HomeMy WebLinkAboutContract #: 1318 - From: 07-01-2020 To: 06-30-2021 - Univar - WTP N 10,RTH ANDOVER
CONTRACT
�k---t-OODS l SERVICES)
-'Fhrs -s en erect on of a, oi, this date by and between the To of North
Andover (th� anL
Contractai-: Univar
Address: 200 Dean Sievers Place
Morrisville, PA 19067
TelephG,ne Number. 215-337-5411
ail® michaei.crea(-Ounivarsolutions.com
1. This is a Contract for the procurement of the following:
Hyarofluosilicie Aci Q-24% and Caustic Soda-25% for a term beginning July 1, 2020 and
ending June 30, 2021 in accordance with the Invitation for Bids issued by the
Northeast/Merrimack Valley Chemical Consortium.
2. The Contract price to be paid to the Contractor by the To of North Andover is:
Hya-rofluosilicie Acid-24% ao6.209d per wet pound
Ca-tisticSoaa-23'A SU".6768 per wet pound
3. Paymen ',)e made as 1,011ows:
upon deii�ee� -,-nd mccipt of hivolce (nee 30)
4. Definitions
4.11 Acce)tance:All Cortracts require proper acceptance of the described goods or
'D} 111C "',,urih Andover. Proper acceptance shall be understood to
include inspection of goods and certification of acceptable performance for services
E�y aulhorize(l representatives of Lbe To to insure that the goods or services are
complete and are as specified in.time Contract.
4.2 ontrazt Doc umeWs: All documents relative to the Contract including(where used)
lirn,itaLion to Bid, Request f6r Proposal.s, Instructions to Bidders/Proposers, Proposal
Foryn, (leneral Conditions, Supplementary General Conditions, General
Specifications, Other Specifications included in Project Manual, Drawings, and all
A(hienda issued during the bidding period or proposal. The Contract documents are
and what is called for by any one shall be as binding as if called for
bya-,,!L The intention oaf tine document is to include all labor and materials,equipment
,ai)d �ransporaadon necessary for the proper performance of the Contract.
4.3 The, Conti-actor, Tlie "oLlier party" to any Contract with the Town. This term shall
(as u e sense, and particular Contract so require) include Vendor, Contractor,
EA jq,jneer, or oth�+ a Il abel used to klentif�y the other party in the particular Contract.
of the be understood to refer to any other such label used.
'Hie ("'ontractor's relationship to th.e Town is that of an independent contractor and
no�, tha� of a ageriL or enip�oyee of the Town.
4A �,A Sgbsuin6a] ilco R)r01:H10.t,, The date when the work is sufficiently complete,
the services are peribn-ned, or Lhe goods delivered, in accordance with Contract
docurnents, as modified by approved Amendments and Change Orders.
4.5 Qr0ods: Goods, Supplies or Matrerials.
4.6 Sub-Contractor: Those having a direct Contract with the Contractor. The term
..........................................—
includes one who furnished material worked to a special design according to the
F)rawings or Specifications of tlds work, but does not include one who merely
furnishes material not so worked,
4.7 Worl�- The services or materials contracted for, or both.
5. Terni of Contract and Time for Performance
........... .......
This Contract shall be fally performed by the Contractor in accordance with the provisions
of the Contract locum—cents on. or be-f6re June 30, 2021, unless extended pursuant to a
provision. for extension. contained in the Contract documents at the sole discretion of the
'rown, uid ix)L sutl�lect to assent by uhe Contractor, and subject to the availability and
appi-opriati oil of Funds as certified by the Town Accountant. The time limits stated in the
(."ontract documents are of the essence of the Contract.
6. Su ect...to . pr giation�p q1
......................................
in. the Contract documents to the contrary, any and all payments
which the 'Fou,vn is required to rr-uAke under this Contract shall be subject to appropriation or
other availability offwids as certified by the To Accountant. The To may immediately
terrninate or s ispend this Agreement wittiout liability on the part of the To for damages,
penalties or offier charges in the event ttie appropriation funding this Agreement is terminated
or,reduced to arn anwimt which.will be insufficient to support anticipated future obligations
under this Agreemenl',
7. Pernutsan(I A prp�
_P
Permits, Approvals and all offier legal or administrative prerequisites to its
perfc rniant,X of'Uie Contract,shall be secured and paid for by the Contractor.
8. Terniinadwi and Dt!JncWt
8.1 %Vit)uOdt Qause.. The Town may tern-iinate this Contract at its sole discretion on seven
7) �w,,ak!ndw clays" notic.e when in the best interests of the Town by providing notice to
ffi( Co iflrwor, which shall be in wnthlrg and shall be deemed delivered and received
g�`ven al jwi ,on to the ConixacLor,or hen received by fax,express mail,certified
mail r11I::!tm,n !'ec(:°ipL requested, regular rnail postage prepaid or delivered by any other
approfi :,)�i:iwe .roue shod eviden6ng actual receipt by the Contractor. Upon termination
%V thonft cause, (Z'onisuctor will be paid J.br services rendered to the date of termination.
:I
8.2 HAnil! Cori tractor is detern-ii ned by the Town to be in default of any term or
co ldillon of uhi!;; (lloriLrad, Town may terminate this Contract on seven (7) days'
notice )ruviding noln.e to ffie (.'.1onlractor', which shall be in writing and shall be
(le eined d(nIiVell`(Ihl WId oVCeiV(Xl WII(m given in person to the Contractor, or when
by faN, e,,�,press mail, certified mail return receipt requested, regular mail
pin,Wge prepaid or debv'ered by arty offier appropriate method evidencing actual receipt
by the Contractor.
®f Default. The fbllc)wung shall. constihAte events of a default under the Contract:
arty material mi step resen[ation made by the Contractor to the Town; 2) any failure
to perfon.n. 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
specitied in this Contract due to a reason or circumstance within the Contractor's
reasonable control, (ii) failure to perform this Contract with sufficient personnel
arid equipment or with sufficienI 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 t1tat were rejected by the To as unsatisfactory, or erroneous,
(v) discoritimiance of the services for reasons not beyond the Contractor's
reasonable control,, (vi) fitilure to comply with a material to of this Contract,
irrc[uding, but nn.ot Unrited to, the provision of insurance and non-discrimination,
(vii) any other acts specifically and expressly stated in this Contract as constituting
a basis fin ten.nination. of this Contract, and (viii) failure to comply with any and
all requirements of federal or state law and/or regulations,and Town bylaws and/or
regulations.
9. '11e Contractor's Breach, and.the Town's Reinedies
I............................................................................................ ........................................................... _............... ........................................
Faifinv offfie Contractor to comply with. any of the terms or conditions of this Contract shall
be deemed a material breach. of t1i.is Contract, and the To of North Andover shall have
all the rights and remedies provided in the Contract documents,the right to cancel,terminate,
or smperid [he ( ,.ontrac :in or in part, the right to maintain any and all actions at law
or iri equity or other proceedings with respect to a breach of this Contract,including damages
and speci firl,,, perfomiance, and the riot to select among the remedies available to it by all of
ffie a])()V('%
Frorn.any wm dtie W the Conixactor for services, the Town may keep the whole or any part
of tile aniwuri.t tbr e�cperises, losses said: darnages incurred by the Town as a consequence of
proctiring icriccs as a resuh, of �,!iny fitifin"e, omission or mistake of the Contractor in
providing servi(,es as provided in this Contract.
10. Sta.Wlory,l,'r)qup[iance
0 1 ThiS be:construt�dmd governed by the provisions of applicable federal,
suu.0 and lo al lav�,s A:Lnd rc,Wflations; and wherever any provision of the Contract or
C I
ontiuo docuni�'mros diall �;,oiifffio wiffi any provision or requirement of federal, state
or lair or re!,uUii)n, fl�ien fl�kt:� provisions of law and regulation shall control.
15 9
w t lie: Contracl, Oie provisions of the Massachusetts General Laws
an." incorporated by ii'efirenct into this Contract, including, but not limited to, the
fo 111 o VV'11 rig
N4,01, ('Iiapi r.3013 - air o(,urern(M1 of Goods and Services.
"\4.(J'1'. Sec, 19, elseq: - Public Works Contracts.
JM G.L. Chapter 1.49, Section 44A, et seq: Public Buildings Contracts.
[0.2 Wherever applicable JrJrW ruaridales the inclusion of any to and provision into a
rnunicipal contract, then 0 ilnffl be understood tl'.rat this Agreement shall import such
Wrin. or provision into this:,; (_'ontrarcl. To whatever extent any provision of this
Contract shall be in.consistent wittl any law or regulation limiting the power or
liability of cities and.towns, sucli, law or regulation shall control.
I
10.3 The(...ontracv-)r shall give all.notices wi.d comply with all laws and regulations bearing
oi.,-i the performance of the Contract. If the Contractor performs the Contract in
violation of any applicable law or regulation, the Contractor shall be all costs
arising therefrorn.
0.4 The Clontraclor shall l(eep itself fiffly informed of all existing and future State and
National 11:_laws and Municipal By.laws and Regulations and of all orders and decrees
of.my bodies or tri]bunals having jurisdiction in any manner affecting those engaged
or employed in the work, of the sr.rraterials 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 r,n,66ngl Lo the Town. It shall, at all times, itself observe and comply with all such
e isfing and laws, by laws, regulations, orders and decrees; and shall protect
and indernnif.y the Town of Nortb Andover, and.its duly appointed agents against any
ciaiin or liability wising firorn. or based on any violation whether by it or its agents,
enipl �,Ire,es or subcontractors of any such law, by law, regulation or decree.
11. C orifficii,of inwre,:a'�
Bolh 11re 'i(n)in wid than (,witractor acknowledge the provisions of the State Conflict of
Interest J,aw ((ieiieii'a� laws and this Contract expressly prohibits any activity which
shall o)Tl�ifihltc' a vi6k:aion of diat law. The Contractor shall be deemed to have investigated
11ke appl''icat'lon of N,I.G.l- (,268A to the perforrna.n.ce of this Contract; and by executing the
('"'ontrad, (fix,,wunerfls die oMra lor (ertifies to the Town. that neither it nor its agents,
e,rnployee�!,,, oi'� are d1c,,reb)" in viol.ation. of General. Laws Chapter 268A.
12. Cerlifica i ,iii ofT
This ( ontiact oiust nn�,dude a �;eriliFik,,,a ion ofwc compliance by the Contractor, as required
by 11 1 ieneral r,aws a;62C, S'ec,6on 49,,N (Requirement of'l'ax Compliance by All Contractors
Providing Goods, oii!"Reall EsLate Space to the Commonwealth or Subdivision).
13. Affirrna6ve ,A.(.,tJ.on"
The Contructor wsli out ffie ol)Hgadoins ofthis Contract in. full compliance with all of
ffie MIPOSUd by or rWrsuaM to General Laws c15113 (Law Against
Dk(,-T�n6na6o�i) arid an3r e)w�,,,utive oirilleii";i, n1l.es, regulations, and requirements of the
('01111110W ('.)f
I a,.,,,, fficy inalli, fi-om time to time be amended.
Jlw Coll oyactor slii�ll (m!oinpIy \A,-nih oil federal and state laws, rules and regulations promoting
0], proliNting employment discrimination and unfair labor
pnu:fte�i and cdiall �iot dk(�!�iirnkiWe ir� [lie laring of any applicantfor employment nor shall
any (1uwHfied ei�nployee be dernou�Rd,discliaxged or otherwise subject to discrimination in the
tenure, position, 1')romo[ioJJJrJ opportuniLies, wages, benefits or terms and conditions of their
enOwi,riimL �)ecaus(,. of race, (,,olor, national origin, ancestry, age, sex, religion, disability,
se)(tial orientation or for exerci.sing any rights afforded by law.
14. ....tent...i....t..i.o....n......o...f............n......f..':)...r.....,.c..e......a......b............ . A.:g g, J�ie'F-o .1
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This Conb-ac[is only binding upon, and enfi.)rceable against, the I I own. if. (1) the Contract is
signed by thtCFown Manager or its designee; and (2) endorsed with approval by the Town
Accountant as to appropriation or availability of fiands; and(3)endorsed with approval by the
Town. Counsel as to f6rrn.
15. QoM�1�Contractor
it the 'ontractor is a corporw'ion, it shall endorse upon this Contract (or attach hereto) its
Clerk,s (",,ertificntw or if' a Limited Liability Corporation, a Manager's Certificate or other
docurnentation satisfactory to the'rown certifying the corporate capacity and authority of the
parly, signirng this Contract for the corporation. Such certificate shall be accompanied by a
le ter or other inm'rurnent stating that su.ch authority continues in full force and effect as of
the (late the Contrklict is execuied by the Contractor. This Contract shall not be enforceable
ag:,ainst the Towri. of' Nortil Andover un.l.ess and until the Contractor complies with this
'ecfior�.
Tile CoMrat,,,u�uir, uful k.)reign curporation, sball com.l,-)Iy with the provisions of the General
8�� , §3, �ind any Acts arid Arnendments thereof, and in addition thereto, relating to
H& appoiraiinerit of the Commissioner of Corporations as its attorney, shall file with the
of Corporations a Plower of'Attorney and duly authenticated copies of its
Chwter or Certi ficate of Incorporation; and said Contractor shall comply with all the laws of
the Coninwnweaftli,
16. IJaHi
To tfie 1W1 extert, l,)errri!itb A bl,P, Iknvry no official:, employee, agent or representative of the
F0101111 OF 11111,;o,th 1111rido,ver sl Nlfl 'be iiidividual[yr or,personally liable on any obligation of the
Tov,,r r undeui° Oris o n t rac L
17. lndenu uficati Yn
- =L=
'Be (",01ANA0,01' S,lr�aH undei�nid`y, (ief'Ctid save hapless the Town, the Town's officers,
�IgC`JILS k1IN �nnployet:!s, 11,o�n aiid ag I ainst any and all damages, liabilities, actions,
sifits, p�i �cecdirigs, churri!s, deniands, losses, costs, expenses, recoveries and judgments of
e,.,cT',y "and descriptiwi t hichiding reasonable attorneys' fees) that may arise in whole
o�i° iul .i)art o�A, ofo�!" I'Tu COMIWR)n with Lhe wurk being perfort-ned or to be performed, or out
of anilIV, W111 0C by tli UuO mclor,Us employees,aget-its,subc
ontractors,material men,
a�id, ui,rectly or 61i(fiml�d,,s,ernpk)yed11y any of ern.or anyone for whose acts any of
r�c, reganfl� s of%i4ieffier or not it is caused in part by array arty indemnified
i.`urther :11grees to reiin,iburse the 'town for damage to its property
cause,l b,)) Contractor. irs en)0oYces, agen s, subcontractors ormaterial men, and anyone
clirecfl.)2 or irif,.larc,,cdy eniployed bywi) offfiern or anyone forwhose acts any of them maybe
fidble, awnages, a. iused bily' q11Sm aLS' their use of faulty, defective, or unsuitable
iiu)a xiai or equipment,unless the damage is causedbythe gown's gross negligence or willful
rrdscorAu�ci[. The existence of insurance shall in no way limit the scope of the Contractor's
i Tu de tnnif I iA 1�:10on wider this contract.
18. Workers (,'omp nuqtion hisuraii.ce
1"I'le Contractor shall provide by insurance for the payment of compensation and the
.furnishing of otiier benefits imder Chapter 152 of the General Laws of Massachusetts (The
Worker's Cornpen.sation. Act) to al] ei uployees of the Contractor who are subject to the
provisions of Chapter 152 of the General Laws of Massachusetts.
Faflure to provide and contirate in. fbrce such insurance during the period of this Contract
shall. be deerned a n.'iaterial tneach of this Contract, shall operate as an immediate termination
thereof, and the Contractor shall indernnify the Town for all losses, claims, and actions
resulting rrom flie failure to provide the insurance required by this Article.
Ilie Contractor shall furnish o tht., 'Town evidence of such insurance prior to the execution
offfijs Comr act h) a forn) salisfa(,Aory Lo I]IeTown before the same shall be binding on the
pw-des ffiereto, except if sp(::,6&-,afly waived by the Town.
8.1 The Comractor furi-ther, understands and agrees that in rendering services to the town
Uffilet' dus Conurad Him 11i.e� Contractor is an independent contractor and not an
etnpioyee o( die Town, that tlx: Contractor is not covered by the Town's Workers'
CoTripensafion, or HaNlity insunwt,,e, that the Contractor shall not make any claim
againsu th(:F Town., its officers, agents and employees and that the Contractor
indeninifies, !iarmless,and releases the Town from any claims of the Contractor
or of any ofier part'), Uiat may m se un whole or in.part out of or in connection with
ffie work benng Perfi:wnne(l b) ffie Comractor.
19. DocurncrO: �,, Njqum i.alsj'w,,
of TnwerUs, repor�s, data, etc, given to or prepared or assembled by the
Conuucwr tuifleT, ffi�s Contra(,V :m,,: to be kepu confidential. and shall not be made available to
-in) I servants, or employees of
�ncfiliidua� or organizalk n by ffie,� Contauctor (except agents,
Ole Cf'xl�n'lctor) WiO]IoW Ole PHor vxilten approval of the'Fown, except as otherwise required
b) la,,)v, 'Hie C�Dntracu)r sNill carnpi), ffie provisions of Chapter 66 and Chapter 66A of
die (`Teneran Laws o.[,` ?Vlassacw iusetts as ffiey relates to public documents, and all other state
a ' ��der.nd d maws wid regul it'ons rii.,Ia(ing to confidentiality, security, privacy and use of
confideniial data.
Any produced ii-i %rJ-io e ar imn pwt un.der this Contract shall not be subject to
C�Dpyrng-ki, t Xc'ep Iry Yown, nun u]ie I 4fii�N] States or any other country. The Town shall
iiave, paynientofany royalty,commission,or additional fee
of any i",q)e nalure, disclose, reproduce, distribute and otherwise use, and
aullu"flize owe iers to use, in part,any reports,data or other materials prepared under
Afl (halo, f,)rograins, sorv,�,,,we, equiprnenLl furnishings, and_any other documentation
01' pYac,.li ft)r by Town shall vest in t1je Town. Tbe Contractor shall at all times,
t,ejl-:i,n�aii,�<i�,i(,,,),i,� u]us Coutrac , obtain the prior vvi.-itten approval of the Town
befoi-e malting any statement bearing o.n the work performed or data collected under this
Contract to the press or issues any material for publication through any medium.
20. Confidentiality
...........I -
The Contractor shall comply with Ntl G.L. 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
0)Mracuwin the pei-f6rinance of this (..ontract, which shall include, but is not limited to the
Town's Public records, docunients, files, software, equipment or systems.
21. Reco ijiZ,.Lxjd Retentiop, fiction of Records
...............................
rnaintain re cords,books,files and other data as specified in this Contract
wid irl sut,,h detail. as shall properly substwitiate claims fi.)r payment under this Contract, for
a MiDiMiuxi retention period of seven. (7) years beginning on the first day after the final
payn ent under ffiis ("ontract, or such longer period as is necessary for the resolution of any
l i h gati or i, c l aini, negotiation, axidit or od-ter iriq uiry involving this Contract. The Townshall
have access duiring the Contractor's rt,,,,gular busiriessliours and upon reasonable prior notice,
to such tvil:,ords, including OD-site; reviews and-rep.roductiori of such records at a reasonable
experuse.
22. A:� 'V)Jllcllt
The Conuw,,,un, shall not assign or, delegate, in, whole or in part or otherwise transfer any
P
liability, responsilrlboy, obligatkni, dUty or interest under this Contract without the written
!:ipproval offfie TOWn,
23. SuN"Oil:t raC t i n&jjy--Cgn u,ac�ci r
Any subt;onlrwl,ri cmen"Xi inw by the Contractor for th.e purposes of Ufilling the obligations
Ulder this U'i uiarad must be in writing, authorized in advance by the Town and shall be
kX)Ilsis ew u,vith wd su �jec.t w the provisions of tbis Contract. Subcontracts will not relieve
or disc lure gc tne Contnactor fi°on any dlAy, obligation,responsibility or liability arising under
this Contract, I he Town is entitled i�,(-) u,,opjes ofall. subcontracts and shall not be bound by
any provislons tonlained un a sliN.,,ontralit to wliich it is not a party.
24. 1,6 ,k of' ,oss
Thc Contracwr shaH ble,,Lr Lhe risl% f4;urmy Coritractoi,.materials used for this Contract
wid for aH dcliverles, and IIIersonal or other data which is in the possession of the Contractor
or- used by the G,Aflr:3�,°(or in the performance of this Contract until possession, ownership
ari,] Ft.1 flflc to the del i w-c IXWISR.,3Ted to and.accepted by tlie Town.
25.
-L-i— W
The Contractor will carry out tbe obligations of this Contract in full compliance with all of
the requirements imposed by or pursuant to General Laws c 151, §1,et seq. (Minimum Wage
Law) and an.y executive orders, rules, regulations, and requirements of the Commonwealth
of Massa,cb.usetts as they may from time to time be amended. The Contractor will at all times
comply with the wage rates as deten.-nined by the Commissioner of the Department of Labor
and IndustrieS, Ulider the provisions of General Laws 649, §§26 to 27D (Prevailing Wage
Law), as shall be in. force wid as amended.. 'the Contractor will, in addition to any other
«.,aubrridssiork�.,n required by the Prevailing Wage Law, submit certified weekly payrolls to the
Town wid.i the inf:..)rmation.described.in General Laws c149, §27B.
26. Aud I t mItttltr aAion and R.e(,()-r---
,d,L ing
......—-
A an Y y, 6.m.( during no ial business hours, and as often as the To may deem it reasonably
there shall be available in. the office of the Contractor for the purpose of audit,
emffnina[ion., and/or to mAe excerpts or transcript all records, contracts, invoices,materials,
pa,Yrolk, -�.X,I,ords iDif jxa'sonnel, conditions of employment and other data relating to all
maLters covered by this Agreernent.
27. 1!gYMCM1
Thc To��N,,n agree��,, to make al I reasonnible effbits to pay to the Contractor the sum set forth in
ffie� Contrac poi r"s or pF'o1)os,,,fl Nvithin. thirty (30) days of receipt of an invoice detailing the
work (,,otripleled ani"A acceptance ftoin drie 'Fown of the work.completed.
28. Wakierwid Arriendinecia
any a( ( itional term, co.nditioin, covenant, duty or obligation
Anieridxnt,:n�s, or Nvaivers of , I I
r;ont,,:Jned in d6s Conitnuct irniy be rnade only by written. amendment executed by all
I
signatciries tci dic, orlg:ffial Contratlt,prior to the effective date of the am. endment.
To ffie ex,Aem aflo'vired by hrivir, ,iny conditions, duties, and obligations contained in this
Colmuct irlay be orflIV, by wriVen.agreementby both.parties.
Foibearance or in any fi.)rni, or manner by a party shall not be construed as a
virai°n,,er, rio:r in an3i,, inanner lirnu[ the la gal. or equitable remedies available to that party. No
waiver by e;fliei party of an',V defnudt or bireacb shall constitUte a waiver of any subsequent
defnwlt one bre,,udi of a siini4ar or different, nn,,,tUei%
29. Fonini and Chor 'iee t)N,aw
This ("'Ontract aria ari)r p,,rfiiirtnann,�c ber6n shall be governed by and be construed in
ac,coidance, wirh the law!!,, of ate Coal inon weal Ili of Massacl-tusetts. Any and all proceedings
or ac on,,,,, relaLirig �X) subJect rnatter lierein �,hafl be brought and main.tained in the courts of
fl ie (.I of shall have exclusive jurisdiction thereof. This
parao rapl,, not he constn ied to lirnitan'y other legal rights of the parties.
30. Notices.
Any notice pennitted or required u,nder the provisions of this Contract to be given or served
11'.)y cither, of the parties hereto tnpoti 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 a
certified or, registered mailing propeirly addressed. Notice to the Contractor shall be deemed
si iffici ent if sent to flw address net forth in ffie Contract and to the Town of North Andover
by being sent to the Town Manager, Town Hall, 120 Main Street, North Andover,
Massaclausells 01845.
31.
This Coaract shall be binding upon the Contractor, its assigns,transferees,and/or successors
in int re st (and where n.Ot corporate, the heirs and estate oft e Contractor).
32.
]1)is, insLnunenL, together with its endorsed supplenients, and the other components of the
oWract &�ncunienfs,,, constillutes the eritire contract between.the parties, with no agreements
wber V lian those incorporat,ed herein.
33. Cowractor, Certificad'olis
i fly signing fl-iis corrtracii,, tbe Con.tractor certifies under the penalties of perjury that
pursuant �) General Laws c62C §49A., the Contractor has filed all state tax returns,
pai(I all taxes arid complied with all. laws of the Commonwealth relating totaxes; and
�1,iat pursuaint to (ieneral Laws 651A, §19A, the Contractor has complied with all
laws th Coniniomyealfli relating to contributions and payments in lieu of
contributions,
3,2 B sigrinll, ffiis contract, U-ie Contractor certifies under the penalties of perjury that
Y
HliS Wfflfact has bo,,vi obtahuld in good faith and without collusion or fraud with any
oJlt�l- pt lsoll, "1111's s]�ell in ffiis certification, the word"person." shalt mean any natural
person, busoiu Ssl partn(,:rsl!iip, corporation., union, committee, client or other
organ izat ion, i''utily or group of"individuals.
333 QualHlu at ions. Cowracwr certifies it is qualified and shall at all times remain
lie dorni ffiis Contract, that perfomiance shall be timely and meet or
indusny stamtlirds dbr the perforrnana�se required,including obtaining requisite
rt iStTWIOWS, perndts, resources for, performance, and sufficient
liability, and otber appropriate insurance to cover the performance. If
the Coi ftractor is a corporation,the(.-"ontractor certifies that it is in good standing with
die office of the Secretary of State. If the Contractor is a foreign business, the
Contractor certifies that il is li.Aed 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 th.is 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 fiaiding and resources to prevent fraud, waste and abuse.
315 Debarment, The (,,ontractor certifies that neither it nor any of its subcontractors are
CUrretitly debaiTed or suspended by the Federal or state government under any law or
regulations in.(.,Juding, Exe(;,utive Order 147, M.G.L. c29, §29F, M.G.L. c30, §39R,
NI-G.L. 649, §27C, M.G.L. c149, §44(.,, M.G.L. 649, §14813 and M.G.L. 652,
§25C.
34. Additional Provisions"
.. .. I - I .- -11- 1
34.1 Applicable to Contracts for the Procurement of Goods
34m 1.'V "'Good,.s" shall rne,.-ui. Goods, Supplies, or Materials, as described in the
Contnict.
3 141.2 Ch e Orders,
-�-,Ll N................----
0-liange orders I-ror contracts sltillject to M.G.L. c30B may not increase the total
pr t-nor(,,,' than twenty-five (25.0%) percent and shall be in compliance
,wjffi klassachusetts General Laws 0013, §13.
This Contract For piucbase includes the following delivery, installation or setup
u,e(tuit'erneiiis:
...............--...... .........................I.-----.................................
34.2 (t,ppficabh,, to CIA�nftracts for Servicles
-34, 1 "S.enjces" slhall irlean furnishing of labor, time, or effort by the Contractor.
Phis teriti shaH not, include ernployrri.ent agreements, collective bargaining
agreern(:3its, gr,,uitagreeni.ents.
'42') Chan
.tan m9lda�a a'
Charig4l, cirii,Jers for contracts subJect to Massachusetts General Laws c30B
ina.y wiot the Loral contract price by more than twenty-five (25%)per
ct,,ifl and shaH bo hi compliance with.massachusetts General Laws c30B, §13.
3,f�,21 3 NliflIflJUM
The C,0 111tr'actor kn,,fll carry out the obligations of this Contract in fall
coiripliaiice afl offfie reqi.i.irem.ents imposed by or pursuant to General
1,aws c 15 1 , §l, 4?t seq. (J"ini .um Wage Law) and any executive orders,
niles, regn,datliojis, uaid re;quirer.icients of the Commonwealth of Massachusetts
as they may fioni tirne to time be amended. The Contractor will at all times
coiriply with the wage r°ates as determined by the Commissioner of the
Depaiftmeid of Labor awl Industries, under the provisions of General Laws
c149, §§26 to 271) (Prevailing Wage Law), as shall be in. force and as
amended. I'he Contractor will., in addition to any other submissions required
by, the Prevailing Wage Law, stibrait certified weekly payrolls to the Town
with the in-f"orynati on described in General Laws c 149, §27B.
34 2.4 I.D. au.r. a.Q. ,.c.e:
'Ibe Contractor shall obtain and maintain the following insurance:
3 4.a 2.4.1, Workers Compensation.Insurance of the scope and amount required
by tlie laws of the Commonwealth of Massachusetts.
4.2.4.2 Broad Fon-n Comrnercial. General I.Aability 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 ofthe work.
34.2.4.3 AutomoNle Liability Coverage, including coverage for owned,
hired, or borrowed vebii.cles with limits of at least $1 Million per
persoit, mid $1, J"il I ion per accident- '11-ie intent,of the Specifications
regarding insui.-ance is to specify nummurn coverage and minimum
lirtiios of liability acceptal.Ae under the Contract. However, it shall
N Lite Coiaractor's responsibility to purctiase and maintain
iirsarirarce of serene (;haracteraiid in such arnounts as will adequately
aml Are'Fown. Erom arid against all claims,damages,losses
annul expenses resu]ting from exposure to any casualty liability in the
perfiiri)mice offlie work.
34,24.3 All req� dred his jrance shall be certified. by a duly authorized
represeia:R&�,,e of' the insi rers on the "MIIA" or "ACORD"
(-I oflnstmrance forry.i. iricorporated into and made a part of
dhk agreemeio Propefly executed certificates signifying adequate
�.A)Tvvirage m efleci� for tbe duration of the contract with renewal
ce�rbficai, isstied r)ot less thmi. 30 drays prior to expiration of a
pohcy peric)(1, rntisiP be stibmittedr to the Town prior to
ofdds Coritract.
34.21,44 The Towti sluffl be named 'Irs an additional insured on the above
liaibihil,, policies, and th,e Coiitractor's insurance shall be
l miary coverag)r' e. The cost of such insurance, including required
cndors� nwms or ainerldments, shall be the sole responsibility of the
Coia Irw,!Ior.
3,1.2.4,5 CoTOnv,ALLal liability must recognize the indemnities contained in
this \grecTnero,,
34.2.4.6 ("overages are to be maintained, for a period of two (2) years after
u'ma� paymetft,,
34.2.4.7 The Contractor shall maintain all required insurance in fall force and
eff.'ect as req�iired by this Contract or the Contractor shall be in
material breach.hereof
IN Wl]']�ESS WHEREOF the parties have hereto and to two other identical instrments set
Earth their liandsthe day and.year first above writtex-.i.
THE TOW114 THE CONTRACTOR
Division/Departrnent Head, Co-impany Name
To Maiiager 11)ignatUrc., Date
U — Clio, W114 Ck 0C,
Print Name & Title
Federal Identification
APPROVED ASTOFORM:
I l?A
koco,—�s�,--- Date
CER11FICATION AS TO AVAIL,ABIL.JTY OF FUNDS:
.........— 17) Ls
Tom
(;C)t,
o c wmaaii .Dale
CERTIFICATE OF VOTE
At a duly authorized meeting the Board of Directors of the
held on it was
VOTED, THAT
(Name) (Officer)
of be and hereby is authorized to execute contracts and bonds in the
name and on behalf of said.............. and affix its corporate seal hereto; and
such execution of any contract or obligation in the name of— on its
behalf by such officer under seal of ............—,,shall be valid and binding upon
I hereby certify that I am the clerk of the above named and
that is the duly elected officer as above of said
and that the above vote has not been amended or rescinded and
remains in full force and effect as the date of this contract.
..................................
(Date) (Clerk)
CERTIFICATIONS
CERTIFICATE OF NON-COLLUSION
The undersigned certifies under penalties of perjury that our bid or proposal has been made and
submitted in good faith and without collusion or fraud with any other person. As used in this
certification, the word "person" shall mean natural person, business, partnership, corporation,
committee, union, club or other organization, entity, or group of individuals.
Signature.- Date-
1k,Ld_
Print Name & Title Company Name
CERTIFICATE OF TAX COMPLIANCE
Pursuant to Chapter 62C of the Massachusetts General Laws, Section 49A (b), I
�WAA�Cc authorized signatory for
Name of individual Name of contractor
do hereby certify under the pains and penalties of perjury that said contractor has complied with
all laws of the Commonwealth of Massachusetts, and the Town of North Andover, relating to
taxes,permit or other fees,reporting of employees and contractors, and withholding and remitting
child support.
Signature Date
...............................