HomeMy WebLinkAboutContract #: 1573 - From: 12-01-2022 To: 12-31-2024 - Colliers Project Leaders - Town Manager CONTRACT FOR PROJECT MANAGEMENT SERVICES
CONTRACT N /S 72)
DATE: td-I I L4 I ?A '?-L,
This Contract is entered into on, or as of,this date by and between the Town of North Andover(the
"Town"or"Owner"), and
Contractor: Colliers Project Leaders USA NE,LLC ("Owner's
Project Manager")
Address: 100 Federal Street,33 d Floor
Boston,MA 02110
Telephone Number: 844-727-0055
Email address: derek.osterman*collierseng.com
to provide the Project Management services required to complete the Basic and Extra Services
described herein for the construction of a renovation/addition at North Andover Middle School ("the
Project"or"Owners Project").
The Owner's Project Manager is authorized to perform the services required by this Contract through
the construction and closeout phases, as indicated in Attachment A.
IN WITNESS WHEREOF,the Town and the Owner's Project Manager have caused this Contract to be
executed by their respective authorized officers.
THE TOWN Owner's Pro ect Manager
A L4 ;D
Town Manager Date Signature Date
Print 7 Name& Title
Approved as to form: CFRTIFICATION OF AVAILABLE FUNDS
AV
Town Counsel Townkccountant
U
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Town of North Andover and Colliers Project Leaders USA NE, LLC
ARTICLE 1: DEFINITIONS
APPROVAL—a written communication from the Town approving either the work of the current Phase,
as identified on Attachment A,or authorizing the Owner's Project Manager to proceed to the next Phase
or approving the scope and compensation for either Extra Services or Reimbursable Expenses.
ARCHITECT/ENGINEER—herein also referred to as the DESIGNER--the person or firm with
whom the Town has contracted to perform the professional designer services for this Project.
BASIC SERVICES—the minimum scope of services to be provided by the Owner's Project Manager
under this Contract, unless the Contract is otherwise terminated pursuant to Article 12.
CERTIFICATE OF FINAL COMPLETION—the form which contains the certification of the
Designer, OPM and the Town that the Project has reached Final Completion.
COMMISSIONING CONSULTANT—a person or firm which may be engaged by the Town to
provide building commissioning services, including advisory services during design and construction.
CONTRACT—this Contract, inclusive of all Attachments, between the Town and the Owner's Project
Manager; all written amendments to this Contract; and all Approvals issued pursuant to this Contract.
CONTRACTOR or GENERAL CONTRACTOR—the person or firm with whom the Town has
contracted to perform the construction for this Project pursuant to the provisions of G.L. c. 149,
§§44A-44J.
EXTRA SERVICES—services requested by the Town to be performed by the Owner's Project
Manager but which are additional (or"extra")to the services performed as Basic Services.
FEE FOR BASIC SERVICES — the fee to be paid to the Owner's Project Manager for
satisfactorily performing, in the Town's sole discretion,the Basic Services required under this Contract,
exclusive of the compensation to which the Owner's Project Manager is entitled pursuant to Articles 9
and 10.
FINAL COMPLETION—The work has been completed in accordance with the Construction
Contract Documents.
GENERAL LAWS — the Massachusetts General Laws as amended, including any rules,
regulations and administrative procedures implementing said laws.
NOTICE to PROCEED—the written communication issued by the Town to the Contractor authorizing
the Contractor to proceed with the services specified in the construction contract and establishing the
date for commencement of the contract time.
OWNER'S PROJECT MANAGER —the individual, corporation, partnership, sole
proprietorship,joint stock company,joint venture or other legal entity identified as such on page one of
this Contract performing the professional Project Management Services under this Contract.
PHASE — a distinct portion of the work of this Contract and its associated duration, as identified on
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Town of North Andover and Colliers Project Leaders USA NE, LLC
Attachment A. Prior Approval to proceed for each Phase is required from the Owner.
PRINCIPALS—the owners and/or officers of the Owner's Project Manager who are actively involved
in the management of the Project.
PROJECT — all work that pertains to the study, planning, design, construction, reconstruction,
installation, demolition, maintenance or repair, if any, as defined in the Project Scope and Budget
Agreement or Project Funding Agreement.
PROJECT BUDGET—a complete and full enumeration of all costs of the Project.
PROJECT DIRECTOR—the employee of the Owner's Project Manager who has been designated in
writing by the Owner's Project Manager as its authorized representative, as approved by the Owner,
pursuant to the requirements of M.G.L. c.149 §44A'/2 or G.L. c. 149A, § 2, as the case may be, for an
"owner's project manager" and 963 CMR 2.00 et seq., and shall be the person who shall oversee
and be responsible for all Project Management Services provided under this Contract. The Project
Director shall be certified in the Massachusetts Certified Public Purchasing Official Program as
administered by the Inspector General of the Commonwealth of Massachusetts.
PROJECT REPRESENTATIVE—the employee or a Sub-consultant of the Owner's Project Manager,
who shall be dedicated exclusively to the Project, on-site full-time during the Construction Phase
in accordance with the requirements of Article 8.6.2.
PROJECT SCHEDULE—a complete list of all activities,time and sequence required to complete the
Project.
REIMBURSABLE SERVICES OR REIMBURSABLE EXPENSES— the cost of services requested
by the Owner to be performed by the Owner's Project Manager or the cost of expenses paid by the
Owner's Project Manager that are reimbursable pursuant to the provisions of Article 10.
SUBCONTRACTOR — for purposes of a project utilizing the design-bid-build construction
delivery method pursuant to G.L. c. 149,a person or entity having a direct contractual relationship with
the Contractor, who has the contract to perform the construction of the Project, except as otherwise
specifically provided herein or as required by Law.
SUBCONSULTANT — any individual, company, firm, or business having a direct contractual
relationship with the Owner's Project Manager, who provides services on the Project.
ARTICLE 2: RELATIONSHIP OF THE PARTIES
2.1 The Owner's Project Manager shall act as an independent contractor of the Town in providing the
services required under this Contract.
2.2 The Owner's Project Manager represents to the Town that it has fully, completely and truthfully
represented the qualifications and skills of the Owner's Project Manager, its Sub-consultants,
agents, servants and employees in the proposal submitted by the Owner's Project Manager, in
response to the RFQ on September 21, 2022, the Contract documents and in all communications
with the Owner relative to this Contract and the services to be performed hereunder by the Owner's
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Project Manager, its Sub-consultants, agents, servants and employees.
2.3 The Owner's Project Manager shall perform its services under this Contract with no less than that
degree of skill and care ordinarily exercised by similarly situated members of the Owner's Project
Manager's profession on projects of similar size, scope and complexity as is involved on the
Project. The Owner's Project Manager's services shall be rendered in accordance with this
Contract.
2.4 The Parties hereto agree that the Designer is solely responsible for the design requirements and
design criteria for the Project (except to the extent specifically delegated to others) and for
performing in accordance with the contract between the Owner and Designer.Notwithstanding the
above the Designer has not delegated any services to the Owner's Project Manager.
2.5 The Parties hereto agree that the Contractor shall be solely responsible for construction means,
methods, techniques, sequences and procedures, the Contractor's schedules, and for safety
precautions and programs in connection with the Project and for performing in accordance with
the Owner-Contractor Agreement. The Owner's Project Manager shall be responsible for the
Owner's Project Manager's acts or omissions but shall not have control over or charge over
acts or omissions of the Contractors, Subcontractors, or the agents or employees of the
Contractor,CM at Risk,Subcontractors,the Designer,the Town or the Commissioning Consultant.
2.6 Nothing in this Contract shall be construed as an assumption by the Owner's Project Manager of
the responsibilities or duties of the Contractor or the Designer. The Owner's Project Manager's
services shall be rendered compatibly and in coordination with the services provided by the
Designer. It is not intended that the services of the Owner's Project Manager and Designer be
competitive or duplicative, but rather complementary. The Owner's Project Manager shall be
entitled to rely upon the Designer and Contractor for the proper performance of their obligations
pursuant to their respective contracts with the Town.
ARTICLE 3: RESPONSIBILITIES OF THE OWNER
3.1 The Town shall designate an individual or individuals who shall have the authority to act on behalf
of the Town under this Contract and who shall be responsible for day-to-day communication
between the Town and the Owner's Project Manager.
3.2 To the extent such data is available,the Town shall furnish to the Owner's Project Manager existing
surveys of the Project site, building plans, borings, test pits, structural, mechanical, chemical or
other test data, tests for air and water pollution and for hazardous materials, photographs and
utility information. The Owner's Project Manager shall be entitled to reasonably rely upon the
sufficiency and accuracy of the information furnished under this Article 3.6, provided that the
Owner's Project Manager shall notify the Town in writing of any deficiencies in such data that the
Owner's Project Manager becomes aware of.
ARTICLE 4: RESPONSIBILITIES OF THE OWNER'S PROJECT MANAGER
4.1 The Owner's Project Manager shall provide project management services to monitor
procurement procedures, design, construction and other related activities and to facilitate,
coordinate and manage the Project with respect to timely performance in accordance with the
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Project Schedule and monitor the quality of services and workmanship and shall recommend
courses of action to the Town when respective contractual requirements are not being fulfilled. If
the Owner's Project Manager is authorized to proceed with services beyond the Schematic Design
Phase services shall continue through substantial use and occupancy by the Town, and Project
closeout.
4.2 The Owner's Project Manager shall perform the services required under this Agreement in
conformance with applicable federal, state, and local laws, by-laws and regulations.
4.3 The Owner's Project Manager shall report to the Town any act or inaction in connection with the
Project which the Owner's Project Manager believes creates a substantial health or safety risk.
Notwithstanding the immediately preceding sentence, the Owner's Project Manager shall not
assume responsibility for safety precautions and programs in connection with the Project, which
shall remain the sole responsibility of the Contractor.
4.4 The Owner's Project Manager acknowledges the importance that the Owner attributes to the
abilities and qualifications of the key members of the Owner's Project Manager's team, including
Sub-consultants, and the continuity of key members' participation in the services to be provided
under this Contract. This Contract has been entered into on the representation of the Owner's
Project Manager that the individuals, consultants, assignments and responsibilities will be
maintained throughout the duration of this engagement. No substitution or replacement of
individuals or change in the Sub-consultants, or adjustments in their level of participation of key
members of the Project Team,as listed in Attachment B,shall take place without the prior written
approval of the Town, except when necessitated by causes beyond the Owner's Project
Manager's control. If the Owner's Project Manager proposes to replace one of the key members
of the Owner's Project Manager's team,the Owner's Project Manager shall propose a person or
consultant with qualifications at least equal to the person or firm the Owner's Project
Manager proposes to replace. The Town shall have the right to approve any substitution or
replacement, or Sub-consultants listed in Attachment B and such approval shall not be
unreasonably withheld. At the request of the Town, the Owner's Project Manager shall consult
with the Town to resolve any situation in which the Town determines that a member of the Owner's
Project Manager's team is failing to perform services in an acceptable manner to the Owner. The
Town shall have the right to direct the removal of any such person or consultant. No act or omission
of the Town made or permitted under this Section shall relieve the Owner's Project Manager of its
responsibility for the performance of the services specified in this Contract.
4.5 The Owner's Project Manager shall employ at all times professional and support personnel with
requisite expertise and adequate numbers to assure the complete, timely and high quality
performance of the obligations of the Owner's Project Manager.
4.6 The Owner's Project Manager shall be and shall remain liable to the Town for all damages incurred
by the Town as a result of the Owner's Project Manager negligent performance or non-performance
of the services under the terms and conditions of this Contract.
ARTICLE 5: SUBCONSULTANTS
5.1 The Owner's Project Manager shall not employ consultants, sub-consultants, sublet, assign or
transfer any part of its services or obligations under this Agreement without the prior approval of
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and written consent of the Town. The employment of Sub-consultants shall not in any way relieve
the Owner's Project Manager from its responsibilities under this Contract. Nor shall the Town's
approval of a Sub-consultant in any way relieve the Owner's Project Manager from its
responsibilities under this Contract.
5.2 Upon request, the Owner's Project Manager shall provide the Town copies of its agreements with
Sub-consultants, including amendments thereto, and shall consult with the Town with respect to
the inclusion therein of appropriate terms and conditions to assure timely,efficient and competent
performance of the Sub-consultants.
5.3 The Owner's Project Manager shall be responsible for all compensation to be paid to a sub-
consultant.No Sub-consultant shall have recourse against the Town for payment of monies alleged
to be owed to the Sub-consultant by the Owner's Project Manager, and the Owner's Project
Manager shall include in all contracts with its Sub-consultants language so providing.
5.4 All contracts between the Owner's Project Manager and its Sub-consultants shall include a
provision in which the Town's rights to initiate corrective action shall be stipulated.
ARTICLE 6: TERM AND TIMELY PERFORMANCE
6.1 The Owner's Project Manager acknowledges that expeditious completion of the Owner's Project
Manager's services and the Project is of the utmost importance to the Town. The term of this
Agreement shall commence on the date stipulated in an Approval to proceed from the Town. The
Owner's Project Manager shall complete the services required under this Contract in a prompt and
continuous manner. The Owner's Project Manager shall perform its services in a timely manner
and shall not delay the work of the Designer or Contractor. The Owner's Project Manager shall
monitor the performance of the Designer and the Contractor in accordance with schedules of
performance that are established under their contracts with the Town. The Owner's Project
Manager shall immediately advise the Town, as well as the Designer or the Contractor, in writing,
any time the Owner's Project Manager determines that either the Designer or the Contractor's
performance is jeopardizing the Project Schedule or the Project Budget,
6.2 Time is of the essence in the performance of the Owner's Project Manager's obligations under this
Agreement and under any amendment.
6.3 The Owner's Project Manager's services are to be provided in accordance with the time schedule
set forth in this Agreement. If the schedule changes causing the need for revisions to the Owner's
Project Manager's services,the Owner's Project Manager shall notify the Town of the revisions to
its services. The Town shall have the right to extend the term of this Contract by
amendment. All the rights and obligations of the parties for such extended periods shall be as set
forth in this Contract or in the amendment.
ARTICLE 7: COMPENSATION
7.1 For the satisfactory performance of all services required pursuant to this Contract,excluding those
services specified under Articles 9 and 10,the Owner's Project Manager shall be compensated by
the Town in an amount up to the Not-to-Exceed Fee for Basic Services, identified on Attachment
A. The Owner's Project Manager shall submit invoices on a monthly basis in accordance with the
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Payment Schedule included as Attachment A. The Town shall make payments to the Owner's
Project Manager within 30 days of the Town's approval of the invoice, which approval shall not
be unreasonably withheld or delayed.
7.2 The Fee for Basic Services shall include, but not necessarily be limited to, all labor,
overhead, profit, insurance, legal services, transportation, communication expenses,
reasonable printing and copying necessary for completion of the Project. The fee for Basic
Services also shall include (a) the costs of rebidding and re-solicitation of proposals, bids, or
qualifications if due to the fault of the Owner's Project Manager, and (b)reasonably assisting the
Town as provided by section 8.1.4.2 in litigation or resolution of claims or other administrative
proceedings associated with a bid protest arising out of the Designer contract or the
construction contract and for assistance beyond the requirements of 8.1.4.2 if such litigation or
claims are due to the fault of the Owner's Project Manager. The Owner's Project Manager shall
not be compensated for any services involved in preparing changes that are required for additional
work that should have been anticipated by the Owner's Project Manager in the preparation of
the bid documents as reasonably determined by the Town.
7.3 When the Owner's Project Manager receives payment from the Town, the Owner's Project
Manager shall promptly make payment to each Sub-consultant whose work was included in the
work for which such payment was received. The Town shall have the contractual right to
investigate any breach of performance of a Sub-consultant and to initiate corrective measures
it determines are necessary and in the best interest of the Town. All contracts between the Owner's
Project Manager and its Sub-consultants shall include a provision in which the Town's rights to
initiate corrective action shall be stipulated.
7.4 The Owner's Project Manager shall be paid the remainder of the Fee for Basic Services, less
previous payments, upon acceptance by the Town of the Certificate of Final Completion and
submission of evaluations.
ARTICLE 8: BASIC SERVICES
The Owner's Project Manager shall perform the following Basic Services:
8.1 Project Management(For All Phases)
8.1.1 The Owner's Project Manager shall prepare a communication and document control
procedure during the Design Development Phase and continue to update it as specified for
the duration of the Project. This procedure shall detail the responsibilities and lines of
communication among all Project participants (Town, Owner's Project Manager,
Designer, Contractor, Subcontractors, and other consultants, vendors or suppliers) and
establish the procedure for correspondence, document control, designer and contractor
submittal logs, change order reporting logs and other tracking logs, as needed. A draft of the
communication plan shall be submitted to the Town for approval within 30 days of the
Approval to proceed with the Contract and be further updated (a) as needed to include the
award of Construction Contract(s) and no later than 30 days after approval to proceed to the
Construction Phase of the Project. The Owner's Project Manager shall include the Designer
in its distribution of the Project Budget,Schedule,Monthly Progress Report and other reports
as appropriate and as outlined in the Communications Plan.
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8.1.2 The Owner's Project Manager shall attend meetings with representatives of the Town,
municipal administration and the school department, and attend neighborhood meetings
relating to the Project, and participate as a member of the Owner's Prequalification
Committee, The Owner's Project Manager shall take minutes of all of the above-referenced
meetings and promptly distribute minutes of these meetings to the Town.
8.1.3 The Owner's Project Manager shall review all applications for payments, requisitions and
invoices relating to the Project as submitted by the Designer,equipment vendors and all other
contractors and supplier and make recommendations to the Town relative to amounts due.
8.1.4 Project Control
During the Design Development Phase of this Contract,the Owner's Project Manager shall
monitor and report to the Town any changes to the Budget,Scope and Schedule established
8.1.5 Proiec� t Budget
The Owner's Project Manager shall prepare a detailed baseline Project Budget in a form
acceptable to the Town, which will be submitted to the Town for approval. The Owner's
Project Manager shall monitor and compare all Designer estimates,contractor bids,and other
cost information to this Project Budget and identify and report all variances to the Town. The
Owner's Project Manager shall maintain and update the baseline Project Budget throughout
the term of this Contract. The Owner's Project Manager shall report any variances to the
baseline Project Budget as part of the Monthly Progress Report.
The Owner's Project Manager shall prepare revisions to the baseline Project Budget,
as needed, and submit them to the Town for approval.
8.1.6 Cost Estimating
The Owner's Project Manager shall prepare detailed independent cost estimates at each
Design phase ( two estimates assumed in Attachment A),when required by the Town, or,
at the request of the Town, shall review the Designer's cost estimates at each Design Phase(
design development and construction documents). If the Town requires the Owner's Project
Manager to prepare an independent cost estimate, the Owner's Project Manager shall
compare its cost estimate to that prepared by the Designer to identify and notify the Town of
any variances.
In the event that the cost as estimated by the Designer exceeds the construction cost in the
Project Budget at any of the Design phases,the Owner's Project Manager shall consult with
the Designer and recommend to the Town appropriate revisions to the scope of work.
The Owner's Project Manager shall provide cost estimating services, as may be required, to
develop cash flows, and provide updated cash flows with its Monthly Progress Report
described in Article 8.1.3.
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During the schematic design Phase,the Owner's Project Manager shall prepare a construction
cost estimate with aggregated unit rates and quantities supporting each item.
8.1.7 Project Schedule
The Owner's Project Manager shall prepare a Project Schedule in a form acceptable to the
Town, which shall be submitted to the Town for approval.
The Owner's Project Manager shall prepare revisions to the Project Schedule,as needed, and
submit them to the Town for approval.
8.1.8 Construction Schedule
The Contractor shall be responsible for preparing and updating its construction schedule on
a monthly basis. The Owner's Project Manager shall meet once each month with the
Contractor and Designer to review and update its schedule, develop the monthly progress
information to support the Contractor's payment estimate, and monitor the Contractor's
performance for compliance with its contract.
The Owner's Project Manager shall notify the Town of and include in its Monthly Progress
Report any significant changes or delays to the construction schedule. The Owner's Project
Manager shall make appropriate recommendations to the Town relative to the actions that
should be taken by the Contractor and/or advise the Town when liquidated damages, if
included in the construction contract, are anticipated to be incurred.
8.1.9 Monthly Progress Report
The Owner's Project Manager shall submit to the Town a written Monthly Progress Report
summarizing activity during the preceding calendar month. The Monthly Progress Report
shall be submitted in a format acceptable to the Town and shall describe work performed by
all project participants (OPM, Designer, and Contractor) during the reporting period and
work planned for the next reporting period. The report shall also address matters of schedule
adherence (Project Schedule as well as individual completion percentages for design and
construction), costs to date (updated Project Budget and actual expenses incurred), change
orders and potential change orders, cash flow projections, Contractor's safety performance,
Designer's QA/QC, Contractor's compliance, community issues, Designer and
Contractor's MBE/WBE activities, any issues that could result in additional time and/or
additional costs and any anticipated problems/concerns together with recommended
solutions.
8.1.10 MBE/WBE Compliance Monitoring(All Phases)
The Owner's Project Manager shall monitor and report on the Designer's and
Contractor's compliance with MBE/WBE requirements.
8.1.11 Site investigations and Environmental Testing
The Owner's Project Manager shall assist the Town in determining the need for and the
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implementation of site evaluation and testing including, but not necessarily limited to,
site surveys, wetlands evaluation, environmental evaluations, hazardous materials
evaluation, subsurface testing(percolation tests, test pits,borings,etc.), destructive testing
and other investigative work in the case of renovation projects. The determination if any
additional services or testing need to be performed shall rest with the Town or Designer.
8.1.12 Project Records and Reports(All Phases)
The Owner's Project Manager shall maintain a complete Project file including, but not
necessarily limited to, a copy of the executed agreements of the Town-Owner's Project
Manager, Town-Architect/Engineer and the Town-Contractor including copies of
performance and payment bonds, a master list of permits, certificates of insurance,
licenses and approvals for the Project, correspondence,daily reports,payment records,
shop drawings, submittals, project schedules, requests for information, change
orders/amendments, change directives and meeting minutes. The Owner's Project Manager
shall assist the Town in timely responding to any public records request received by the
Town.
8.3 Change Order and Claims Administration
The Owner's Project Manager shall review and coordinate its review with the Designer and make
specific document and processing recommendations to the Town,consistent with the General Laws
and the construction contract documents, which minimize change order and claims processing
costs and time. Services provided by the Owner's Project Manager shall include:
8.3.1 Chance Order Administration
8.3.1.1 Review all Contractor proposals for change orders and supporting schedules for time
extension requests. For change orders in excess of$100,000,prepare independent cost
estimate analysis with associated schedule impact.
8.3.1.2 Initiate, conduct, and document negotiations through a memorandum of negotiations
with the Contractor.
8.3.1.3 For all change order requests by the Contractor, make written recommendations to
the Town for acceptance or rejection.
8.3.1.4 Timely prepare and finalize any documentation required for processing change orders
including documentation to support or reject the change.
8.3.1.5 Maintain a status report system for logging and tracking change orders, claims, and
disputes to resolution. At a minimum, monthly reports shall include contract number,
description of change order or claim, reason for change, date initiated, magnitude of
estimated cost,actions required(identification of action parties and response dates)and
status. This report shall be included in the Monthly Progress Report.
8.3.2 Claims and Disputes Management
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8.3.2.1 Implement a claims management procedure consistent with the construction
contract documents.
8.3.2.2 Analyze Contractor claims and propose written recommendations to the Owner in
support of the Town's obligations under the claims article of the construction contract
documents. Prepare responsive positions in coordination with the Town, and obtain
appropriate input from the Designer and/or Contractor.
8.3.2.3 In the event that a dispute arises between the Contractor, and/or any Subcontractors,
and/or the Designer, including, but not necessarily limited to, disputes regarding the
performance, quality, acceptability, fitness and rate of progress of the Project or the
requirements of the Designer's contract or the Contractors' construction contract(s),the
Owner's Project Manager shall report any such claims, disputes or other matters in
question relating to the performance by the Contractor, Subcontractor, Designer or
vendor to the Town in writing as soon as reasonably possible.
8.3.2.4 The Owner's Project Manager shall take all reasonable efforts designed to resolve any
such claims,disputes,or other matters in question.
8.4 Construction Documents
8.4.1 The Owner's Project Manager shall review the construction documents for quality,cost,and
schedule improvements, conciseness and clarity. The Owner's Project Manager shall:
a. Review Designer's cost estimate pursuant to Section 8.1.2.2 of this Contract, (One
estimate during Task 8.4)
b. Provide advice, consultation and guidance to the Town relative to value engineering
recommendations.
c. Work with the Town and Designer to update the construction budget and schedule.
8.4.2 The Owner's Project Manager shall provide advice, consultation and guidance to the Town
and the Designer relative to general contractor and subcontractor prequalification
requirements pursuant to M.G.L. c. 149 § 44D'/z and § 44D% as applicable, including
participation as a member of the Owner's Prequalification Committee.
8.4.3 The Owner's Project Manager shall monitor and coordinate the schedule,technical accuracy,
efficiency, coordination, and constructability of the Project and cost- effectiveness of all
designs, drawings, reports, estimates and other work furnished by the Designer. The review
of the construction documents shall include constructability, operability and bid-ability as
well as document clarity and coordination between drawings and to identify conflicts
between drawings and specification.
8.4.4 The Owner's Project Manager's review of the construction documents shall also include,but
not be limited to,any concerns of the Owner's Project Manager and/or the Town relative to
access, usable area, parking, utilities, anticipated noise sources during construction and
identification of field offices,facilities, supplies and equipment.
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8.4.5 The Owner's Project Manager shall coordinate the timely review of the construction
documents by the Commissioning Consultant, if any, to determine that plans and
specifications include the recommendations made in regard to materials selection,
installation and testing criteria in regard to commissioning and start-up and provide adequate
information and allow sufficient time for functional and system testing.
8.4.6 The Owner's Project Manager shall monitor the schedule of the Designer, provide review
and comment of Designer's work product and make recommendations to the Town when, in
the opinion of the Owner's Project Manager, requirements of the Designer's contract with
the Town are not being fulfilled.
8.5 Bidding Phase
8.5.1 The Owner's Project Manager shall monitorthe activities and responsibilities of the Designer
in the advertisement, distribution of bidding documents and solicitation of public bids in
accordance with M.G.L. c. 149 §§44A through 44J and other public construction-related
statutes. The Owner's Project Manager shall:
a. Administer general contractor and subcontractor prequalification requirements
pursuant to M.G.L. c.149 §44D'/a and §44D3/4 as applicable, including participation
as a member of the Owner's Prequalification Committee.
b. Attend,and assist the Town with, all pre-bid conferences and meetings and, assist, if
directed by the Town.
c. Attend, and assist the Town with, all sub-bid and general bid openings and, assist, if
directed by the Town.
d. Review all sub-bids and general bids in conjunction with Designer's determination of
responsiveness, bidder eligibility, completeness, accuracy and price. Provide
technical guidance to the Town relative to its acceptance of bids and determination of
bidder responsibility.
e. Review alternates and make written recommendations as to their acceptance.
f. If the bid of the lowest eligible and responsible general bidder exceeds the
construction budget, the Owner's Project Manager shall consult with the Designer
and make recommendations to the Town in regard to maintaining the Project Budget
which may include, consistent with Massachusetts public construction laws,
reviewing and recommending acceptance of alternates, re- bidding or seeking
additional funding from the Town.
8.5.2 The Owner's Project Manager shal I make recommendations to the Town relative to the award
of a construction contract.
8.5.3 The Owner's Project Manager shall assist the Town in the preparation and execution
of the Owner-Contractor Agreement and shall obtain from the Contractor performance
and payment bonds, insurance certificates, and all other documents and certificates required
for contract execution.
8.5.4 The Owner's Project Manager shall assist the Town and the Designer in preparing and
sending the Notice to Proceed to the Contractor.
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8.5.5 The Owner's Project Manager shall provide the Contractor, Designer, and Town with
required copies of executed construction contract documents.
Construction Phase
8.6 Construction
The Owner's Project Manager shall provide for each of the following activities, from Notice to
Proceed of the construction contract to contract close-out for each Project.
8.6.1 The Owner's Project Manager shall monitor the Designer's administration of the Owner-
Contractor Agreement including the processing of submittals, issuance of timely decisions
and directives and consultant's or sub-consultants' visits to the Project as necessary during
the time that construction is occurring on the portions of the work to which the consultant's
services relate.
8.6.2 The Owner's Project Manager shall provide a part time, on-site Project Representative.
8.6.2.1 The Project Representative shall be subject to the approval of the Town and the Town
reserves the right to require the Owner's Project Manager to replace the Project
Representative at any time during the course of the Project.
8.6.2.2 The Project Representative shall have at least five-years experience in on-site
supervision of projects similar in size and complexity to the Project.
8.6.3 The Owner's Project Manager shall review the Contractor's schedule of values to determine
if it represents a reasonably balanced payment schedule for work. The schedule of values
shall include line items for all deliverables,testing requirements and specified operations and
maintenance materials. The Owner's Project Manager shall submit recommendations for the
Contractor's schedule of values to the Owner within forty-five days of the Owner's Notice
to Proceed to the Contractor.
8.6.4 The Owner's Project Manager shall review the Contractor's submitted baseline schedule.The
Owner's Project Manager shall be responsible for monitoring the timeliness of these
submittals and enforcing compliance with schedule submittal requirements of the
construction documents. The Owner's Project Manager shall evaluate the Contractor's
planning for the execution of the work,evaluate the reasonableness of the proposed schedule
and determine if the submitted schedule meets the requirements of the construction
documents.
8.6.5 The Owner's Project Manager shall provide periodic observation and monitoring of
construction activities such that periodic shifts and work activities are observed and
documented. Responsibilities shall include:
8.6.5.1 The Owner's Project Manager shall keep a periodic log containing a record of
weather, the Contractor's work on site, number of workers, visitors to the site, safety
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status of the Project, equipment and equipment utilization, material and equipment
deliveries, non-compliance with safety procedures and issuance of any safety
violation notifications,accidents,general description of work performed and quality of
work, visits of code enforcement officials and any resulting reports or orders, verbal
instruction to interpretations given to the Contractor, pay items, and any observed
delays,deficiencies and field problems.
8.6.5.2 The Owner's Project Manager shall prepare weekly progress reports for submittal to
the Designer and the Town that summarize the progress achieved, provide a concise
description of problems and include a copy of the periodic log.
8.6.5.3 The Owner's Project Manager shall assist the Designer in determining if construction
and construction related activities are performed in accordance with plans and
specifications and the approved shop drawings and are consistent with Massachusetts
public construction laws.
8.6.5.4 The Owner's Project Manager shall monitor Time and Materials work on change
orders for less than $50,000, including work installed, volume measurements, time
sheets, crew sizes and mixes,and equipment utilized.
8.6.5.5 The Owner's Project Manager shall evaluate actual quantities and classification of
Unit Price work performed by Contractors.
9.6.5.6 The Owner's Project Manager shall evaluate field problems, using the proper
channels for solution and communication of the information to the Designer and the
Town.
8.6.5.7 The Owner's Project Manager shall coordinate and track requests for clarification on
drawings/specifications design changes and proposed change orders.
8.6.5.8 The Owner's Project Manager shall prepare responses to Contractor correspondence
for the Town.
8.6.5.9 The Owner's Project Manager shall monitor and coordinate the scheduling
and activities of independent materials testing functions at the site, including
distribution of reports and any necessary actions resulting.
8.6.5.10 The Owner's Project Manager shall maintain at the Project site, on a current basis,
a record copy of Construction Contract Documents, including, but not necessarily
limited to, drawings, specifications, addenda, change orders, and directives as well as
all approved shop drawings, product data, samples, submittals, operations and
maintenance manuals and all other relevant documents relating to the construction of
the Project.
8.6.5.11 The Owner's Project Manager shall monitor the Contractor's compliance with
federal Davis Bacon prevailing wage requirements and Massachusetts prevailing wage
requirements pursuant to M.G.L. c. 149 §§26 to 27H, inclusive including assisting the
Town in cataloging and filing payroll affidavits. OPM shall provide timely reports of
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any instances of non-compliance.
8.6.5.12 The Owner's Project Manager shall shoot and maintain Project progress photographs
showing construction progress at a frequency sufficient to document major activities or
to document safety incidents,differing site conditions and quality issues. The Owner's
Project Manager shall maintain a descriptive log and captioning of the photographs on
CD.
8.6.6 The Owner's Project Manager shall monitor the Contractor's compliance with the
construction schedule, identify potential problems, include problem identification on the
Monthly Progress Report and make recommendations to the Town when, in the opinion of
the Owner's Project Manager, requirements of the Contractor in the Owner-Contractor
Agreement are not being fulfilled.
8.6.7 The Owner's Project Manager shall schedule, conduct and prepare minutes of weekly job
meetings on progress, coordination and problem resolution and negotiations. The Owner's
Project Manager shall prepare and submit minutes to the Town within five business days
of the meeting.
8.6.8 Intentionally omitted.
8.6.9 The Owner's Project Manager shall monitor, review and analyze proposed change orders,
and claims recommending appropriate action and resolution to the Town in accordance with
Article 8.1.4.
8.6.10 The Owner's Project Manager shall review and coordinate its review with the Designer to
recommend approval of the General Contractor's monthly payment requisitions. The
Owner's Project Manager shall review the Designer's certification that the percentage of
work included in the requisition is accurate and the work performed conforms to the
construction contract.
8.6.11 Intentionally omitted.
8.6.12 The Owner's Project Manager shall verify substantial completion of work; assist the
Designer in the Designer's final inspection and receipt of documents,manuals, receipts,
certifications, and all other materials required for final closeout as described in the
construction contract. The Owner's Project Manager shall coordinate the detailed punch list
with the Designer, including a subsequent walk-through with the Designer and the
Authority's Commissioning Consultant.
The Owner's Project Manager and the Designer shall then coordinate a walk-through with
the Town to finalize the punch list. The Owner's Project Manager shall then be responsible
for tracking and confirming the completion of the punch list items.
8.7 Completion Phase
8.7.1 The Owner's Project Manager shall monitor the activities and responsibilities of the
Designer and the Contractor in the close-out and commissioning of the Project.
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8.7.2 The Owner's Project Manager shall assist in securing and reviewing and recommending
approval of all project completion forms and documentation necessary for occupancy and
full operation of the facility including, but not necessarily limited to, inspection certificates
of local building authorities, Certificate of Substantial Completion, Certificate of Final
Completion, Occupancy Permit, shop drawings, as-built drawings, operations and
maintenance manuals, warranties, guarantees and any and all documentation as required by
the contract documents.
8.7.3 The Owner's Project Manager shall assist the Town in completing the written evaluation
of the Designer(s)pursuant to M.G. L. c. 7 § 38E and prepare, sign and provide to the Town
for its signature the written evaluation of the Contractor(s)and Trade Subcontractors pursuant
to M.G.L. c. 149 §44D.
ARTICLE 9: EXTRA SERVICES
9.1 General
9.1.1 Extra Services are those services requested by the Town to be performed by the Owner's
Project Manager but which are additional (or "extra") to the services performed as Basic
Services. Such services are not included in the Fee for Basic Services and shall be invoiced
and paid for separately. Extra services shall not be deemed authorized until a written
Approval is received from the Town.
9.1.2 The proposed cost, scope and schedule of all Extra Services shall be presented to and
approved by the Town in writing prior to the performance of any Extra Services.
9.1.3 Cost proposals for Extra Services shall be computed in accordance with the Hourly Rate
Schedule established in Attachment A.
9.2 Unless specifically prohibited elsewhere and with the prior written Approval of the Town,the
Owner's Project Manager shall perform any of the following services as Extra Services:
9.2.1 Preparing special studies, reports,or applications at the written direction of the Town,other
than those specifically required herein as part of Basic Services;
9.2.2 Assisting in the appeals process of permitting boards or commissions;
9.2.3 Rebidding,re-solicitation,or re-advertising for bids,proposals,or qualifications unless made
necessary by the fault of the Owner's Project Manager, in which events such rebidding shall
be deemed part of Basic Services,and subject to the limitation in Article 7.2;
9.2.4 Furnishing services in connection with a bid protest filed in court or with the Office of the
Attorney General,provided such activities did not arise due to the fault of the Owner's Project
Manager;
9.2.5 Furnishing services in excess of Basic Services made necessary by the termination of the
General Contractor;
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9.2.6 Providing consultation with respect to replacement of work damaged by fire or other casualty
during construction;
9.2.7 Assisting the Town in litigation, claims resolution or non-binding mediation arising out of
the Designer contract or the construction contract, provided such litigation or claims did not
arise due to the fault of the Owner's Project Manager; and
9.2.8 Providing other services requested by the Town that are not included as Basic Services
pursuant to this Contract.
9.3 Invoices for Extra Services shall be accompanied by a complete breakdown listing the name,
payroll title, date, number of hours by day,hourly rate and extended amount, per specified task of
Extra Services performed. Hourly rates shall be in accordance with the Hourly Rate Schedule in
Attachment A.
ARTICLE 10: REIMBURSABLE EXPENSES
10.1 For coordination and responsibility for the work described in the following paragraphs 10.1.1 and
10.1.2, the Owner's Project Manager shall be reimbursed its actual costs and those of its Sub-
consultants, supported by invoices or receipts, plus 10%. The following are reimbursable
expenses:
10.1.1 Certain out of pocket expenses paid by the Owner's Project Manager such as filing fees,and
permit fees that are normally paid by the Town; travel to fabrication or manufacturing
locations to identify completed, identified,and stored materials or equipment specifically for
the Project; field office furnishings.
10.1.2 Any other specially authorized reimbursement deemed essential by the Town,in the Town's
sole discretion, in writing.
10.2 Non-Reimbursable Items: The Town shall not reimburse the Owner's Project Manager or its Sub-
consultants for travel expenses, sustenance, telephone, facsimiles, electronic mails, postage and
delivery expenses, unless specifically required elsewhere in this Contract.
10.3 The Owner's Project Manager shall not be entitled to compensation under this Article for the
services of Sub-consultants hired to perform Basic Services under this Contract. If a Sub-
consultant hired to perform Basic Services performs Extra Services approved by the Town,
compensation for such Extra Services shall be made under Article 9.
ARTICLE 11: RELEASE AND DISCHARGE
11.1 The acceptance by the Owner's Project Manager of the last payment under the provisions of Article
7 or Article 12 in the event of termination of the Contract,shall in each instance,operate as and be
a release to the Town and their employees and agents, from all claims of the Owner's Project
Manager and its Sub-consultants for payment for services performed and/or furnished, except for
those written claims submitted by the Owner's Project Manager to the Town with, or prior to,the
last invoice.
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ARTICLE 12: ASSIGNMENT,SUSPENSION,TERMINATION
12.1 Assignment:
The Owner's Project Manager shall not assign or transfer any part of its services or obligations
under this Contract(other than as specified in Article 5), without the prior written approval of the
Town. Likewise, any successor to the Owner's Project Manager must first be approved by the
Town before performing any services under this Contract. Such written consent shall not in any
way relieve the Owner's Project Manager or its assignee from its responsibilities under this
Contract.
12.2 Suspension
The Town may, at any time, upon seven (7) days written notice to the Owner's Project Manager,
suspend this Contract. If the Town provides such written notice, the Owner's Project Manager
shall be compensated for work satisfactorily performed in accordance with the Contract terms prior
to the effective date of such suspension for which invoices have been properly submitted.
12.3 Termination
By written notice to the Owner's Project Manager, the Town may terminate this Contract at any
time with or without cause. If such termination shall occur through no fault of the Owner's Project
Manager, all compensation and reimbursement due to the Owner's Project Manager in accordance
with the Contract terms, for work satisfactorily performed up to the date of termination, including
proportionate payment for portions of the work started but incomplete at the time of termination,
shall be paid to the Owner's Project Manager,provided no payment shall be made for work not yet
performed or for anticipated profit on unperformed work. If such termination is for cause then no
further payment shall be due to the Owner's Project Manager beyond the date of termination.
ARTICLE 13: NOTICES
13.1 Any notice required to be given by the Town to the Owner's Project Manager, or by the
Owner's Project Manager to the Town, shall be deemed to have been so given, whether or not
received, if mailed by certified or registered mail to the Owner's Project Manager or the Town at
the addresses indicated on page one, and directed to the Town Manager,
ARTICLE 14: INDEMNIFICATION OF OWNER AND AUTHORITY
14.1 With respect to professional services rendered by Owner's Project Manager, to the fullest extent
permitted by law, Owner's Project Manager shall , indemnify and hold harmless the Town, and
its officers and employees from and against all claims, damages, liabilities, injuries, costs, fees,
expenses, or losses, including, without limitation, reasonable attorney's fees and costs of
investigation and litigation, which may be incurred by the Town to the extent caused by the
negligence of or the breach of any of the provisions of this Contract by the Owner's Project
Manager, a person employed by the Owner's Project Manager,or any of its Sub-consultants.
14.2 For all other claims, to the fullest extent permitted by law, Owner's Project Manager shall ,
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indemnify and hold harmless the Town,and its officers and employees from and against all claims,
damages, liabilities, injuries, costs, fees, expenses, or losses, including, without limitation,
reasonable attorney's fees and costs of investigation and litigation, which may be incurred by the
Town arising out of or resulting from the negligent performance or non-performance of its services
provided that such claims, damages, liabilities, injuries, costs, fees, expenses, or losses are
attributable to bodily injury or death or injury to or destruction of tangible property caused by an
act or omission of the Owner's Project Manager, a person employed by the Owner's Project
Manager,or any person or Sub-consultants for whom the Owner's Property Manager is responsible
under this Contract.
14.3 The indemnification obligation in this Article shall be in addition to, and not a limitation of, any
other rights and remedies available to the Town under this Contract or at law.
ARTICLE 15: INSURANCE
15.1 The Owner's Project Manager shall obtain and maintain at its sole expense all insurance required
by law and as may be required by the Town under the terms of this Contract.The insurance required
hereunder shall be provided at the sole expense of the Owner's Project Manager or its Sub-
consultant,as the case may be,and shall be in full force and effect for the full term of this Contract
between the Town and the Owner's Project Manager or for such longer period as otherwise
required under this Contract.
15.2 All policies shall be issued by companies lawfully authorized to write that type of insurance under
the laws of the Commonwealth of Massachusetts with a financial strength rating of"A" or better
as assigned by A.M. Best Company, or an equivalent rating assigned by a similar rating agency
acceptable to the Town.
15.3 The Owner's Project Manager and its sub-consultants shall submit to the Town original certificates
of insurance evidencing the coverage required hereunder,together with evidence that all premiums
for such insurance have been fully paid simultaneously with the execution of this Contract.
Certificates shall show each type of insurance, insurance company, policy number, amount of
insurance, deductibles/self-insured retentions, and policy effective and expiration dates. The
Owner's Project Manager shall submit updated certificates to the Town prior to the expiration of
any of the policies referenced in the certificates so that the Town shall at all times possess
certificates indicating current coverage. Failure by the Owner's Project Manager to obtain and
maintain the insurance required by this Section, to obtain all policy renewals, or to provide the
respective insurance certificates as required shall constitute a material breach of the Contract and
shall be just cause for termination of the services of the Owner's Project Manager under this
Contract.
15.4 Termination, cancellation, or material modification of any insurance required by this Contract by
the insured, shall not be valid unless written notice thereof is given to the Town by the Project
Manager at least thirty days prior to the effective date thereof, which shall be expressed in said
notice.
15.5 The Owner's Project Manager shall require by contractual obligation, and shall ensure by the
exercise of due diligence, that any Sub-consultant hired in connection with the services to be
provided under this Contract shall obtain and maintain all insurance required by Iaw and as may
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be required by the Town under the terms of this Contract.
15.6 The Owner's Project Manager or its Sub-consultant, as the case may be, is responsible for the
payment of any and all deductibles under all of the insurance required by this Contract.The Town
shall not be responsible for the payment of deductibles, self-insured retentions or any portion
thereof.
15.7 Workers' Compensation.Commercial General Liability.Automobile Liability, and Valuable
Papers
The Owner's Project Manager shall purchase and maintain at its own expense during the life of
this Contract, or such other time period as provided herein, the following types and amounts of
insurance, at a minimum:
15.7.1 Workers' Compensation Insurance in accordance with MGL c152. The policy shall be
endorsed to waive the insurer's rights of subrogation against the Town.
15.7.2 Commercial General Liability Insurance (including Premises/Operations; Products/
Completed Operations; Contractual; Independent Contractors; Property Damage; and
Personal Injury)with a minimum limit of$1,000,000 per occurrence, $2,000,000 aggregate.
The Owner's Project Manager shall maintain such insurance in full force and effect for a
minimum period of one year after final payment and shall continue to provide evidence of
such coverage to the Town.The Town shall be added as an additional insured on this policy.
The policy shall be endorsed to waive the insurer's rights of subrogation against the Town.
15.7.3 Comprehensive Automobile Liability Insurance (including owned, non-owned and hired
vehicles)at limits of not less than:
$1,000,000 Each Person for Bodily Injury;
$1,000,000 Each Accident for Bodily Injury;
$1,000,000 Each Accident for Property Damage.
15.7.4 Valuable Papers insurance in an amount sufficient to assure the restoration of any plans,
drawings,computations,field notes,or other similar data relating to the work covered by this
Contract or by the Agreement between the Town and the Designer in the event of loss or
destruction while in the custody of the Owner's Project Manager until the final fee payment
is made or all data is turned over to the Town, and this coverage shall include coverage for
relevant electronic media, including, but not limited to, documents stored in computer-aided
design drafting (CADD) systems.
15.8 Professional Liability
The Owner's Project Manager shall maintain professional liability insurance covering errors and
omissions and negligent acts of the Owner's Project Manager and of any person or entity for whose
performance the Owner's Project Manager is legally liable at all times while services are being
performed under this Contract. Certificates of professional liability insurance evidencing such
coverage shall be provided to the Town on or before the effective date of this Contract and for a
period of at least three (3) years after the earlier of: (1) the date of official acceptance of the
completed Project by the Town; (2) the date of the opening of the Project to public use; (3) the
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date of the acceptance by the general contractor of a final pay estimate prepared by the Town
pursuant to M.G.L. chapter 30; or (4) the date of substantial completion of the Construction
Contract and the taking of possession of the Project for occupancy by the Town. The certificates
shall indicate a retroactive date that is no later than the effective date of this Contract and a limit
of not less than $1,000,000.
In the event that the Town terminates this Contract at or before the completion of the Feasibility
Study/Schematic Design Phase"without cause"as provided in Article 12.3.1;or the Contract term
ends pursuant to its own provisions at the completion of the Feasibility Study/Schematic Design
Phase and the Contract is not amended to authorize the Owner's Project Manager to perform
services for subsequent design phases,Construction Phases and/or Completion Phase;or the Town
otherwise elects not to proceed with the Project beyond the Feasibility Study/Schematic Design
Phase,either because the Town lacks sufficient funding for the Project or for any other reason,the
Town may, amend this Article 15.8.
15.9 Liability of the Owner's Project Manager
Insufficient insurance shall not release the Owner's Project Manager from any liability for breach
of its obligations under this Contract. Without limitation,the Owner's Project Manager shall bear
the risk of any loss if its' valuable papers insurance coverage is insufficient to cover the loss of any
work product covered by this Contract.
ARTICLE 16: OWNERSHIP OF DOCUMENTS
16.1 Unless provided otherwise by law, ownership and possession of all information, data, reports,
studies, designs, drawings, specifications, materials, documents, models, and any other
documentation, product or tangible materials authored or prepared, in whole or in part, or
purchased, obtained, created by the Owner's Project Manager pursuant to this Contract
(collectively, the "Materials"), other than the Owner's Project Manager's administrative
communications,records,and files relating to this Contract,shall be the sole property of,and shall
vest in,the Town as"works made for hire"or otherwise,upon payment for services rendered. The
Town will own the exclusive rights, worldwide and royalty-free, to and in all Materials prepared
and produced by the Owner's Project Manager 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 Town 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 Owner's Project Manager. At the completion or
termination of the Owner's Project Manager's services, all original Materials shall be promptly
turned over to the Town.Notwithstanding the above any use or re-use,of Owner's Project Manager's
instruments of service by Town on other projects without the professional involvement of the
Owner's Project Manager, shall be at the Town's sole risk, without liability to Owner's Project
Manager.
ARTICLE 17: REGULATORY AND STATUTORY REOUIREMENTS
17.1 Truth-in-Negotiations Certificate: If the Owner's Project Manager's fee is negotiated, by signing
this Contract,the Owner's Project Manager hereby certifies to the following:
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17.1.1 Wage rates and other costs used to support the Owner's Project Manager's
compensation are accurate, complete, and current at the time of contracting; and
17.1.2 The Contract price and any additions to the Contract may be adjusted within one year of
completion of the Contract to exclude any significant amounts if the Town determines that
the fee was increased by such amounts due to inaccurate, incomplete or non-current
wage rates or other costs.
17.2 The person signing this Contract certifies, as a principal or director of the Owner's Project
Manager, that the Owner's Project Manager 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 Contract; no consultant to or Sub-consultant for the Owner's
Project Manager has given,offered or agreed to give any gift,contribution or offer of employment
to the Owner's Project Manager, or to any other person, corporation, or entity as an inducement
for, or in connection with, the award to the Owner's Project Manager or Sub-consultant of a
contract by the Owner's Project Manager; and no person, corporation or other entity, other than a
bona fide full-time employee of the Owner's Project Manager, has been retained or hired by the
Owner's Project Manager to solicit for or in any way assist the Owner's Project Manager in
obtaining this Contract 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 Contract.
17.3 Revenue Enforcement and Protection Program (REAP): Pursuant to Massachusetts General
Laws, Chapter 62C, §49A, the undersigned certifies under the penalties of perjury that to the best
of his/her knowledge and belief that the Owner's Project Manager and the principals thereof are in
compliance with all laws of the commonwealth relating to taxes, reporting of employees and
contractors,and withholding and remitting child support.
17.4 Interest of Owner's Project Manager: The Owner's Project Manager hereby certifies that it is in
compliance with the provisions of General Laws Chapter 268A whenever applicable.The Owner's
Project Manager covenants that 1) he/she presently has no financial interest and shall not acquire
any such interest direct or indirect,which would conflict in any manner or degree with the services
required to be performed under this Contract or which would violate M.G.L. Chapter 268A, as
amended from time-to-time; 2) in the performance of this Contract, no person having any such
interest shall be employed by the Owner's Project Manager; and 3) no partner or employee of the
firm is related by blood or marriage to any officer, official, or employee of the Town, unless
approved by the State Ethics Commission.
17.5 Equal Opportunity: The Owner's Project Manager shall not discriminate in employment against
any person on the basis of race, color, religion, national origin, sex, sexual orientation, age,
ancestry, disability, marital status, veteran status, membership in the armed forces, presence of
children, or political beliefs. The Owner's Project Manager shall comply with all provisions of
Title VI of the Civil Rights Act of 1964 and M.G.L c.151B.
17.6 Certification of Non-Collusion: The Owner's Project Manager certifies under penalties of perjury
that its proposal has been made in and submitted in good faith and without collusion or
fraud with any other person.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.
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17.7 Governing Law: This Contract shall be governed by the laws of the Commonwealth of
Massachusetts.
17.8 Venue: Any suit by either party arising under this Contract shall be brought only in a court of
competent jurisdiction in the county where the Project is located. The parties hereto waive any
argument that this venue is improper or that the forum is inconvenient.
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ATTACHMENT A
PAYMEDiT SCHEDULE
In consideration of Owner's Project Manager's delivery of Basic Services, the Town shall pay the
Owner's Project Manager on an hourly basis, up to a total fee that shall not exceed $799,805. The
S799.805 fee is a cap for Basic Services related to this Contract, and the actual amount paid by the
Town for Basic Services required during the duration of this Contract may be an amount less than
$799.805. The Owner's Project Manager shall invoice the To based on hours worked pursuant to
this Contract,according to the hourly rates below and the schedule set forth below.During the course
of this Contract,the rates in effect shall not be increased above those delineated in the following table:
Hourly Rate Schedule
Title 2022 Rate/Hour
Senior Director/Project Director $350*
Associate Director/Senior Project Manager $250*
Project Manager I MEP Support $175*
Construction Representative $165*
Financial/Administrative Support $150*
*Hourly rates are for 2022 calendar year and are subject to 34%escalation each)var, beginning January 1,2023.
The Owner's Project Manager shall perform the Services in accordance with the following Schedule:
Project Phase/Item of Work Not-to-Exceed Feel
Design Development/Construction $95,100
Document/Bidding Phase $20,490
Construction Phase/Final Completion $634,215
Extra Services(Identify by Category) N/A
Reimbursable Services (Identify by Category) NIA
'Not-to-exceedfie assumes all work is complete by December 31,2024
Independent Cost Estimates
$25,000 allowance per estimate(2 assumed) $50,000
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