HomeMy WebLinkAboutContract #: 1126 - From: 07-01-2018 To: 06-30-2021 - Powers and Sullivan, LLC - Accounting TOWN OF NORTH ANDOVER
CONTRACT
(GOODS / SERVICES)
C0NTRACT4_fjNp_
DATE:
This Contract is entered into on, or as of, this date by and between the Town of North
Andover (the "Town"), and
Contractor: Powers & Sullivan, LLC
Address: 100 Quannapowitt Parkway, Suite 101
Wakefield, MA 01880
Telephone Number: 781-914-1700
Fax Number: 781-914-1701
1. This is a Contract for the procurement of the following:
Financial auditing services of Town's financial accounts and records for a three-year
period (FY19, FY20, and FY21) per proposal dated July 31, 2018 (attached)
2. The Contract price to be paid to the Contractor by the Town of North Andover is:
Year 1 —for fiscal year ending June 30, 2019 (FY19) S49,000
Year 2 —for fiscal year ending June 30, 2020 (FY20) S 50,000
Year 3—for fiscal year ending June 30,2021 (FY2 1) $ 50,000
Massachusetts School Districts' End-of-Year Financial Reports $ 4,500 per year
(if requested)
3. Payment will be made as follows:
Upon completion of services and receipt of invoice (net 30)
(Rev 1-2016)Conti-act by and between Town of'North Andover and Powers& Sullivan, LLC Page 1
4. Defini tions
4.1 Accenance:All Contracts require proper acceptance of the described goods or
services by the Town of North Andover, Proper acceptance shall be understood to
include inspection of goods and certification of acceptable performance for services
by authorized representatives of the Town, to insure that the goods or services are
complete and are as specified in the Contract.
4.2 Contract Documents: All documents relative to the Contract including(where used)
Invitation to Bid, Request for Proposals, Instructions to Bidders/Proposers, Proposal
Form, General Conditions, Supplementary General Conditions, General
Specifications, Other Specifications included in Project Manual, Drawings, and all
Addenda issued during the bidding period or proposal. The Contract documents are
complementary, and what is called for by any one shall be as binding as if called for
by all. The intention of the document is to include all labor and materials, equipment
and transportation necessary for the proper performance of the Contract.
4.3 The Conti-actor: The "other party" to any Contract with the Town. This term shall
(as the sense and particular Contract so require) include Vendor, Contractor,
Engineer, or other label used to identify the other party in the particular Contract.
Use of the term"Contractor"shall be understood to refer to any other such label used.
The Contractor's relationship to the Town is that of an independent contractor and
not that of an agent or employee of the Town.
4.4 Date of Substantial Performance- The date when the work is sufficiently complete,
the services are performed, or the goods delivered, In accordance with Contract
documents, as modified by approved Amendments and Change Orders.
4.5 Goods: Goods, Supplies or Materials.
4.6 Sub-Contractor: Those having a direct Contract with the Contractor. The tem-1
includes one who furnished material worked to a special design according to the
Drawings or Specifications of this work, but does not include one who merely
furnishes material not so worked.
4.7 Work:! The services or materials contracted for, or both.
5. Term of Contract and 'Time for Performance
This Contract shall be fully performed by the Contractor in accordance with the provisions
of the Contract Documents on or before December 31,2021, unless extended pursuant to a
provision for extension contained in the Contract documents at the sole discretion of the
Town, and not subJect to assent by the Contractor, and subject to the availability and
appropriation of funds as certified by the Town Accountant. The time limits stated in the
Contract documents are of the essence of the Contract.
(Rev 1-2016)Contract by and between Town of North Andover and Powers&Sullivan, LLC Page 2
6. ��b
Notwithstanding anything in the Contract documents to the contrary, any and all payments
which the Town is required to make under this Contract shall be subject to appropriation or
other availability of funds as certified by the Town.Accountant. The Town may immediately
terminate or suspend this Agreement without liability on the part of the Town for damages,
penalties or other charges in the event the appropriation funding this Agreement is terminated
or reduced to an amount which will be insufficient to support anticipated future obligations
under this Agreement,
7. Permits and Approvals
Permits, Licenses, Approvals and all other legal or administrative prerequisites to its
performance of the Contract shall be secured and paid for by the Contractor.
8. Termination and Default
8.1 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, which shall be in writing and shall be deemed delivered and received
when given in person to the Contractor, or when received by fax,express mail, certified
mail return receipt requested, regular nail postage prepaid or delivered by any other
appropriate method evidencing actual receipt by the Contractor. Upon termination
without cause, Contractor will be paid for services rendered to the date of termination,
8.2 For Cause. If the Contractor is determined by the Town to be in default ofany terns or
connofthis Contract, the Town may terminate this Contract on seven (7) days'
notice by providing notice to the Contractor, which shall be in writing and shall be
deemed delivered and received when given in person to the Contractor, or when
received by fax, express mail, certified mail return receipt requested, regular mail
postage prepaid or delivered by any other appropriate method evidencing actual receipt
by the Contractor.
8.3 Default, The following shall constitute events of a default tinder 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 with sufficient personnel
and equipment or with sufficient material to ensure the completion of this Contract
within the specified time due to a reason or circumstance within the Contractor's
reasonable control, (iii) failure to perform, this Contract in a manner reasonably
satisfactory to the Town, (iv) failure to promptly re-perform within a reasonable
time the services that were rejected by the Town as unsatisfactory, or erroneous,
(v) discontinuance of the services for reasons not beyond the Contractor's
reasonable control, (vi) failure to comply with a material term of this Contract,
(Rev 1-2016)Contract by and between Town of North Andover and Powers& Sullivan,LII Page 3
including, but not limited to, the provision of insurance and non-discrimination,
(vii) any other acts specifically and expressly stated in this Contract as constituting
a basis for termination of this Contract, and (viii) failure to comply with any and
all requirements of federal or state law and/or regulations, and "Fown bylaws and/or
regulations.
9. 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 stuns due to the Contractor I.-Ior services, the Town may keep the whole or any part
of the amount 1-or expenses, losses and darnages 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.
10. Statutory Compliance
10.1 This Contract will be construed and governed by the provisions of applicable federal,
state and local laws and regulations; and wherever any provision of the Contract or
Contract documents shall conflict with any provision or requirement of federal, stale
or local law or regulation, then the provisions of law and regulation shall control.
Where applicable to the Contract, the provisions of the Massachusetts General Laws
are incorporated by reference into this Contract, including, but not limited to, the
following:
M.G.L. Chapter 3013 --Procureinent of Goods and Services.
M,G.L, Chapter 30, Sec. 39, et seq: - Public Works Contracts.
M.G.L. Chapter 149, Section 44A, et seq: Public Buildings Contracts.
10.2 Wherever applicable law mandates the inclusion of any term, and provision into a
municipal contract, then it shall be understood that this Agreement shall import such
term or provision into this Contract. To, whatever extent any provision of this
Contract shall be inconsistent with any law or regulation limiting the power or
liability of cities and towns, such law or regulation shall control.
10.3 The Contractor shall give all notices and comply with all laws and regulations bearing
on the performance of the Contract. If the Contractor performs the Contract in
violation of any applicable law or regulation, the Contractor shall bear all costs
arising therefrom.
(Rev 1-2016)Contract by and between Town of'North Andover and Powers&Sullivan,LLC Page 4
10.4 The Contractor shall keep itself fully informed of all existing and future State and
National Laws and Municipal By-laws and Regulations and of all orders and decrees
of any bodies or tribunals having jurisdiction in any manner affecting those engaged
or employed in the work, of the materials used in the work or in any way affecting
the conduct of the work. If any discrepancy or inconsistency is discovered in the
Drawings, Specifications, Scope of Business or Contract for this work in violation of
any such law, by-law, regulation, order or decree, it shall forthwith report the same
in writing to the Town. It shall, at all times, itself observe and comply with all such
existing and future laws, by-laws, regulations, orders and decrees; and shall protect
and indemnify the Town of North Andover, and its duly appointed agents against any
claim or liability arising from or based on any violation whether by it or its agents,
employees or subcontractors of any such law, by-law, regulation or decree.
H. Conflict of Interest
Both the Town and the Contractor acknowledge the provisions of the State Conflict of
Interest Law(General Laws c268A), and this Contract expressly prohibits any activity which
shall constitute a violation of that law. The Contractor shall. be deetned to have investigated
the application of M.G.L. c268A to the performance of this Contract; and by executing the
Contract documents the Contractor certifies to the Town that neither it nor its agents,
employees, or subcontractors are thereby in violation of General Laws Chapter 268A.
11 Certification of Taxs:onipliance
This Contract must include a certification of tax compliance by the Contractor, as required
by General Laws c62C, Section 49A (Requirement of Tax Compliance by All Contractors
Providing Goods, Services, or Real Estate Space to the Commonwealth or Subdivision).
13. 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 Laws c151B (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.
(Rev 1-2016)Contract by and between Town of'North Andover and Powers& Sullivan,LLC Page 5
14. Condition of Enforceabili!YAgairist tbqJ1LO—wn
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,
15, Corporate Contractor
Il'the Contractor is a corporation, it shall endorse upon this Contract (or attach hereto) its
Clerk's Certificate or if a Limited Liability Corporation, a Manager's Certificate or other
documentation satisfactory to the Town certifying the corporate capacity and authority of the
party signing this Contract for the corporation. Such certificate shall be accompanied by a
letter or other instrument stating that such authority continues in full force and effect as of
the date the Contract is executed by the Contractor. This Contract shall not be enforceable
against the Town of North Andover unless and until the Contractor complies with this
section.
The Contractor, if a foreign corporation, shall comply with the provisions of the General
Laws, c181, §3, and any Acts and Amendments thereof, and in addition thereto, relating to
the appointment of the Commissioner of Corporations as its attorney, shall file with the
Commissioner of Corporations a Power of Attorney and duty authenticated copies of its
Charter or Certificate of Incorporation; and said Contractor shall comply with all the laws of
the Commonwealth.
16, Liabi
2ilit , of Public Officials
To the full extent permitted by law, no official, employee, agent or representative of the
Town of North Andover shall be individually or personally liable on any obligation of the
Town under this Contract.
IT Indemnification
I I he Contractor shall indemnify, defend and save harri-iless the Town, the 'Town's officers,
attorneys, agents and employees, frorn 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
(Rev 1-201()Contract by and between Town of North Andover and Powers&Sullivan,1,11-C Page 6
misconduct. The existence of insurance shall in no way limit the scope off the Contractor's
indemnification under this contract,
18. Workers�Comn�nsation Insurance
The Contractor shall provide by insurance for the payment of compensation and the
furnishing of other benefits under Chapter 152 of the General Laws of Massachusetts (The
Worker's Compensation Act) to all, employees of the Contractor who are subject to the
provisions of Chapter 152 of the General Laws of Massachusetts,
Failure to provide and continue in force such insurance during the period of this Contract
shall be deemed a material breach of this Contract, shall operate as an immediate termination
thereof, and the Contractor shall indemnify the Town for all losses, claims, and actions
resulting from the failure to provide the insurance required by this Article,
The Contractor shall furnish,to the Town evidence of such insurance prior to the execution
of this Contract in a form satisfactory to the Town before the same shall be binding on the
parties thereto, except if specifically waived by the Town,
18.1 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 party that may arise in whole or in part Out of or in connection with
the work being performed by the Contractor.
19, Documents Materials Etc,
Any materials, reports, information, data, etc. given to or prepared or assembled by the
Contractor under this Contr:•act are to be kept confidential and shall not be made available to
any individual or organization by the Contractor (except agents, servants, or employees of
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, in the United States, or any other Country. 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.
(Rev 1-2016)Contract by and between I'own of North Andover and flowers&Sullivan, Page 7
All data, reports, programs, software, equipment, furnishings, and any other docurrientation
or product paid for by the Town shall vest in the Town. 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.
20. Confidentiality
The Contractor shall comply with M,G.I,. c66A if the Contractor becomes a "holder" of
"personal data". The Contractor shall also protect the physical security and restrict any
access to personal or other Town data in the Contractor's possession, or used by the
Contractor in the performance of this Contract, which shall include, but is not limited to the
Town's public records, docurnents, files, software, equipment or systems.
21. Record-K )i g and Retention, Inspection of accords
The Contractor shall maintain records,books,files and other data as specified in this Contract
and in such detail as shall property 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,
22. AsLi&nn-iejIt
The Contractor shall not assign or delegate, in whole or in part or otherwise transfer any
liability, responsibility, obligation, duty or interest tinder this Contract without the written
approval of the Town.
21 Subcontracting By Contractor
Any subcontract entered into by the Contractor for the purposes of fulfilling the obligations
under this Contract must be in writing, authorized in advance by the Town and shall be
consistent with and subject to the provisions of this Contract. Subcontracts will not relieve
,or discharge the Contractor from any duty, obligation, responsibility or liability arising under
this Contract. The Town is entitled to copies of all subcontracts and shall not be bound. by
any provisions contained in a subcontract to which it is not a party.
24. 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,
(Rev 1-2016)Contract by and between"town of North Andover and Powers&Sullivan,I,LC Page 8
25. Minimum WAge/Prevailhjg_Wagc
The Contractor will carry out the obligations of this Contract in full compliance with all of
the requirements imposed by or pursuant to General Laws cl 51, §1, el seq. (Minimum Wage
Law) and any executive orders, rules, regulations, and requirements of the Commonwealth
of Massachusetts as they may from time to tirne be amended. The Contractor will at all times
comply with the wage rates as determined by the Commissioner of the Department of Labor
and Industries, under the provisions of General Laws c149, §§26 to 27D (Prevailing Wage
Law), as shall be in force and as amended. The Contractor will, in addition to any other
submissions required by the Prevailing Wage Law, submit certified weekly payrolls to the
Town with the information described in General Laws c149, §2713.
26. Audit, Inspection and RecordKeOi
in.6,
At any time during normal business hours, and as often as the Town may deem it reasonably
necessary, there shall be available in the office of the Contractor 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.
27. jLayLijent
I.he Town agrees to make all reasonable efforts to pay to the Contractor the sura set forth in
the Contractor's bid or proposal within thirty (30) days of receipt of an invoice detailing the
work completed and acceptance from the Town of the work completed,
28, 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 waivedonly 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 remedies 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.
29. Forum and Choice ofl-aw
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
(Rev 1-2016)Contract by and between Town,of North Andover and Powers&Sullivan,LLC Page 9
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.
X 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 party 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
certified or registered mailing property addressed. Notice to the Contractor shall be deemed
sufficient if sent. to the address set foith in the Contract and to the Town of North Andover
by being sent to the Town Manager, Town Hall, 120 Main Street, North Andover,
Massachusetts 01845,
31. Bindin2 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),
32. LComplete 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,
33. Contractor Certifications
il-"01 "Rl
33,1 By signing this contract, the Contractor certifies under the penalties of perjury that
pursuant to General Laws c62C §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 cl5lA, §19A, the Contractor has complied with all
laws of the Commonwealth relating to contributions and payments in lieu of
contributions.
33.2 By signing this contract, the Contractor certifies under the penalties of perjury that
this contract has been obtained in good faith and without collusion or fraud with any
other person. As such in this certification, the word "person" shall mean any natural
person, business, partnership, corporation, union, committee, client or other
organization, entity or group of individuals.
33.3 Qualifications. The Contractor certifies it 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. If
the Contractor is a corporation,the Contractor certifies that it is in good standing with
(Rev 1-201(x)Coiaract by and between Town of Nortil Andover and Powers&SLdfivan,LLC Pd9C 10
the office of the Secretary of State. If the Contractor is a foreign business, the
Contractor certifies that it is listed under the Secretary of State's website as licensed
to do business in Massachusetts, as required by law.
33.4 Business Ethics and Fraud, Waste and Abuse Prevention. The Contractor certifies
that performance under this Contract, in addition to meeting the terms of the Contract,
will be made using ethical business standards and good stewardship of taxpayer and
other public funding and resources to prevent fraud, waste and abuse.
33.5 Debarment. The Contractor certifies that neither it nor any of its subcontractors are
currently debarred or suspended by the federal or state government under any law or
regulations including, Executive Order 147, M.G.L. c29, §291", M.G.L. c30, §39R,
M.G.L. c149, §27C, M.G.L. c149, §44C, M.G.L. c149, §14813 and M.G.L. c152,
§25C.
34. Additional Provisions:
34.1 Applicable to Contracts for the Procurement of Goods
34.11 "'Goods" shall mean Goods, Supplies, or Materials, as described in the
Contract,
34.1,2 Cha ill
Change orders for contracts subject to M.G.I.- c30B may not increase the total
contract price by more than twenty-five (25,0%) percent and shall be in compliance
with Massachusetts General Laws c3013, §13.
'"I"his Contract for purchase includes the following delivery, installation or setup
requirements:
34.2 Applicable to Contracts for Services
34.2.1 "Services" shall mean furnishing of labor, time, or effort by the Contractor,
'fhis term shall not include employment agreements, collective bargaining
agreements, or grant agreements.
34.12 Cham_Orders.
Change orders for contracts subject to Massachusetts General Laws c30B
may not increase the total contract price by more than twenty-five (25%) per
cent and shall be in compliance with Massachusetts General Laws c30B, §13,
(Rev 1-2016)Conti-act by and betweenTown of North Andover and Powers&Sullivan,1,1,c, Page 11
34.2.3 Minimum Wqggj1revaj1ingkqj.)
t__ _Q
_ :
Me Contractor will carry out the obligations of this Contract in full
compliance with all of the requirements imposed by or pursuant to General
Laws cl5l, §1, of seq. (Minimum Wage Law) and any executive orders,
rules, regulations, and requirements of the Commonwealth of Massachusetts
as they may from time to time beamended. The Contractor will at all times
comply with the wage rates as determined by the Commissioner of the
Department of:Labor and Industries, Linder the provisions of General Laws
c149, §§26 to 27D (Prevailing Wage Law), as shall be in force and as
amended. The Contractor will, in addition to any other submissions required
by the Prevailing Wage Law, submit certified weekly payrolls to the Town
with the information described in General Laws c149, §2713.
34.2.4 Insurance:
The Contractor shall obtain and maintain the following insurance:
34.2 4,I Workers Compensation Insurance of the scope and amount required
by the laws of the Commonwealth of Massachusetts.
34.2.4.2 Broad Form Commercial General Liability coverage with. limits of
at least $1 Million per occurrence and $2 Million aggregate, and
which shall cover bodily injury, death, or, property damage arising
out of the work.
34.14.3 Automobile Liability Coverage, including coverage for owned,
hired, or borrowed vehicles with limits of at least $1 Million per
person, and $1 Million per accident. The intent of the Specifications
regarding insurance is to specify minimum coverage and minimum
limits of liability acceptable under the Contract. However, it shall
be the Contractor's responsibility to purchase and maintain
insurance of such character and in such amounts as will adequately
protect it and the Town from and against all claims, damages, losses
and expenses resulting from exposure to any casualty liability in the
performance of the work.
34.2,4.3 All required insurance shall be certified by a duly authorized
representative of the insurers on the "MITA" or "ACORD"
Certificate of Insurance form incorporated into and made a part of
this agreement. Properly executed certificates signifying adequate
coverage in effect for the duration of the contract with renewal
certificates issued not less than 30 days prior to expiration of a
policy period, must be submitted to the Town prior to
commencement of this Contract,
34.2.4.4 The Town shall be named as an additional insured on the above
referenced liability policies, and the Contractor's insurance shall be
(Rev 1-2016)Contract by and betiveen']'Own of Nofth Andover and Powers&SUffivao.LLC Page 12
the primary coverage. The cost of such insurance, including required
endorsements or amendments, shall be the sole responsibility of the
Contractor.
34.2.4.5 Contractual liability must recognize the indemnities contained in
this Agreement,
34.2.4.6 Coverages are to be maintained for a period of two, (2) years after
final payment.
34.2.4.7 The Contractor shall maintain all required insurance in full force and
effect as required by this Contract or the Contractor shall be in
material breach hereof
(Rev 1-2016)Contracl by and between'Town of North Andover and Powers&Sullivan,LLC Page 13
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 THE CONTRACTOR
M.
H ad
Divi, H Company Nameion/Department a,
�1010`
/10 107
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Signature Date
Print Name & Title
Federal Identification
No.: 2-1 -9 S-7)J3
APPROVED AS TO FORM:
4
----------------- A. 13it Y
Town Counsel Date
CERTIFICATION AS TO AVAILABILITY OF FUNDS:
Town Ac ountant Date
(Rev 1-2016)Contract by and between Town of North Andover and Powers&Sullivan,LLC Page 14
Powers & Sullivan, LL,C
Certified Public Accountants
100 Qua till ap.,,itt Pawrkww^aay
Suite 101
July 31, 2018 NVskefield,MA 01880
T. 781-914.1700)
Town of North Andover, Massachusetts F. 7181-914.1701
120 Main, Street wvwvwv,laowversajwdsulliv;aaa.caoaa
North Andover, MA 01845
We are pleased to confirm our understanding of the services we are to provide the Town of North
Andover, Massachusetts for the fiscal years ending,June 30, 2019, 2020 and 2021.We will audit the
financial statements of the governmental activities,the business-type activities, each major fund and the
aggregate remaining fund information, including the related notes to the financial statements, which
collectively comprise the basic financial statements, of the Town of North Andover as of and for the years
endedJune 30,2019, 2020 and 2021.Accounting standards generally accepted 6n the United States of
America provide for certain required supplementary information (RST, such as management's discussion
and analysis (MID&A), to supplement the Town of North Andover's basic financial statements. Such
information, although not a part of the basic financial statements, is required by the Governmental
Accounting Standards Board who considers it to be an essential part of financial reporting for placing the
basic financial statements in an appropriate operational, economic,or historical context.As part of our
engagement,we will apply certain limited procedures to the Town of North Andover's RSI in accordance
with auditing standards generally accepted in the United States of America. These l'imi'ted procedures will
consist of inquiries of management regarding the methods of preparing the information and comparing
the information for consistency with management's responses to our inquiries, the basic financial
statements, and other Knowledge we obtained during our audit of the basic financial statements. We will
not express an opinion or provide any assurance on the information because the limited procedures do
not provide us with sufficient evidence to express an opinion or provide any assurance. The following RSI
6s required by generally accepted accounting principles and will be subjected to certain limited
procedures, but will not be audited:
1) Management's Discussion and Analysis.
2) General Fund Budgetary Comparison Schedule.
3) Other Postemployment Benefit Plan Schedules.
We have also been engaged to report on supplementary information other than RSl that accompanies the
Town of North Andover's financial statements. We will subject the following supplementary information to
the auditing procedures applied in our audit of the financial statements and certain additional procedures,
including comparing and reconciling such information directly to the underlying accounting and other
records used to prepare the financial statements or to the financial statements themselves, and other
additional procedures in accordance with auditing standards generally accepted in the United States of
America, and we will provide an opinion on it in relation to the financial statements as a whole:
1) Combining and Individual Fund Statements.
2) Schedule of Expenditures of Federal Award's.
If a CAFR is prepared, the following other information accompanying the financial statements will not be
subjected to the auditing procedures applied in our audit of the financial statements, and our auditor's
report will not provide an opinion or any assurance on that other information.
1) The Introductory and Statistical Sections of the Comprehensive Annual Financial Report(CAFR).
Audit Objectives
The objective of our audit is the expression of opinions as to whether your financial statements are fairly
presented, in all material respects, in conformity with U.S. generally accepted accounting principles and
to report on the fairness of the supplementary information referred to in the second paragraph when
considered in relation to the financial statements as a whole.The objective also includes reporting on—
• Internal control over financial reporting and compliance with provisions of laws, regulations,
contracts, and award agreements, noncompliance with which could have a material effect on the
financial statements in accordance with Government Auditing Standards,
• Internal control over compliance related to major programs and an opinion (or disclaimer of
opinion) on compliance with federal statutes, regulations, and the terms and conditions of federal
awards that could have a direct and material effect on each major program in accordance with the
Single Audit Act Amendments of 1996 and Title 2 U.S. Code of Federal Regulations (CFR) Part
200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal
Awards(Uniform Guidance),
The Government Auditing Standards report on internal control over financial reporting and on compliance
and other matters will include a paragraph that states that(1)the purpose of the report is solely to
describe the scope of testing of internal control and compliance and the results of that testing, and not to
provide an opinion on the effectiveness of the entity's internal control or on compliance, and (2)the report
is an integral part of an audit performed in accordance with Government Auditing Standards in
considering the entity's internal control and compliance.The Uniform Guidance report on internal control
over compliance will include a paragraph that states that the purpose of the report on internal control over
compliance is solely to describe the scope of testing of internal control over compliance and the results of
that testing based on the requirements of the Uniform Guidance, Both reports will state that the report is
not suitable for any other purpose.
Our audit will be conducted in accordance with auditing standards generally accepted in the United States
of America; the standards for financial audits contained in Government Auditing Standards, issued by the
Comptroller General of the United States; the Single Audit Act Amendments of 1996; and the provisions
of the Uniform Guidance, and will include tests of accounting records, a determination of major
program(s),in accordance with the Uniform Guidance, and other procedures we consider necessary to
enable us to express such opinions. We will issue written reports upon completion of our single audit. Our
reports will be addressed to the Board of Selectmen of the Town of North Andover, Massachusetts, We
cannot provide assurance that unmodified opinions will be expressed. Circumstances may arise in which
it is necessary for us to modify our opinions or add emphasis-of-matter or other-matter paragraphs. If our
opinions on the financial statements or the single audit compliance opinions are other than unmodified,
we will discuss the reasons with you in advance. If,for any reason,we are unable to complete the audit or
are unable to form or have not formed opinions, we may decline to express opinions or issue reports, or
we may withdraw from this engagement.
Audit Procedures—General
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements; therefore, our audit will involve judgment about the number of transactions to be
examined and the areas to be tested. An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of significant accounting estimates made by management, as well
as evaluating the overall presentation of the financial statements.We will plan and perform the audit to
obtain reasonable rather than absolute assurance about whether the financial statements are free of
material misstatement,whether from (1) errors, (2)fraudulent financial reporting, (3) misappropriation of
assets, or(4)violations of laws or governmental regulations that are attributable to the government or to
acts by management or employees acting on behalf of the government. Because the determination of
abuse is subjective, Government Auditing Standards do not expect auditors to provide reasonable
assurance of detecting abuse.
Because of the inherent limitations of an audit, combined with the inherent limitations of internal control,
and because we will not perform a detailed examination of all transactions, there is a risk that material
misstatements or noncompliance may exist and not be detected by us, even though the audit is properly
planned and performed in accordance with U.S. generally accepted auditing standards and Government
Auditing Standards. In addition, an audit is not designed to detect Immaterial misstatements or violations
of laws or governmental regulations that do not have a direct and material effect on the financial
statements or major programs. However, we will inform the appropriate level of management of any
material errors, any fraudulent financial reporting, or misappropriation of assets that come to our
attention.We will also inform the appropriate level of management of any violations of laws or
governmental regulations that come to our attention, unless clearly inconsequential, and of any material
abuse that comes to our attention.We will include such matters in the reports required for a single audit.
Our responsibility as,auditors is limited to the period covered by our audit and does not extend to any
later periods for which we are not engaged as auditors.
Our procedures will include tests of documentary evidence supporting the transactions recorded in the
accounts, and may include tests of the physical existence of inventories, and direct confirmation of
receivables and certain other assets and liabilities by correspondence with selected individuals, funding
sources, creditors, and financial institutions. We will request written representations from your attorneys
as part of the engagement, and they may bill you for responding to this inquiry.At the conclusion of our
audit, we will require certain written representations from you about your responsibilities for the financial
statements; schedule of expenditures of federal awards',federal award programs; compliance with laws,
regulations, contracts, and grant agreements; and other responsibilities required by generally accepted
auditing standards.
Audit Procedures—Internal Control
Our audit will include obtaining an understanding of the government and its environment, including
internal control, sufficient to assess the risks of material misstatement of the financial statements and to
design the nature, timing, and extent of further audit procedures. Tests of controls may be performed to
test the effectiveness of certain controls that we consider relevant to preventing and detecting errors and
fraud that are material to the financial statements and to preventing and detecting misstatements resulting!
from illegal acts and other noncompliance matters that have a direct and material effect on,the financial
statements. Our tests, if performed, will be less in scope than would be necessary to render an opinion on
internal control and, accordingly, no opinion will be expressed in our report on internal control issued
pursuant to Government Auditing Standards.
As required by the Uniform Guidance, we will perform tests of controls over compliance to evaluate the
effectiveness of the design and operation of controls that we consider relevant to preventing or detecting
material noncompliance with compliance requirements applicable to each major federal award program.
However, our tests will be less in scope than would be necessary to render an opinion on those controls
and, accordingly, no opinion will be expressed in our report on internal control issued pursuant to the
Uniform Guidance.
An audit is not designed to provide assurance on internal control or to identify significant deficiencies or
material weaknesses. However, during the audit,we will communicate to management and those
charged with governance internal control related matters that are required to be communicated under
AICPA professional standards, Government Auditing Standards, and the Uniform Guidance.
Audit Procedures—Compliance
As part of obtaining reasonable assurance about whether the financial statements are free of material
misstatement, we will perform tests of the Town of North Andover's compliance with provisions of
applicable laws, regulations, contracts, and agreements, including grant agreements. However, the
objective of those procedures will not be to provide an opinion on overall compliance and we will not
express such an opinion in our report on compliance issued pursuant to Government Auditing Standards,
The Uniform Guidance requires that we also plan and perform the audit to obtain reasonable assurance
about whether the auditee has complied with applicable federal statutes, regulations, and the terms and
conditions of federal awards applicable to major programs. Our procedures will consist of tests of
transactions and other applicable procedures described in the OMB Compliance Supplement for the
types of compliance requirements that could have,a direct and material effect on each of the Town of
North Andover's major programs. The purpose of these procedures will be to express an opinion on the
Town of North Andover's compliance with requirements applicable to each of its major programs in our
report on compliance issued pursuant to the Uniform Guidance,
Other Services,
We will also assist in preparing the financial statements, schedule of expenditures of federal awards, and
related notes of the Town of North Andover in conformity with U.S. generally accepted accounting
principles and the Uniform: Guidance based on information provided by you. These nonaudit services do
not constitute an audit under Government Auditing Standards and such services will not be conducted in
accordance with Government Auditing Standards,
Management Responsibilities
Management is responsible for(1) establishing and maintaining effective internal controls, including
internal controls over federal awards, and for evaluating and monitoring ongoing activities, to help ensure
that appropriate goals and objectives are met; (2)following laws and regulations; (3)ensuring that there is
reasonable assurance that government programs are administered in compliance with compliance
requirements; and (4)ensuring that management and financial information is reliable and properly
reported'. Management is also responsible for implementing systems designed to achieve compliance
with applicable laws, regulations, contracts, and grant agreements. You are also responsible for the
selection and application of accounting principles; for the preparation and fair presentation of the financial
statements, schedule of expenditures of federal awards, and all accompanying information in conformity
with U.S. generally accepted accounting principles; and for compliance with applicable laws and
regulations (including federal statutes)and the provisions of contracts and grant agreements (including
award agreements).
Management is also responsible for making all financial records and related information available to us
and for the accuracy and completeness of that information. You are also responsible for providing us with
(1)access to all information of which you are aware that is relevant to the preparation and fair
presentation of the financial statements, (2)access,to personnel, accounts, books, records, supporting
documentation, and other information as needed to perform an audit under the Uniform Guidance, (3)
additional information that we may request for the purpose of the audit, and (4) unrestricted access to
persons within the government from whom we determine it necessary to obtain audit evidence.
Your responsibilities also include identifying significant contractor relationships in which the contractor
has responsibility for program compliance and for the accuracy and completeness of that information.
Your responsibilities include adjusting the financial statements to correct material misstatements and
confirming to us in the management representation letter that the effects of any uncorrected
misstatements aggregated by us during the current engagement and pertaining to,the latest period
presented are immaterial, both individually and In the aggregate,to the financial statements taken as a
whole.
You are responsible for the design and implementation of programs and controls to prevent and detect
fraud, and for informing us about all known or suspected fraud affecting the government involving (1)
management, (2)employees who have significant roles in internal control, and (3)others where the fraud
could have a material effect on the financial statements. Your responsibilities include informing us of your
knowledge of any allegations of fraud or suspected fraud affecting the government received in
communications from employees,former employees, grantors, regulators, or others. In addition, you are
responsible for identifying and ensuring that the government complies with applicable laws, regulations,
contracts, agreements, and grants. Management is also responsible for taking timely and appropriate
steps to remedy fraud and noncompliance with provisions of laws, regulations, contracts, and grant
agreements, or abuse that we report. Additionally, as required by the Uniform Guidance, it is
management's responsibility to evaluate and monitor noncompliance with federal statutes, regulations,
and the terms and conditions of federal awards;take prompt action when instances of noncompliance are
identified including noncompliance identified in audit findings; promptly follow up and take corrective
action on reported audit findings; and prepare a summary schedule of prior audit findings and a separate
corrective action plan. The summary schedule of prior audit findings should be available for our review on
May 3011 of each year.
You are responsible for identifying all federal awards received and understanding and complying with the
compliance requirements and for the preparation of the schedule of expenditures of federal awards
(including notes and noncash assistance received) in conformity with the Uniform Guidance.You agree to
include our report on the schedule of expenditures of federal awards in any document that contains and
indicates that we have reported on the schedule of expenditures of federal awards.You also agree to
make the audited financial statements readily available to intended users of the schedule of expenditures
of federal awards no later than the date the schedule of expenditures of federal awards is issued with our
report thereon.Your responsibilities include acknowledging to us in the written representation letter that
(1)you are responsible for presentation of the schedule of expenditures of federal awards in accordance
with the Uniform Guidance; (2)you believe the schedule of expenditures of federal awards, including its
form and content, is stated fairly in accordance with the Uniform Guidance; (3)the methods of
measurement or presentation have not changed from those used in the prior period (or, if they have
changed, the reasons for such,changes); and (,4)you have disclosed to us any significant assumptions or
interpretations underlying the measurement or presentation of the schedule of expenditures of federal
awards.
You are also responsible for the preparation of the other supplementary information,which we have been
engaged to report on, in conformity with U.S. generally accepted accounting principles.You agree to
include our report on the supplementary information in any document that contains, and indicates that we
have reported on, the supplementary information.You also agree to include the audited financial
statements with any presentation of the supplementary information that includes our report thereon. Your
responsibilities include acknowledging to us in the written representation letter that(1) you are
responsible for presentation of the supplementary information in accordance with GAAP; (2)you believe
the supplementary information, including its form and content, is fairly presented in accordance with
GAAP; (3)the methods of measurement or presentation have not changed from those used in the prior
period (or, if they have changed, the reasons for Such changes); and (4) you have disclosed to us any
significant assumptions or interpretations underlying the measurement or presentation of the
supplementary information.
Management is responsible for establishing and maintaining a process for tracking the status of audit
findings and recommendations. Management is also responsible for identifying and providing report
copies of previous financial audits, attestation engagements, performance audits, or other studies related
to the objectives discussed in the Audit Objectives section of this letter. This responsibility includes
relaying to us corrective actions taken to address significant findings and recommendations resultingfrom
those audits, attestation engagements, performance audits, or studies. You are also responsible for
providing management's views on our current findings, conclusions, and recommendations, as well as
your planned corrective actions, for the report, and for the timing and format for providing that information,
You agree to assume all management responsibilities relating to the financial statements, schedule of
expenditures of federal awards, and related notes, and any other nonaudit services we provide. You will
be required to acknowledge in the management representation letter our assistance with preparation of
the financial statements, schedule of expenditures of federal awards, and related notes and that you have
reviewed and approved the financial statements, schedule of expenditures of federal awards, and related
notes prior to their issuance and have accepted responsibility for them. Further, you agree to oversee the
nonaudit services by designating an individual, preferably from senior management, with suitable skill,
knowledge, or experience; evaluate the adequacy and results of those services; and accept responsibility
for them.
Engagement Administration, Fees, and Other
We understand that your employees will prepare all cash, accounts receivable, or other confirmations we
request and will locate any documents selected by us for testing.
At the conclusion,of the engagement, we will complete the appropriate sections of the Data Collection
Form that summarizes our audit findings. It is management's responsibility to electronically submit the
reporting package(including financial statements, schedule of expenditures of federal awards, summary
schedule of prior audit findings, auditors'reports, and corrective action plan)along with the Data
Collection Form to the federal audit clearinghouse. We will coordinate with you the electronic submission
and certification. If applicable,we will provide copies of our report for you to include with the reporting
package you will submit to pass-through entities.The Data Collection Form and the reporting package
must be submitted within the earlier of 30 calendar days after receipt of the auditor's reports or nine
months after the end of the audit period.
We will provide copies of our reports to the Town of North Andover; however, management is responsible
for distribution of the reports and the financial statements. Unless restricted by law or regulation, or
containing privileged and confidential information, copies of our reports are to be made available for
public inspection.
The audit documentation for this engagement is the property of Powers&Sullivan, LLC and constitutes
confidential information. However, subject to applicable laws and regulations, audit documentation and
appropriate individuals will be made available upon request and in a timely manner to the applicable
cognizant or oversight agency for audit or its designee, a federal agency providing direct or indirect
funding, or the U.S. Government Accountability Office for purposes of a quality review of the audit, to
resolve audit findings, or to carry out oversight responsibilities.We will notify you of any such request. If
requested, access to such audit documentation will be provided under the supervision of Powers &
Sullivan, LLC personnel. Furthermore, upon request,we may provide copies of selected audit
documentation to the aforementioned parties.These parties may intend, or decide, to distribute the
copies or information contained therein to others, including other governmental agencies.
The audit documentation for this engagement wilt be retained for a minimum of five years after the report
release date or for any additional period requested by the applicable cognizant or oversight agency for
audit, or Pass-through Entity. If we are aware that a federal awarding agency, pass-through entity, or
auditee is contesting an audit finding,we will contact the party(ies)contesting the audit finding for
guidance prior to destroying the audit documentation,
Richard Sullivan and Frank Serreti will be co-engagement partners. Our fixed fee for the audit of the
Town's Basic Financial Statements and federal Single Audit will be$49,000 for FY2019 and $50,000 for
FY2020 and FY2021. These fees include out-of-pocket costs (such as report reproduction, word
processing, postage, travel', copies, telephone, etc,). Any fees charged for bank and similar confirmations
or responses from legal representatives or GIFOA CAFR filing fees are the sole responsibility of the Town.,
Our invoices for these fees will be rendered as work progresses and are payable on presentation.
If the School Department requests that we perform procedures as specified in the Department of
Elementary and Secondary Education's Compliance Supplement(DESS Compliance Procedures)
applicable to Massachusetts School Districts' End-of-Year Financial Report is$4,500 per year. We
expect to complete the engagement between January and March.
In the event we are requested or authorized by the Town of North Andover or required by government
regulation, subpoena, or other legal process to produce our working papers or our personnel, the Town
will, so longas we are not party to the proceeding in which the information is sought, reimburse us for our
professional time and expenses, as well as the fees,and expenses of our counsel, incurred in responding
to such a request,.
Govemment Auditing Standards require that we provide you with a copy of our most recent external peer
review report and any letter of comment, and any subsequent peer review reports and letters of comment
received during the period of the contract. Our peer review can be viewed at!A�. owersandqsulliva�n
corn
We appreciate the opportunity to be of service to the Town of North Andover and believe this letter
accurately summarizes the significant terms of our engagement as we discussed. If you have any
questions, please let us know. You do not have to respond to this letter unless you do not agree with the
terms of our engagement.
Very truly yours,
/14
Powers &Sullivan,, LLC
POWE&SLI-01
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PRODUCER (212)488.0200 CO T Regina Walker
Frenkel&Company �PHONE817-221 3714_ .FAX...
350 Hudson Street,4th Floor (Art No Extl ...... lane,Nei 817-$30-0783 _
New York,NY 10014 (E-AIL rwalker frenkel.com -__..__..
.._INS,URERdSI.AFFOROI,NG COVERAGEm_m .................... NAIG k
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INSURED Power&Sullivan,LLC INSURER B:Hartford Casualty Insurance Company 29424
100 Quannapowitt Parkway INSURERC.
Suite 101 INSURER D
Wakefield, MA 01880 _..� _........ _..__...
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COVERAGES CERTIFICATE NUMBEIR: REVISION NUMBER:
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TYPE OF INSURANCE, POLICY NUMBER
A X COMMERCIAL GENERAL LIABILITY �EACWCICCVJRFkEMCE� $.,...,..� 2,000,000
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CLAIMS-MADE X] CCCUR HI 08SBAEL6412 4/3/2018 413/2019 1111AGE TO RTO RENTED 300,0'00
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DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached If more space Is required)
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