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HomeMy WebLinkAboutContract #: 1283 - From: 01-28-2020 To: 05-15-2020 - Mount Vernon Group - Town Manager AGREEMENT FOR DESIGN SERVICES THIS AGREEMENT is made as of the 3,01 day of January, 2020 by and between Mount Vernon Group Architects (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"). PRELIMINARY RECITALS A. The Town seeks to obtain certain architect/design services associated with conducting an evaluation and cost estimates and design services for space and other capital needs for three elementary schools, a middle school and a fire station for the purpose of creating a Facilities Master Plan("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 Project/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 attached hereto and made a part hereof(the "Services"). Section 2. Time for Performance The Services shall be performed and completed no later than May 15, 2020 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. 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 and/or 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 rendered by the Designer, 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 Designer's work under this Agreement, the Designer shall remove any waste materials and rubbish brought onto the Site by the Designer or any of its subcontractors from and about the Site. 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, 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 reasonable notice of the commencement of any work under this Agreement involving entry upon any project site. Authorization must be obtained 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. After the Town obtains site control and the project has commenced the Designer may enter the project site as needed. 4.11 Melissa Murphy-Rodrigues, Town Manager, shall be the Town's primary contact person with the Designer, and Frank Tedesco, 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 G.L. c. 7, §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 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, II & III attached hereto. 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) reproducible 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, 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 G.L. c.7, §38HO),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 North 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. Coverages 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$1,00,000.00 except that, if the new form policy is used, limits must be not less than$1,000,000.00 per accident, $1,000,000.00 per bodily injury by disease and a$2,000,000.00 policy limit on bodily injury by 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 $5,000,000.00 aggregate and $1,000,000.00 property damage, with contractual 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 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 Town: Melissa Murphy-Rodrigues, Town Manager Town of North Andover 120 Main Street North Andover, MA 01845 To Designer: Frank Tedesco, President Mount Vernon Group Architects 200 Harvard Mills Square, Suite 240 Wakefield,MA 01880 Section 11. Confidential and Proprietary Information; the Ownership of Documents 11.1 Unless provided otherwise by law, ownership and possession of all information, data, reports, studies, designs, drawings, specifications,materials, computer programs, documents, models, inventions, equipment, and any other documentation, product of tangible materials to the extent authored or prepared, in whole or in part, by the Designer pursuant to this Contract (collectively,the"Materials"), other than the Designer's administrative communications, records, and files relating to this Contract, shall be the sole property of, and shall vest in, the Owner as "works made for hire" or otherwise,provided that the Owner complies with its payment obligations under this Contract. The Owner will own the exclusive rights, worldwide and royalty-free,to and in all Materials prepared and produced by the Designer pursuant to this Contract, including, but not limited to, United States and International patents, copyrights,trade secrets, know-how and any other intellectual property rights, and the Owner shall have the exclusive, unlimited and unrestricted right, worldwide and royalty free, to publish,reproduce, distribute,transmit and publicly display all Materials prepared by the Designer. The Owner shall provide appropriate credit to the Designer, in terms agreed upon by the Design, in any publicity about or plaque at the Project. The Designer shall have a license to publish and publicly display all Materials prepared by the Designer in its normal marketing and related professional and academic activities. The Designer shall have a license to use the typical or standard details and all other replicable elements of the Materials for this Project on other future projects. At the completion or termination of the Designer's services required pursuant to this Contract, copies of all original Materials shall be promptly turned over to the Owner. Once the Owner has made payment for a particular Material ownership vests in Owner and Designer must provide such Material to Owner within fifteen(15) days of Owner's request for the same. 11.2 Without limitation upon the generality of the foregoing, it is expressly understood and agreed that the Town may utilize the Materials with respect to construction, maintenance,repair, alteration, expansion,modification and reconstruction of the Project at any time and from time to time. Furthermore,the Town may utilize any of the Materials 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 Town agrees to the extent permitted by law hold the Designer harmless from and against any and all claims, losses, liabilities and damages incurred by the Town or asserted by any other entity or individual arising out of or resulting from any use of the Materials on other projects or any reuse or modification of the Materials or any of Designers designs, drawings and specifications. 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 Partv 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 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. c. 66, §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 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, §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, §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 reasonable with respect to transactions and assets that are substantial in relation to the Designer's financial statements. (M.G.L. c. 7, §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, or is 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. c.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 2 1.1 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 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. The proper venue for any dispute is the courts of Essex County, 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. 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 bylaw 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. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written. For tbC Dels"grier: Y For the Town: By Town Manager As to the availability of funds: Lv , ��I A) own ccountant Approved as to form: /TJwen Counsel MASSACHUSETTS REGISTERED PRINCIPAL. OF FIRM RESPONSIBLE FOR THIS PROJECT IS: f cx ` ­�(:j_. _ 1. In accordance with the provisions of the Massachusetts General Laws, Chapter 29, §29A(4), I hereby certify that a resume of the Designer has been filed with the Designer Selection Board. In accordance with G.L. c. 7, §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 Q i�day of January, 2020. By. Desi er SCHEDULE I SCOPE OF SERVICES The Architect/Designer will be responsible for,but not limited,to providing the following services: A. Building assessment- Perform a complete building assessment and analysis of the Franklin School (2 Cypress Terrace), Atkinson School (111 Phillips Brook Road), Kittredge School (601 Main Street), North Andover Middle School (495 Main Street), Fire Station 2 (9 Salem Street) and possible other small projects, to determine their physical condition and building code issues. B. Gather information required to become familiar with the project and the various parties that must be communicated with during the process. C. Prioritize each project based on the needs of the Town and the logical evolution of step by step facilities plan. D. Meet with School/Town and other interested stakeholders. E. Review the program furnished by the School/Town to ascertain the requirements of the project and shall arrive at a mutual understanding of such requirements with the School/Town. F. Prepare and review findings and alternative options, including renovation and/or new construction, with School/Town. G. Based on the mutually agreed-upon program, prepare for approval schematic design documents consisting of drawings, narratives and other relevant documents illustrating the scale and relationship of project components. H. Submit a preliminary estimate of construction cost, accounting for inflation, prepared by an independent cost estimator engaged by the Architect, based on current area, volume or other unit costs and current market conditions. I. Be available to support the process and budget request at meetings of the Board of Selectmen, School Committee, Finance Committee and Annual Town Meeting. Deliverables: The data must be presented in a document that lists, for each option, the following: o Importance/urgency of each of the identified program needs. o Feasibility of each alternative. o Pros and cons of each alternative. o Projected cost of each alternative. o Schematic Designs for each alternative The Architect/Designer is to become fully engaged in the project immediately upon award of this contract. Upon successful and satisfactory completion of the listed and/or negotiated scope of services, the Town of North Andover may continue to engage the services of the successful individual or firm for the remaining phases subject to funding appropriations for the project at future Town Meetings. At that point, the Town will negotiate the scope of services and fee schedule for the remaining phases. SCHEDULE II 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 in effect at the time of the bid acceptance 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 consequences thereof. 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, G.L. c. 7, §§38A-380, G.L. c. 149, §§44A-44H, and G.L. c. 30, §39M,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 Any services in connection with change orders and change directives which are necessitated by a lack of reasonable clarity, deficiencies or conflicts with the Construction Documents or other error or omissions of the Designer, shall not qualify as additional services and shall be performed within the scope of the Services. 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. 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 G.L. c. 7, §38A-380, MGL c. 149, §44A-44H, and §44M, and G.L. c. 30, §39M, 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 c. 149, §44M 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. 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 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. SCHEDULE III DESIGNER COMPENSATION Per attached Lump Sum Fee Proposal January 17,2020 Melissa Rodrigues VERNON GROUP MOUNT Town Manager Town of North Andover ARCHITECTS North Andover Town Hall 200 HARVARD MILLS SQUARE 120 Main Street SUITE 240 North Andover,MA 01845 A K E F I E L D, MA 01880 781,213.5030 T RE: FACILITIES MASTER PLAN H-LUMP SUM FEE PROPOSAL 781.213.5040 F Dear Ms.Rodrigues: Mount Vernon Group Architects will provide Architect/Design Services for the Facilities Master Plan II per the Agreement for Design Services dated 1/17/2020. Lump Sum Fixed Fee: One Hundred Twenty-Five Thousand Dollars($125,000) Please find our fee breakdown for services below: MOUNT VERNON GROUP ARCHITECTS KEY PERSONNEL TITLE Hours Labor Total Frank Tedesco Principal 43.50 $150.00 $ 6,525.00 Adolfo Cuevas Architect 80.00 $125.00 $ 10,000.00 Bill Peters Project Mana er 240.00 $150.00 $ 36,000.00 Amel Catalan Architect,LEED,Specifications 42.00 $125.00 $ 5,250.00 Susan Taylor Interior Desi ner 40.00 $125.00 $ 5,000.00 David Turcotte Technical Support Staff 155.00 $ 85.00 $ 13,175.00 600.50 $ 75,950.00 SUB-CONSULTANTS DISCIPLINE Hours Labor Total Souza True&Partners Structural Engineering-Principal 12.00 $150.00 $ 1,800.00 Souza True&Partners Structural Engineering-Engineer 49.00 $115.00 $ 5,635.00 Marshall Gary,LLC Landscape Architecture-Principal 15.00 $150.00 $ 2,250.00 Marshall Gary,LLC Landscape Architecture-Project Mgr. 43.00 $115.00 $ 4,945.00 Seaman Engineering Corp. FP/Plumbing/HVAC-Principal 34.00 $150.00 $ 5,100.00 Seaman Engineering Corp. FP/Plumbing/HVAC-Engineer 130.00 $115.00 $ 14,950.00 Shepherd Engineering ElectricallTechnical-Principal 13.00 $150.00 $ 1,950.00 Shepherd Engineering Electrical/Technical-Engineer 48.00 $115.00 $ 5,520.00 Fennessy Consulting Cost Estimating 35.00 $140.00 $ 4,900.00 Universal Environmental Consultants 'Hazardous Materials 16.00 $125.00 $ 2,000.00 395.00 $ 49,050.00 'Hazardous Materials Assessment will be based on AHERA Reports provided by the District. EXCLUSION: Detailed Hazardous Materials Assessment is an exclusion. TOTAL FEE: $125,000.00 Respectfully submitted, Frank Tedesco,AIA,LEED AP President Accepted: TOWN OF NORTH ANDOVER Melissa Rodrigues Town Manager WWW.MVGARCHITECTS.COM G.L. CHAPTER 37, 08H DESIGNER SELECTION LAW TRUTH IN NEGOTIATIONS CERTIFICATE [To be used when the Designer's or Consultant's Fee is negotiated.] (Name of Designer/Consultant) (Address) hereby certify, in connection with the Contract between)4t rNpN 9T a,),o,Ac c.-.W te and (Designer/Consultant) the Town of North Andover,pursuant to the provisions of G.L. c. 7, §38H: (i) That the wage rates and costs used to support the designer's/consultant's compensation are accurate, complete and current at the time of contract; and (ii) That Uwe agree that the original contract price and any additions to the contract price may be adjusted within one year of completion of the contract to exclude any significant amounts if the Commissioner of DCAM determines that the fee was increased by such amounts due to inaccurate, incomplete or non-current wage rates or other costs. By: (S ature) t"a 7 'L)GC ACCOUNTING•FAX®ADVISORY January 25,2020 Ms. Melissa Rodrigues Town Manager Town of North Andover Town Manager's Office 120 Main Street North Andover MA,MA 01845 RE: Town of North Andover Facilities Master Plan II To Whom It May Concern: Please be advised that we have read the Statement of Internal Accounting Controls qmpmW by Mount Vernon Group Architects, Inc. in connection with the above-captioned projea This statement is required under M.G.L. c.30 §39R. We were engaged, as Mount Vernon Group Architects,Inc.'s independent accountants,to review the company's financial statements for the year ended December 31, 2018. Our review was conducted in accordance with Statements on Standards for Accounting and Review Services issued by the American institute of Certified Public Accountants. No matters came to our attention during our review procedures for the year ended D6cen6w 31, 2018 that would indicate that Mount Vernon Group Architects,Inc. did not have internal mntrols over its financial reporting or that Mount Vernon Group Architects, Inc. was not adheft to those internal controls. In addition, no matters came to our attention that would indico that Mount Vernon Group Architects, Inc:s internal controls were not reasonable, with tavect to transactions and assets in the amount which would be material when measured in relation to the company's financial statements, based on the information provided to us for the purpose of our financial statement review engagement. Please feel free to call me with any questions at 781-937-5376. Sincerely, MCI,4 tl _-_ _ ,,., _p LLP SPA Partner DICICCO, GULMAN &COMPANY LLP 150 Pre!!i sderrt6al`, a)a ,sup to 5l(.)," oV ,:)urr�,nAA OISOI 7819,11,z 00 d9cc:pa cc rn MOUNVER-02 VSANTOSU AC'ORO" CERTIFICATE OF LIABILITY INSURANCE DAT � 1/21/2o202v2 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER .CNONTACT Ames 8:Gough PHONE ...- --. T FAX - --- -� 859 Willard Street _(AIC No,_Exty(617)328 6555 (A/C,No)(617 328 6888 Suite 320 ou boston ames h.com Quincy,MA 02169 A ` �_— g g _INSURER(S)AFFORDING COVERAGE NAIL# _INSURER A Charter Oak Fire Insurance Cornpanyr A++(XV1 I25615___ INSURED INSURER-B.:Travelers Indemnity_C0mPany�A++�XV 26658 Mount Vernon Group Architects,Inc. 200 Harvard Mill Square INsuRER.__Travelers Property Casualty Company of America 25674_ Suite 410 INSURER D_:Travelers Indemnity Company of Connecticut A++(Superior) 25682 - -................ _ Wakefield,MA 01880 INSURER E:Travelers Casualty&Surety Co.of America A++,XV 31194 _ INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR A-MTYPE OF INSURANCE ADDL SAt ivoPOLICY NUMBER POLICY EFF POLICY EXP LIMITS COMMERCIAL GENERAL LIABILITY ,1000,000 EACH OCCURRENCE $ _ CLAIMS-MADE X OCCUR DAMAGE TO RENTED -.-. i 1,000 000 6802J97802A 7/10/2019 7/10/2020 X i I PREMISE$(Ea..pgaurenoe)- �$ 5,000 MED EXP(Any one person)-- $- ---- ---- _� . ........_._ PE.RSONAL&..ADVINJURY,_ $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 2,000,000 POLICYU Loc PRoouors-.COMP/OP a, c orHER _ 2,000 000 B _AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT -- 1,000,000 X I ANY AUTO BAOD863206 7/10/2019 7/10/2020 e4t) $ I __ r___,--.,. X BODILY INJURY(Per person) OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURYIPer accident) $ . X [HIP X NRP00%I PRR®PERTY AMAGE 1,000,000 ...;AUTOS ONLY _ AUTOS ONLY Peracudent� $ _ ., C X UMBRELLA LIAR X OCCUR 6,000,000 EACH OCCURRENCE $ ......... EXCESS LIAB CLAIMS-MADE X CUP7E752614 7/10/2019 7/10/2020 AGGREGATE $ 5,000,000 - 1 ' - ---- DIED X RETENTION$ 10,000 Aggregate $ D WORKERS COMPENSATION X PER OT H- AND EMPLOYERS'LIABILITY Y/N _—_.STATUTE.__ .ER-- _-___. --- __.--- UB7K181967 7/10/2019 7/10/2020 1000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE -E.L.EACH ACCIDENT $ QFFICER/MEM®ER EXCLUDED? N/A --- --- (mandatory In WH) E.L.DISEASE-EA EMPLOYE $ 1'®00'000 - ---- --- - _.....-... It es,describe under 1,000,000 DESCRIPTION OF OPERATIONS be E.L.DISEASE•POLICY LIMIT $ E Prof Liability 106766877 7/10/2019 7/10/2020 Per Claim Limit 5,600,000 E 106766877 7/10/2019 7/10/2020 Aggregate Limit 5,000,000 _-.._..L.............................. —L_L_.............. DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) All Coverages are in accordance with the policy terms and conditions. Town of North Andover shall be included as additional insured with respects to General,Auto,and Umbrella Liability where required by written contract.A 30 Day Notice of Cancellation is provided in accordance with the policy terms and conditions.The Valuable Papers coverage limit is$1,000,000 under the Commercial Package Policy. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Town of North Andover THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Laurie A.Burzlaff,Director of Admin.Services 120 Main Street North Andover,MA 01845 AUTHORIZED REPRESENTATIVE moo ACORD 25(2016/03) 01988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD