00 policy limit on disease.
8.1.3 Insurance upon each motor vehicle used by the Designer in connection with the
work provided hereunder, providing public liability coverage as to such vehicle or
vehicles of not less than $1,000,000.00 for each occurrence and $1,000,000.00 in
the aggregate with respect to bodily injury and property damage.
8.1.4 A comprehensive general liability policy providing bodily injury coverage,
including death, for not less than $1,000,000.00 coverage as to each occurrence
and $1,000,000.00 aggregate and $500,000.00 property damage, with contractual
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liability recognizing the indemnities contained in this Agreement and completed
operations for at least two (2) years.
8.1.5 Professional liability insurance covering claims arising out of errors, omissions
and acts by the Designer in rendering professional services, in the amount of
$1,000,000.00 or ten (10%) per cent of the project's estimated cost of
construction, whichever is greater, including contractual liability coverage, with
all coverage retroactive to the earlier of the date of this Agreement or
commencement of the Designer's Services with respect to the Project, which
coverage shall be maintained for a period of at least three (3) years after the date
of Final Payment by the Town to the Designer with respect to the Project.
8.1.6 Valuable papers insurance with a limit of not less than $120,000.00 for each loss,
insuring the restoration of any documents, reports, memoranda, analysis,
drawings and similar papers or data relating to the Services in the event of loss or
destruction.
8.2 Notwithstanding any other provision of this Agreement to the contrary, should
any insurance policy required by this Agreement be cancelled or otherwise terminated before the
completion of the Services hereunder, the Designer shall use all diligent efforts to procure and
maintain in force similar insurance from insurers satisfactory to the Town and shall provide
certificates of such insurance to the Town upon the execution of this Agreement and thereafter
upon the Town's written request. In the event that the Designer is unable to obtain the required
insurance coverage, then either the Designer or the Town shall have the right to terminate this
Agreement without penalty, such termination to be governed by the provisions of Section 21
hereof.
8.3 On the date of this Agreement, the Designer shall furnish a certificate evidencing
all of the required insurance coverage, and providing that no such coverage shall be cancelled
without at least thirty (30) days' prior written notice to the Town. The Town shall be named as
an additional insured party under the policies specified in paragraphs 8.1.2, 8.1.3, 8.1.4, 8.1.5,
and 8.1.6 above.
Section 9. Indemnification
9.1 To the fullest extent permitted by applicable law, the Designer and its agents,
partners, employees, sub -contractors (collectively, "Indemnitors") shall and do agree to
indemnify, defend and hold harmless the Town and its representatives, officers, attorneys,
officials, employees and agents (collectively "Indemnitees") from and against all liability,
claims, demands, damages, losses, liens, causes of action, suits, judgments, fines, penalties, costs
and expenses (including, without limitation, reasonable attorney fees and costs of defense
regardless of the outcome of the claim or suit), of any nature, kind or description claimed,
asserted or prosecuted by any person or entity whomsoever, arising out of, caused by, or
resulting from (a) the performance of the Services or any part thereof, or (b) any act or omission,
negligent or otherwise, of the Indemnitors, anyone directly or indirectly employed by any of
them or anyone for whose acts they may be liable. This indemnity shall survive the termination
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or expiration of this Agreement. This indemnity shall be in addition to, and not in lieu of, any
and all other professional liability which the Indemnitors have or may have to the Indemnitees or
to third parties as a matter of law. Indemnitors also shall pay and reimburse Indemnitees for any
and all reasonable attorney fees incurred by Indemnitees in connection with any litigation arising
under this Agreement as a result of any breach or default by Indemnitors hereunder.
The Designer's indemnification obligation covers all liability, claims or causes of action
arising out of but not limited to the following:
(a) Any infringement (actual or claimed) of any intellectual property right, whether it
be trade secret, patent, trademark, copyright or trade name by reason of any
Services to be performed hereunder or by reason of anything to be supplied
hereunder; and
(b) Bodily injury, sickness, disease or death, or injury to or destruction of property
including the loss of use and consequential damages resulting there from.
9.2 In the event more than one of the Indemnitors are connected with an accident or
occurrence covered by this indemnification, then each of such Indemnitors shall be jointly and
severally responsible to the Indemnitees for indemnification and the ultimate responsibility
among such Indemnitors for the loss and expense of any such indemnification shall be settled by
separate proceedings and without jeopardy to any Indemnitee. The provisions of this Section
shall not be construed to eliminate or reduce any other indemnification or right which the Town
or any of the Indemnitees has by law against the Designer or any of the Indemnitors.
Section 10. Notices All reports and payments, together with all notices and other
communications required to be given under the terms of this Agreement, shall be made in writing
and shall be deemed to have been made and given if mailed by certified mail, sent by overnight
courier, transmitted by electronic facsimile or hand delivered to the party to receive such notice,
addressed as follows:
To the School:
To Designer:
Section 11. Confidential/Proprietary Information; the Ownership of Documents
11.1 All designs, drawings, plans, specifications, models, technical data, calculations,
reports and other documents, information and material produced, generated or compiled by the
Designer and any sub -contractors engaged by the Designer in the performance of this Agreement
(all herein collectively referred to as "Written Materials") shall be and become the joint property
of the Town and the Designer. The Town and the Designer are vested with equal rights of
ownership therein, including, without limitation, all copyrights (both statutory and common law)
all of which are hereby assigned by the Designer to the Town in consideration of the
compensation paid by the Town to the Designer hereunder. Without limitation upon the
generality of the foregoing, it is expressly understood and agreed that the Town may utilize the
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Written Materials with respect to construction, maintenance, repair, alteration, expansion,
modification and reconstruction of the Project at any time and from time to time. Furthermore,
in the case of design drawings and/or specifications, the Town may utilize any drawings, plans or
specifications produced, generated or compiled by the Designer or its Designers with respect to
another project, provided the Designer shall not be responsible for changes made to the
drawings, plans, or specifications without the Designer's authorization, nor for the Town's use of
the drawings, plans or specifications on another project. The Designer agrees that the Town
shall have access at all reasonable times to inspect and make copies of all of said Written
Materials in the Designer's possession pertaining to the Project and the Services performed
thereon by the Designer under this Agreement. All of the Town's rights hereunder shall survive
any cancellation, termination or expiration of this Agreement.
Section 12. Default and Delays
12.1 If the Designer defaults or neglects to carry out the Services in accordance with this
Agreement or fails to perform any provision of this Agreement, the Town may, after five days'
written notice to the Designer and without prejudice to any other remedy he may have, make
good such deficiencies and may deduct the cost thereof from the payment then and thereafter due
the Designer or, at its option, may terminate this Agreement.
12.2 The Designer hereby agrees that it shall have no claim for damages of any kind on
account of any delay in the commencement of the Services and/or any delay or suspension of any
portion of the Services, whether such delay is caused by the Town or otherwise.
Section 13. Subcontracts
13.1 The Designer shall not delegate any of its duties hereunder, except to competent
and reliable sub -Designers and sub -contractors approved in advance and in writing by the Town.
13.2 Requests for approval of Services to be delegated by the Designer must include a
clear description of the work to be performed and the capabilities of the sub-Designers/sub-
contractors to perform such work. If requested by the Town, copies of executed contracts
between Designer and sub -contractor or for any other work delegated by the Designer shall be
delivered to the Town immediately after such execution.
13.3 The Designer represents that it has made and will make reasonable investigation of
all subcontractors to be utilized in the performance of work under this Agreement to determine
that they possess the skill, knowledge and experience necessary to enable them to perform the
Services required. Nothing in this Agreement shall relieve the Designer of its prime and sole
responsibility for the performance of the Services under this Agreement and the Designer shall
remain liable for all work performed by itself or any sub -contractor or other person performing
Services under the authority of the Designer.
Section 14. No Third Party Beneficiary All of the provisions of this Agreement are
solely for the benefit of the parties hereto, and none of the other provisions of this entire
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Agreement shall inure to the benefit of any person not a party to the Agreement, and third parties
shall have no rights hereunder.
Section 15. Records
15.1 The Designer agrees that the Town and the Commonwealth of Massachusetts, or
any of their duly authorized representatives shall have access to any books, documents, papers
and records of the Designer which are directly pertinent to the project for the purposes of making
audit, examination, excerpts, and transcriptions.
15.2 The Designer shall maintain all records involved with this Agreement for a period
of six (6) years after the Town makes Final Payment and all pending matters are closed.
15.3 It is understood that authorized representatives of the Town may inspect or review
all Written Materials in progress during normal working hours. In order that all Written
Materials may be readily available for conference and periodic inspection by said
representatives, all Services involving the production of any Written Materials shall be
performed in adequately staffed office(s) located within the confines of the Commonwealth of
Massachusetts.
15.4 The Designer will protect the privacy of, and respect the confidentiality of
information provided by program participants, consistent with applicable federal and state laws
and regulations, including M.G.L. ch. 66, sec. 10, regarding access to public records.
Section 16. Liability of Town The liability of the Town under this Agreement is
limited to the compensation provided herein, and shall in no event include liability for incidental,
special or consequential damages, or lost profits, or for damages or loss from causes beyond the
Town's reasonable control.
Section 17. Assistance in Claims and/or Litigation
17.1 The Designer shall render assistance to the Town in claims and/or litigation in
connection with or arising out of this Agreement, including without limitation, any claims and/or
litigation involving the Designer or its subcontractors; and any claims and/or litigation brought
by or against the Town and any third parties, by providing only for the Town technical
information, analyses and expert witnesses. The Designer shall provide such services at a
mutually agreed upon and reasonable rate, except those Services which are required under this
Agreement or are necessitated by the alleged acts, errors or omissions of the Designer, all of
which shall be provided at no cost to the Town.
Section 18. Discrimination Prohibited
18.1 In all hiring or employment made possible by or resulting from this Agreement, (1)
there will not be any discrimination against any employee or applicant for employment because
of race, color, religion, sex, or national origin, and (2) affirmative action will be taken to ensure
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that applicants are employed, and that employees are treated during employment, without regard
to their race, color, religion, sex, or national origin.
18.2 No person in the United States shall, on the ground of race, color, religion, sex or
national origin, be excluded from participation in, be denied the benefits of, or be subject to
discrimination under any program or activity made possible by or resulting from this Agreement.
The Designer will comply with all requirements imposed by or pursuant to Title VI of the Civil
Rights Act of 1964.
Section 19. Certifications Required by Law The Designer, by executing this
Agreement, certifies the following:
(a) it has not given, offered or agreed to give any person, corporation or other entity
any gift, contribution or offer of employment as an inducement for, or in connection with, the
award of this Agreement for design services;
(b) that no consultant or sub -contractor to the Designer has given, offered or agreed
to give any gift, contribution or offer of employment to the Designer, or to any other person,
corporation, or entity as an inducement for, or in connection with, the award to the consultant or
sub -contractor of a contract by the Designer;
(c) that no person, corporation or other entity, other than a bona fide full time
employee of the Designer, has been retained or hired by the Designer to solicit for or in any way
assist the Designer in obtaining this Agreement for design services upon an agreement or
understanding that such person, corporation or other entity be paid a fee or other consideration
contingent upon the award of this Agreement to the Designer; and
(d) that the Designer has internal accounting controls as required by M.G.L. c. 30,
sec. 39R, and that the Designer:
(1) will maintain accurate and detailed accounts for a six-year period after the
Final Payment;
(2) will file with the Town regular statements of the Designer concerning
internal auditing controls;
(3) has filed and will continue to file with the Commissioner of Capital
Planning and Operations an annual audited financial statement prepared
by an independent certified public accountant as required by M.G.L. c. 30,
sec. 39R; and
(4) will submit a statement from an independent certified public accountant
that such CPA (or public accountant) has examined the Designer's internal
auditing controls and expresses an opinion as to their consistency with the
Designer's statements in (2) above and whether such statements are
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reasonable with respect to transactions and assets that are substantial in
relation to the Designer's financial statements. (M.G.L. c. 7, sec. 38H(e).
(e) that the Designer, and any sub -contractor to the Designer, represents, warrants
and certifies that it has complied with all laws of the Commonwealth of Massachusetts relating
to taxes and all by-laws, rules and regulations of the Town of North Andover relating to taxes,
fees and charges, oris lawfully contesting the validity of the same. The Designer, and any sub-
contractor to the Designer, further represents, warrants and certifies that it will remain in such
compliance during the term of this Agreement, including any amendments or extensions hereto.
(f) That neither the Designer nor any consultants employed by the Designer have
been debarred pursuant to Section 44C of M.G.L. Chapter 149.
Breach of any of the foregoing provisions shall be deemed a material breach which shall
entitle the Town to immediately terminate this Agreement and take any other action authorized
by law.
Section 20. Conflict of Interest
20.1 The Designer warrants that it has complied with all provisions of law regarding the
award of this Agreement and that it, or its employees, agents, officers, directors or trustees have
not offered or attempted to offer anything of any value to any employee of the Town in
connection with this Agreement.
20.2 The Designer further warrants that no employee of the Town of North Andover,
including unpaid members of Town boards and commissions, serves as an officer, director,
trustee or employee of the Designer, and that no employees of the Town of North Andover have
or will have a direct or indirect financial interest in this Agreement.
20.3 Violation of this Section shall be a material breach of this Agreement and shall be
grounds for immediate termination of this Agreement by the Town without regard to any
enforcement activities undertaken or completed by any enforcement agency. Termination of this
Agreement pursuant to this Section shall not waive any claims for damages the Town may have
against the Designer resulting from the Designer's violation of the terms of this Section.
Section 21. Termination; Survival of Covenants
21.1 Notwithstanding any other provision of this Agreement, the Town reserves the right
at any time in its absolute discretion to suspend or terminate this Agreement in whole or in part
for its convenience upon written notice to the Designer. If any portion of this Agreement so
suspended is not re -commenced by written notice of the Town within the time period specified in
the written notice of suspension, the suspended portion of this Agreement shall be thereupon
deemed terminated as to that portion for the convenience of the Town in accordance with this
provision. The Town shall incur no liability by reason of such termination or suspension except
for the obligation to pay compensation for all Services performed to the termination date, which
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obligation shall not exceed the limits established under each Phase of the Services as to which
the Town has expressly authorized the Designer to proceed.
21.2 Upon receipt of any such notice or suspension or termination, the Designer shall (a)
discontinue all Services affected (unless the notice directs otherwise); and (b) deliver to the
Town all Written Materials and other information and materials pertaining to the Project,
whether completed or in progress.
21.3 Any termination or suspension of this Agreement shall not impair the right of the
Town to recover damages occasioned by the fault of the Designer. Any suspension shall not
limit the right of the Town to terminate this Agreement.
21.4 All of the Designer's covenants and obligations hereunder shall survive the
termination or expiration of this Agreement.
Section 22. Ineligibility The Designer acknowledges that it may be ineligible to
perform further design services unless the Town commissions an independent review, by a
knowledgeable and competent individual or business doing such work, of the Designer's work
under this Agreement to insure its reasonableness and its adequacy prior to allowing the
Designer to continue on the project. Nothing contained herein shall be construed to require the
Town to commission any such review.
Section 23. Entire Agreement, Interpretation, Governing Law
23.1 This Agreement is the exclusive statement of the agreement of the parties with
respect to its subject matter and supersedes all prior agreements, negotiations, representations,
proposals and awards, written or oral, relating to its subject matter.
23.2 Headings, titles and paragraph captions are inserted in this Agreement for
convenience, are descriptive only and shall not be deemed to add to or detract from or otherwise
modify the meaning of the paragraphs.
23.3 This Agreement shall be governed by and construed in accordance with the laws of
the Commonwealth of Massachusetts.
23.4 This Agreement may be executed in any number of counterparts, each of which
shall be deemed to be an original and all of which shall constitute one and the same agreement.
23.5 The term:, "hereof', "herein" and "hereunder", and words of similar import, shall
be construed to refer to this Agreement as a whole, and not to any particular section, paragraph
or provision, unless expressly so stated.
23.6 All words or terms used in this Agreement, regardless of the number or gender in
which they are used, shall be deemed to include any other number and any other gender as the
context may require.
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23.7 This Agreement shall be construed without regard to any presumption or rule
requiring construction against the party causing such document to be drafted or prepared.
23.8 Time is of the essence for the performance and payment of each and every covenant
and obligation contained herein.
23.9 No amendment of this Agreement shall be effective unless the same is made in
writing and signed by the parties hereto.
23.10 The terms "person" and "persons" used herein shall include natural persons and
corporations, partnerships (general and limited), firms, associations, trusts, estates, bodies politic,
political subdivisions and other entities and organizations.
23.11 Each and every provision of law and governmental regulation required by law to
be inserted in an agreement such as this or in any of the contract documents shall be deemed to
be inserted herein or therein and this Agreement shall read and shall be enforced as though so
included therein, and if through mistake, inadvertence or otherwise any such provision is not
inserted, or is not correctly inserted, then upon the application of either party, this Agreement
shall be deemed to be amended to make such insertion or correction.
Section 24. Assignment
24.1 The Town shall have the right to assign this Agreement to (i) any other person or
entity succeeding to the Town's ownership of the Project or property which is the subject of the
Designer's work hereunder, or (ii) to any other person or entity having or acquiring an interest
therein, including, without limitation, any lending institution.
24.2 Designer shall not assign, pledge or hypothecate this Agreement or any monies
due hereunder.
Section 25. Successors and Assigns Subject to the restrictions on assignment contained
in paragraph 24.2 hereof, this Agreement shall be, binding upon and inure to the benefit of the
parties and their respective successors and assigns.
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IN WITNESS WHEREOF, the parties have executed this Agreement on the date first
above written.
LIM
211M
As to form:
Town Counsel
As to the availability of funds:
Town Accountant
For the Designer:
For the School:
School Superintendent
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MASSACHUSETTS REGISTERED PRINCIPAL OF FIRM RESPONSIBLE FOR THIS
PROJECT IS:
1. In accordance with the provisions of the Massachusetts General Laws, Chapter 29,
Section 29A(4), I hereby certify that a resume of the Designer has been filed with the Designer
Selection Board.
In accordance with Chapter 7, Section 38H(e), I further certify that the DESIGNER has
not given, offered or agreed to give any person, corporation, or other entity any gift, contribution
or offer of employment as an inducement for, or in connection with, the award of the contract for
design services; no consultant to or subcontractor for the DESIGNER; and no person,
corporation or other entity, other than a bonafide full-time employee of the DESIGNER, has
been retained or hired by the DESIGNER to solicit for, or in any way assist, the DESIGNER in
obtaining the contract for design services upon an agreement or understanding that such person,
corporation or other entity be paid a fee or other consideration contingent upon the award of the
contract to the DESIGNER. I also certify that under the pains and penalties of perjury that the
Designer has not offered, given, or agreed to give, received, accepted, or agreed to accept, any
gift, contribution, or any financial incentive whatsoever to or from any person in connection with
the contract. As used in this certification, the word "person" shall mean any natural person,
business, partnership, corporation, union, committee, club, or other organization, entity or group
of individuals.
Furthermore, the Designer certifies under the penalties of perjury that throughout the
duration of the contract, it will not have any financial relationship in connection with the
performance of this contract with any materials manufacturer, distributor or vendor.
Signed under the pains and penalties of perjury this _ day of , 20_.
Name:
Designer
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SCHEDULE 2
SCOPE OF SERVICES
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SCHEDULE IA
1. IN THE PERFORMANCE OF THE SERVICES, THE DESIGNER WILL OBSERVE AND COMPLY WITH
ALL FEDERAL, STATE AND LOCAL LAWS, ORDINANCES, CODES, RULES, REGULATIONS AND
ORDERS APPLICABLE TO THE PROJECT AND THE SERVICES TO BE RENDERED BY THE
DESIGNER IN CONNECTION THEREWITH. THE DESIGNER SHALL NOT VIOLATE ANY ZONING,
SETBACKS OR OTHER REQUIREMENTS OF APPLICABLE LAWS, ORDINANCES AND CODES OR OF
ANY RECORDED COVENANTS OR RESTRICTIONS APPLICABLE TO THE PROJECT SITE. IF THE
DESIGNER PERFORMS SERVICES WHICH THE DESIGNER KNEW OR SHOULD HAVE KNOWN
WERE CONTRARY TO ANY LAWS, STATUTES, ORDINANCES, BUILDING CODES, RULES,
REGULATIONS OR RECORDED COVENANTS OR RESTRICTIONS APPLICABLE TO ANY PROPOSED
SITE, THE DESIGNER SHALL BE LIABLE TO THE TOWN FOR THE ATTRIBUTABLE COSTS AND
DAMAGES ARISING THERE FROM AND INDEMNIFY THE TOWN AGAINST THE ADVERSE
CONSEQUENCESTHEREOF.
1.2 Designer represents and warrants it is duly licensed (and in good standing) to perform the
Services in the Commonwealth of Massachusetts. Designer further represents and
warrants that it is familiar with and has a working knowledge of the Massachusetts
provisions relating to competitive bidding and public construction projects, including,
without limitations, MGL c7, s38A - 380, MGL 049, s44A-44H, and MGL c30, s39M,
and all related laws and regulations. The Designer agrees that if in the opinion of the
Town the Designer is not familiar with such provisions, the Designer shall engage, at its
own expense, competent personnel subject to the approval of the Town. The Town's
approval of such personnel shall not relieve the Designer of its duties and obligations
under this Agreement.
1.3 Designer shall, at its own cost, correct and make good any errors or defects in its
Services, including, without limitations, any errors, omissions or defects in any plans,
specifications, drawings or other documents prepared by the Designer or any of its
consultants hereunder, as soon as Designer becomes aware of such errors or defects or is
notified of such errors or defects.
1.4 Designer shall exercise due care to prepare all drawings, plans and specifications for the
Project in conformity with the requirements of the State Building Code, 780 CMR 1.00,
et. seq. and to any other applicable federal, state, municipal and local laws, ordinances,
rules, regulations, codes and orders, including, without limitations, the rules and
regulations of the Massachusetts Designer Access Board, 521 CMR 1.00 et. seq.
Designer shall certify such matters to the Town and all other interested parties to
facilitate the financing or sale or other disposition of the Project by the Town as and
when requested by the Town from time to time. All such certificates shall be in a form
reasonably acceptable to the Town and all other interested parties.
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1.5 The Designer shall at all times assist the Town in gaining approval of the Zoning Board
of Appeals, Planning Board, Board of Health, Conservation Commission and Town
Meeting to approve the Project, and shall prepare all documents, studies, plans, drawings,
specifications and other instruments required in connection therewith. The Designer shall
attend public hearings for each of the foregoing. In furtherance thereof, the Designer
shall comply with all of the requirements of MGL c7, s38A - 380, MGL c149, s44A-
44H, and s44M, and MGL c30, s39M, and all related laws and regulations. The Designer
shall be responsible for the preparation and timely submission of all design submissions,
contract documents and other documents required by the foregoing as required. All
design submissions, construction documents and contract documents shall conform to the
appropriate requirements of the foregoing statutes and regulations, and shall be in such a
form and with such information or data contained therein as may be required by such
agencies.
1.6 The Designer shall comply with the requirements of MGL 649, s44M and shall prepare
an energy systems life cycle cost estimate for approval by the appropriate authorities at
the Design Development stage.
1.7 All of the foregoing is in addition to, and not in lieu of, any and all other duties,
obligations, liability and responsibility implied or imposed upon Designer by law in
connection with the Services to be performed by Designer hereunder.
1.8 The Construction Cost shall be the total cost or estimated cost to the Town of all elements
of the Project designed or specified by the Designer.
1.9 The Construction Cost shall include the cost at current market rates of labor and materials
furnished to the Town and equipment designed, specified, selected or specially provided
for by the Designer, plus a reasonable allowance for the Contractor's overhead and profit.
In addition, a reasonable allowance for contingencies shall be included for market
conditions at the time of bidding and for changes in the Work during construction.
2.0 Construction Cost does not include the compensation of the Designer and Designer's
consultants, the costs of the land, rights-of-way, financing or other costs which are the
responsibility of the Town.
2.1 Evaluations of the Town's Project budget, preliminary estimates of Construction Cost
and detailed estimates of Construction Cost, if any, prepared by the Designer, represent
the Designer's best judgment as a design professional familiar with the construction
industry. It is recognized, however, that neither the Designer nor the Town has control
over the cost of labor, materials or equipment, over the Contractor's methods of
determining bid prices, or over competitive bidding, market or negotiating conditions.
Accordingly, the Designer cannot and does not warrant or represent that bids or
negotiated prices will not vary from the Town's Project budget or from any estimate of
Construction Cost or evaluation prepared or agreed to by the Designer.
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2.2 No fixed limit of Construction Cost shall be established as a condition of this Agreement
by the furnishing, proposal or establishment of a Project budget, unless such fixed limit
has been agreed upon in writing and signed by the parties hereto. If such a fixed limit has
been established, the Designer shall be permitted to include contingencies for design,
bidding and price escalation, to determine what materials, equipment, component systems
and types of construction are to be included in the Contract Documents, to make
reasonable adjustments in the scope of the Project and to include in the Contract
Documents alternate bids to adjust the Construction Cost to the fixed limit. Fixed limits,
if any, shall be increased in the amount of an increase in the Contract Sum occurring after
execution of the Contract for Construction.
2.3 If the Bidding or Negotiation Phase has not commenced within 90 days after the Designer
submits the Construction Documents to the Town, any Project budget or fixed limit of
Construction Cost shall be adjusted to reflect changes in the general level of prices in the
construction industry between the date of submission of the Construction Documents to
the Town and the date on which proposals are sought.
2.4 If a fixed limit of Construction Cost is exceeded by the lowest bona fide bid or negotiated
proposal, the Town shall:
1 give written approval of an increase in such fixed limit;
.2 authorize rebidding or renegotiating of the Project within a reasonable
time;
.3 if the Project is abandoned, terminate the Project;
or
.4 cooperate in revising the Project scope and quality as required to reduce the
Construction Cost.
2.5 If the Town chooses to proceed under Clause 2.4.4, the Designer, with additional charge,
shall modify the Contract Documents as necessary to comply with the fixed limit, if
established as a condition of this Agreement. The modification of Contract Documents
shall be the limit of the Designer's responsibility arising out of the establishment of a
fixed limit. The Designer shall be entitled to compensation in accordance with this
Agreement for all services performed whether or not the Construction Phase is
commenced.
2.6 Bids in Excess of Cost Estimate. Should the lowest responsible and eligible bid by a
general building contractor for the construction of the Project exceed by more than 5%
the total estimated construction cost of the Project stated on the Estimated Project
Construction Cost -Construction Document Phase prepared by the Designer and approved
by the Town, the Designer shall, on written request of the Town and without cost to the
Town, revise the plans and specifications for the Project as the Town shall require for the
purpose of bringing the total actual cost of constructing the Project within the amount
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specified and shall submit such revised plans and specifications to the Town for its
approval. The Designer may, in connection with such revision, make whatever necessary
required adjustments in the scope of the Project, as may be needed as determined by the
Designer to bring construction cost in line with the Project budget, subject to the written
approval of the Town.
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SCHEDULE III
DESIGNER COMPENSATION
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SCHEDULE IV
1. CONSTRUCTION PHASE — ADMINISTRATION OF THE CONSTRUCTION
CONTRACT
1.1 The Designer's responsibility to provide Services for the Construction Phase under this
Agreement commences with the award of the Contract for Construction and terminates at
the earlier of the issuance to the Town of the final Certificate for Payment or 60 days
after the date of Substantial Completion of the Work.
1.2 The Designer shall provide administration of the Contract for Construction as set forth
below and in the edition of AIA Document A201, General Conditions of the Contract for
Construction, current as of the date of this Agreement, unless otherwise provided in the
Agreement, or as such General Conditions may be amended and/or supplemented by the
Town.
1.3 Duties, responsibilities and limitations of authority of the Designer shall not be restricted,
modified or extended without written agreement of the Town and Designer with consent
of the Contractor, which consent shall not be unreasonably withheld.
1.4 The Designer shall be a representative of and shall advise and consult with the Town (1)
during construction until final payment to the Contractor is due, and (2) as an Additional
Service at the Town's direction from time to time during the correction period described
in the Contract for Construction. The Designer shall have authority to act on behalf of
the Town only to the extent provided in this Agreement unless otherwise modified by
written instrument.
1.5 The Designer shall visit the site at intervals appropriate to the stage of construction or as
otherwise agreed by the Town and Designer in writing to become generally familiar with
the progress and quality of the Work completed and to determine in general if the Work
is being performed in a manner indicating that the Work when completed will be in
accordance with the Contract Documents. On the basis of on-site observations as a
Designer, the Designer shall keep the Town informed of the progress and quality of the
Work, and shall endeavor to guard the Town against defects and deficiencies in the
Work.
1.5.1 The Designer shall visit and observe the Project up to substantial completion at
least once each week and more often if required by the circumstances on the Project to
become familiar in detail with the progress of the Work to be performed under the
Contract and to determine, by observation, that the Work to be performed under the
Contract is proceeding in accordance with the Contract Documents and all applicable
laws, ordinances, regulations and codes. The Designer shall require its consultants,
including without limitation its civil engineer, structural engineer, plumbing engineer,
HVAC engineer and electrical engineer, to visit and observe the Project as required or at
the request of the Designer, of the same purposes during the progress of that portion the
Town of North Andover RFQ Page 31 of 37
Design Services — Kittredge School Gymnasium
Work, to which the consultant's services relate and to report in writing thereon to the
Designer, and to visit and observe the Project again upon completion of such portion of
the Work, to develop a punch list of incomplete or unsatisfactory items. The Designer
shall submit to the Town a detailed written report of each site visit by the Designer and/or
its consultants after such site visit.
1.5.2 The Designer shall attend weekly Project meetings and shall prepare and deliver
to the Town and all other parties attending such meetings written meeting minutes.
1.6 The Designer shall not have control over or charge of and shall not be responsible for
construction means, methods, techniques, sequences or procedures, or for safety
precautions and programs in connection with the Work, since these are solely the
Contractor's responsibility under the Contract for Construction. The Designer shall not
be responsible for the Contractor's schedules or failure to carry out the Work in
accordance with the Contract Documents. The Designer shall not have control over or
charge of acts or omissions of the Contractor, Subcontractor, or their agents or
employees, or of any other persons performing portions of the Work.
1.7 The Designer shall at all times have access to the Work wherever it is in preparation or
progress.
1.8 Except as may otherwise be provided in the Contract Documents or when direct
communications have been specially authorized, the Town and Contractor shall
communicate through the Designer. Communications by and with the Designer's
consultants shall be through the Designer.
1.9 Based on the Designer's observations and evaluations of the Contractor's Applications
for Payment, the Designer shall review and certify the amounts due the Contractor.
1.10 The Designer's certification for payment shall constitute a representation to the Town,
based on the Designer's observations at the site and on the data comprising the
Contractor's Application for Payment, that the Work has progressed to the point
indicated and that, to the best of the Designer's knowledge, information and belief,
quality of the Work is in accordance with the Contract Documents. The foregoing
representations are subject to an evaluation of the Work for conformance with the
Contract Documents upon Substantial Completion, to results of subsequent tests and
inspections, to minor deviations from the Contract Documents correctable prior to
completion and to specific qualifications expressed by the Designer. The issuance of a
Certificate for Payment shall further constitute a representation that the Contractor is
entitled to payment in the amount certified. However, the issuance of a Certificate for
Payment shall not be a representation that the Designer has (1) reviewed construction
means, methods, techniques, sequences or procedures, (2) reviewed copies of requisitions
received from Subcontractors and material suppliers and other data requested by the
Town to substantiate the Contractor's right to payment or (3) ascertained how or for what
purpose the Contractor has used money previously paid on account of the Contract Sum.
Town of North Andover RFQ Page 32 of 37
Design Services — Kittredge School Gymnasium
The Designer shall be familiar with the provisions of the Massachusetts General Laws for
payment to contractors and shall submit to the Town, all requisitions for payment
submitted by the General Contractor. With respect to each such requisition, he or she
shall certify to the best of the Designer's knowledge that the percentage of work
performed conforms with the Contract Documents. In the event that the Designer does
not approve the requisition exactly as submitted by the General Contractor, said Designer
shall forward it for payment to the Town dated, but unsigned, with an accompanying
letter of explanation setting forth objections and recommended changes. Timely
payments of General Contractors are required by General Laws, Chapter 30, Section
39K; therefore, the Designer shall establish office procedures assuring compliance with
C. 30, Section 39K.
The Designer shall receive and review, in connection with its review of the General
Contractor's Applications for Payment, the weekly payroll records required to be
submitted by the General Contractor pursuant to G.L. C. 149, §27B. Such review shall
be for the purpose of determining that the amount of wages paid to laborers employed on
the project is no less than the applicable prevailing wage rates established for the project
by the Massachusetts Department of Labor and Industries. The Designer shall maintain,
as part of the project records, one complete copy of such payroll records, and shall
transmit to the Town, upon completion of the review provided for herein, the original
weekly records as submitted by the General Contractor. The Designer shall promptly
notify the Town if (1) Any payroll records submitted by the General Contractor do not
represent payment of at least the applicable prevailing wage rates established for the
project and (2) that the Designer knows, or has reason to believe, that the weekly payroll
records submitted by the General Contractor do not accurately represent the wages
actually paid to laborers employed on the project and that the General Contractor is not
paying said laborers at least the amount of said prevailing wage rates.
1.11 The Designer shall have authority to reject Work which does not conform to the Contract
Documents. Whenever the Designer considers it necessary or advisable for
implementation of the intent of the Contract Documents, the Designer will have authority
to require additional inspection or testing of the Work in accordance with the provisions
of the Contract Documents, whether or not such Work is fabricated, installed or
completed. However, neither this authority of the Designer nor a decision made in good
faith either to exercise or not to exercise such authority shall give rise to a duty or
responsibility of the Designer to the Contract, Subcontractors, material and equipment
suppliers, their agents or employees or other persons performing portions of the Work.
1.12 The Designer shall review and approve or take other appropriate action upon Contractor's
submittals such as Shop Drawings, Product Data and Samples, but only for the limited
purpose of checking for conformance with information given and the design concept
expressed in the Contract Documents. The Designer's action shall be taken with such
reasonable promptness as to cause no delay in the Work, while allowing sufficient time in
the Designer's professional judgment to permit adequate review. Review of such
submittals is not conducted for the purpose of determining the accuracy and completeness
of other details such as dimensions and quantities or for substantiating instructions for
Town of North Andover RFQ Page 33 of 37
Design Services — Kittredge School Gymnasium
installation or performance of equipment or systems designed by the Contractor, all of
which remain the responsibility of the Contractor to the extent required by the Contract
Documents. The Designer's review shall not constitute approval of safety precautions or,
unless otherwise specifically stated by the Designer, of construction means, methods,
techniques, sequences or procedures. The Designer's approval of a specific item shall
not indicate approval of assembly of which the item is a component. When professional
certification of performance characteristics of materials, systems or equipment is required
by the Contract Documents, the Designer shall be entitled to rely upon such certification
to establish that the materials, systems or equipment will meet the performance criteria
required by the Contract Documents.
1.13 The Designer shall prepare Change Orders and Construction Change Directives, with
supporting documentation and data if deemed necessary by the Designer, for the Town's
approval and execution in accordance with the Contract Documents, and may authorize
minor changes in the Work not involving an adjustment in the Contract Sum or an
extension of the Contract Time which are not inconsistent with the intent of the Contract
Documents.
1.14 The Designer shall conduct observations to determine the date or dates of Substantial
Completion and the date of final completion, shall receive and forward to the Town for
the Town's review and records written warranties and related documents required by the
Contract Documents and assembled by the Contractor, and shall issue a final Certificate
for Payment upon compliance with the requirements of the Contract Documents.
1.15 The Designer shall interpret and decide matters concerning performance of the Town and
Contractor under the requirements of the Contract Documents on written request of either
the Town or Contractor. The Designer's response to such requests shall be made with
reasonable promptness and within any time limits agreed upon.
1.16 Interpretations and decisions of the Designer shall be consistent with the intent of and
reasonably inferable from the Contract Documents and shall be in writing or in the form
of drawings.
1.17 The Designer's decisions on matters relating to aesthetic effect shall be final if consistent
with the intent expressed in the Contract Documents.
1.18 The Designer shall render written decisions within a reasonable time on all claims,
disputes or other matters in question between the Town and Contractor relating to the
execution or progress of the Work as provided in the Contract Documents.
1.19 The Designer's decisions on claims, disputes or other matters, including those in question
between the Town and Contractor, except for those relating to aesthetic effect, shall be
subject to mediation as provided in this Agreement and in the Contract Documents.
Town of North Andover RFQ Page 34 of 37
Design Services — Kittredge School Gymnasium
1.19.1 After completion of the Project, the Designer shall visit and observe the Project at
least once ten (10) months after its completion and advise the Town of any evidence of
faulty materials or workmanship used in construction of the Project.
1.19.2 The Designer shall assist the Town in coordinating any required Contractor work
during the one-year warranty period, such services to include, without limitation, interpreting
the contract documents and visiting the site and observing the warranty work on a reasonable
basis.
1.19.3 The Designer shall receive and review all tests and documentation required to be
submitted by the Contractor as a requisite to systems acceptance and shall ascertain that
the Contractor has performed all system start-up and testing obligations in accordance
with the Contract Documents prior to acceptance of Substantial Completions.
Upon application for final payment received by the Designer, the Designer shall make a
final inspection of the Project, the Work and all parts and components thereof, and shall
ensure that all requirements of the Contract Documents have been met and satisfied.
1.20 AS THE CONTRACTOR SUBMITS OPERATING AND MAINTENANCE MANUALS, THEY SHALL BE
REVIEWED AND APPROVED BY THE DESIGNER AND ITS CONSULTANTS, THEN ORGANIZED
WITH THE SUBMITTALS AND SHOP DRAWINGS INTO A CSI FORMAT. THIS SHOULD ALSO
INCLUDE START-UP AND OPERATING INSTRUCTIONAL VIDEOS AND OTHER EQUIPMENT
INFORMATION. THE DESIGNER SHALL REVIEW ALL AS -BUILT DOCUMENTS FOR
COMPLETENESS AND ACCURACY.
1.21 Before examining the Requisition for Final Payment submitted to the Town by the
General Contractor and making any certification in response thereto, the Designer shall
obtain from the General Contractor, record drawings, showing the actual installation of
the plumbing, heating, ventilating and electrical work under the construction contract and
all variations, if any. The Designer shall ascertain by his review that changes authorized
by change orders as shown on the General Contractor's record drawings and on the
applicable original reproducible, and shall submit to the Town, the complete set, as
revised, which shall become the property of the Town. Two suitably bound legible
copies of all original design and quantity calculations including those pertinent to change
orders and show drawings if applicable shall be furnished by the Designer to the Town at
the conclusion of the Construction Contract and prior to the expiration of the construction
period.
Town of North Andover RFQ Page 35 of 37
Design Services — Kittredge School Gymnasium
CERTIFICATIONS
CERTIFICATE OF NON -COLLUSION
The undersigned certifies under penalties of perjury that this bid or proposal has been made and
submitted in good faith and without collusion or fraud with any other person. As used in this
certification, the word "person" shall mean natural person, business, partnership, corporation,
committee, union, club or other organization, entity, or group of individuals.
Signature
Date
Print Name & Title Company Name
CERTIFICATE OF TAX COMPLIANCE
Pursuant to Chapter 62C of the Massachusetts General Laws, Section 49A (b), I
, authorized signatory for
Name of individual Name of contractor
do hereby certify under the pains and penalties of perjury that said contractor has complied with
all laws of the Commonwealth of Massachusetts, and the Town of North Andover, relating to
taxes, permit or other fees, reporting of employees and contractors, and withholding and
remitting child support.
Signature
Town of North Andover RFQ
Design Services — Kittredge School Gymnasium
Date
Page 36 of 37
CERTIFICATE OF VOTE
At a duly authorized meeting the Board of Directors of the
held on it was
VOTED, THAT
(Name)
(Officer)
of be and hereby is authorized to execute contracts and bonds in
the name and on behalf of said , and affix its corporate seal hereto;
and such execution of any contract or obligation in the name of on
its behalf by such officer under seal of , shall be valid and binding
upon
that
I hereby certify that I am the clerk of the above named
and
is the duly elected officer as above of said
and that the above vote has not been amended or rescinded and
remains in full force and effect as the date of this contract.
(Date)
(Clerk)
Town of North Andover RFQ Page 37 of 37
Design Services — Kittredge School Gymnasium
Santilli, Ray
From: Mealey, James
Sent: Friday, September 07, 2012 12:48 PM
To: Santilli, Ray
Subject: Kittredge Gym Project
Ray,
We need to do an RFQ for an architect to...
1. Design (including site design) the connection of a prefab gymnasium to the Kittredge Elementary School behind
the southwest corner of the existing structure. Size of the gymnasium will depend on what the site will allow
and what the total construction budget of $810,000 will allow.
2. Help develop the IFB for the supply and installation per design of a prefab gymnasium.
3. Help in the selection process.
4. Perform construction phase oversight.
Do you need any other details?
Thanks.
Jim
Please note the Massachusetts Secretary of State's office has determined that most emails to and from municipal offices and officials are public records. For more
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,.SPR CMR Designer Services Submit Confirmation
State Publications n and Regulations
William Francis Galvin, Secretary of the Commonwealth
Page 1 of 2
The following Designer Service submission was successfully
received.
Planned date of publish is 9/26/2012
Awarding Agency
ncy Name and Address: North Andover School Department 1600 O
Street, 93059 North Andover, MA 01845
ect Number:
igner's Fee: Negotiated
mated Construction $800,000
t:
e Period for Completed
ect:
Contact Information
James Mealey, Chief Operations Officer
978-794-1503 Fax
Address: mealevi(a northandover.kl2.ma.us
ify em
Contract Information
ect:
site design, a prefab gymnasium
Kittredge Elementary School; d
ation of the prefab Lyvmnasium:
ific Services :(all IlArchi
--n)
Deadline for Application 10/18/2012 Time 2:00 P.M.
Form*:
(Project Program I September 27, 2012 at 11:00 a.m.
Availability:
Briefing Session:
Additional Information The complete Request for Qualifications document will be
available on Thursday, September 27, 2012 at 11:00 a.m. at
�xnxnxtnu�n nfnnrth.�nrinvnr ,.nm by rlinlrinn nn �Ri,�c %inntac onrl
http://www.sec.state.ma.us/sprpublicforms/DSSubmitConfirmation.aspx?ID=12406 9/18/2012
„SPR CMR Designer Services Submit Confirmation
&A”
This page can be printed for your records.
Page 2 of 2
http://www.sec.state.ma.us/sprpublicforms/DSSubmitConfirmation.aspx?ID=12406 9/18/2012