HomeMy WebLinkAboutContract #: 1656 - From: 09-25-2023 To: 06-30-2024 - The Equity Process - School CONTRACT# I
VENDOR#
SERVICE CONTRACT WITH THE TOWN OF NORTH ANDOVER
THIS CONTRACT made and entered into this 101h day of May,2023,by and between The Equity
Process,LLC a domestic profit corporation duly authorized by law and having a principal place of
business at 20 Fox Hill Drive, Bridgewater, MA 02324 hereinafter called"CONTRACTOR", and
the and the TOWN of North Andover,("TOWN")a municipal corporation duly established by law
and located at 120 Main Street,North Andover, Essex County, Commonwealth of Massachusetts.
WHEREAS, the TOWN issued a Request for Quotes to conduct a comprehensive equity audit of
the school department and town departments in all its interactions and policies with students, staff,
residents, businesses and other contacts.
WHEREAS, the CONTRACTOR represents that it is duly qualified in this field, and has agreed
to perform the services requested by the TOWN; and
WHEREAS, the TOWN has accepted the CONTRACTOR'S proposal subject to the conditions
and agreements herein contained;
NOW, THEREFORE, IT IS AGREED by and between the Parties as follows:
-1-
The CONTRACTOR agrees that it will provide the services as described in accordance with the
Request for Quotes, Specifications, and the Bid. The Request for Quotes, the Specifications, the
Bid, all required Certifications,all Insurance Binders,and the Schedule of Minimum Wage Rates,
are incorporated herein and made a part of this CONTRACT.
The CONTRACTOR will report to the signatory Department Head of this CONTRACT.
-2-
The Contract Period will commence on July 1, 2023 and terminating June 30, 2024. Any
extensions of time must be by written NOTICE per paragraph 21 from the TOWN, and are at the
sole discretion of the TOWN.
-3-
Total payments under this CONTRACT shall not exceed One Hundred Fifty Thousand and 00/100
($150,000)DOLLARS. This Contract is expressly subject to and contingent upon an appropriation
of funds.
-4-
The TOWN agrees to use best efforts to pay for services within thirty (30) days of receiving an
invoice, so long as all services provided are sufficiently detailed in the invoice,and that the invoice
has filed with the contracting department. Any payment under this Contract shall not constitute or
be deemed a waiver,relinquishment, release, or abandonment of any claim which the TOWN may
have against the CONTRACTOR for breach of this Contract.
-5-
The CONTRACTOR agrees that no obligation shall be considered to have incurred under this
CONTRACT unless and until a purchase order shall have been duly issued and approved. And
further, that the obligation incurred shall be limited to the amount set forth in purchase order or
purchase orders duly issued and approved.
-6-
The CONTRACTOR states that it is qualified, and is in all relevant aspects, in good standing. The
CONTRACTOR certifies that performance under this Contract will meet ethical business
standards and good stewardship of taxpayer and public funding to prevent waste or abuse.
-7-
The CONTRACTOR shall at all times during the Contract maintain in full force and effect
Employer's Liability, Worker's Compensation (MGL c.152), Public Liability, and Property
Damage Insurance,including contractual liability coverage.All insurance shall be for policy limits
acceptable to the TOWN; all required insurance shall be certified by a duly authorized
representative of the insurers on the "MIIA" or "ACORD" Certificate of Insurance form
(incorporated into and made a part of this agreement); and before commencement of work
hereunder the CONTRACTOR agrees to furnish the TOWN with certificate(s) of insurance or
other evidence satisfactory to the TOWN. The certificates shall contain the following express
obligations: "In the event of cancellation or material change in a policy affecting the certificate
holder,thirty(30)days prior written notice will be given the certificate holder. Where notice is not
provided by CONTRACTOR's insurer, the notice will be provided by the CONTRACTOR." The
TOWN shall be named as an additional insured under each policy or policies, except Workers'
Compensation.
For the purpose of the Contract,the CONTRACTOR shall carry the following types of insurance
in at least the limits specified below.
Workers' Compensation—the required statutory amount
Employer's Liability—$500,000
Bodily Injury & Property Damage Liability Except Automobile—$500,000
Automobile Bodily Injury & Property Damage Liability — $1,000,000 combined single limit for
each accident.
Excess Umbrella Liability—$5,000,000 for each occurrence
-8-
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It is further agreed by the CONTRACTOR that, in the event the TOWN is sued in a court of law
or equity, or demand is made upon the TOWN for payment of any damages arising out of the
CONTRACTOR'S performance or non-performance of this Contract, then the CONTRACTOR,
without reservation, shall indemnify and hold harmless the TOWN against any and all claims
arising out of the CONTRACTOR'S performance or non-performance of the CONTRACT.
To the full extent permitted by law, no official, employee, agent or representative of the TOWN
of North Andover shall be individually or personally liable on any obligation of the TOWN under
this Contract.
-9-
This Contract is subject to all laws of the Commonwealth of Massachusetts, federal, state and
local, which are applicable to this Contract or work with a public entity; and it is presumed that
the CONTRACTOR is cognizant thereof.Any and all proceedings or actions relating to the subject
matter herein shall be brought and maintained in the courts of the Commonwealth, which shall
have exclusive jurisdiction thereof. This paragraph shall not be construed to limit any other legal
rights of the parties.
-10-
The CONTRACTOR agrees to comply with all the provisions of General Laws, Chapter 30B and
all related sections,including amendments thereto,in performing all work under this CONTRACT,
and the provisions of said sections are made a part of this CONTRACT and are to be considered
as covenants, terms and conditions hereof as though all the provisions were specifically
incorporated herein, and the provisions of the said sections shall apply even though it may appear
they are not applicable to the work of the type to be performed under this CONTRACT.
-11-
The CONTRACTOR will carry out the obligations of this Contract in full compliance with all of
the requirements imposed by or pursuant to General Laws c.151, §1, et seq. (Minimum Wage
Law) and any executive orders, rules, regulations, and requirements of the Commonwealth of
Massachusetts as they may from time to time be amended. The CONTRACTOR will, if
applicable, comply with the wage rates as determined by the Commissioner of the Department of
Labor and Industries,under the provisions of General Laws c.149 (Prevailing Wage), and shall be
in force and as amended. The CONTRACTOR will,if applicable, submit certified weekly payrolls
to the TOWN in accordance with MGL c.151, §1, et seq. The wage rate schedule attached to the
bid or solicitation shall be made a part of this contract, and shall continue to be the minimum rate
or rates of wages during the life of the contract as updated yearly unless adjusted by the
Commonwealth. The CONTRACTOR shall cause a copy of said schedule to be kept posted in a
conspicuous place during the life of the contract.
-12-
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The CONTRACTOR will carry out the obligations of this Contract in full compliance with all of
the requirements imposed by or pursuant to General Laws c.151 B (Law Against Discrimination)
and any executive orders, rules, regulations, and requirements of the Commonwealth of
Massachusetts as they may from time to time be amended.
The CONTRACTOR shall comply with all federal and state laws,rules and regulations promoting
fair employment practices or prohibiting employment discrimination and unfair labor practices
and shall not discriminate in the hiring of any applicant for employment nor shall any qualified
employee be demoted, discharged or otherwise subject to discrimination in the tenure, position,
promotional opportunities, wages, benefits or terms and conditions of their employment because
of race, color, national origin, ancestry, age, sex, religion, disability, handicap, sexual orientation
or for exercising any rights afforded by law.
-13-
The CONTRACTOR shall give its personal attention constantly to the faithful performance of the
work and shall not assign or delegate, in whole or in part or otherwise transfer any liability,
responsibility, obligation, duty or interest under this Contract without the written approval of the
TOWN.
-14-
It is further agreed that the TOWN may terminate this CONTRACT without cause, upon fourteen
(14) days' written notice to the other party, sent by certified mail, to the usual place of business of
the other party. The TOWN may also terminate this CONTRACT at any time for cause.
-15-
The undersigned certifies under penalties of perjury that this bid or proposal has been made and
submitted in good faith and without collusion or fraud with any other person. As used in this
certification,the word "person" shall mean any natural person, business, partnership, corporation,
union, committee, club or other organization, entity, or group of individuals.
-16-
It is understood and agreed by the TOWN and the CONTRACTOR that a Contract Performance
Record Form must be completed on this contract by the Department Head or his designee who is
supervising this contract, and such Contract Performance Record Form must be submitted to the
TOWN Manager, TOWN Accountant, and Purchasing Agent prior to release of final payment
under this contract. If requested by the CONTRACTOR a copy of the Contract Performance
Record Form shall be furnished to the CONTRACTOR.
-17-
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The CONTRACTOR certifies that any and all taxes and municipal fees due and owing to the
TOWN of North Andover have been paid in full.
_lg_
All fees for TOWN permits or licenses required for these services shall be waived, but any
additional fees for licenses and permits shall be the responsibility of the CONTRACTOR.
_19_
This contract is only binding upon,and enforceable against the TOWN if. 1)the Contract is signed
by the TOWN Manager or her designee; 2) and endorsed with approval of TOWN Counsel as to
form.
At any time during normal business hours, and as often as the TOWN may deem it reasonably
necessary, there shall be available in the office of the CONTRACTOR for the purpose of audit,
examination, and/or to make excerpts or transcript all records, contracts, invoices, materials,
payrolls, records of personnel, conditions of employment and other data relating to all matters
covered by this Agreement.
_20_
This instrument, and the other components of the contract documents, constitutes the entire
contract between the parties, with no agreements other than those incorporated herein. Any
Amendments to this Contract must be made in writing and executed by all signatories to the
original Contract, prior to the effective date of the amendment.
_21_
Any notice permitted or required under the provisions of this Contract to be given or served by
either of the parties hereto upon the other party hereto shall be in writing and signed in the name
or on the behalf of the party giving or serving the same. Notice shall be deemed to have been
received at the time of actual service or three (3) business days after the date of a certified or
registered mailing properly addressed. Notice to the CONTRACTOR shall be deemed sufficient
if sent to the address set forth in the Contract and to the TOWN by being sent to the Town Manager,
North Andover Town Hall at 120 Main Street, North Andover, Essex County, Commonwealth of
Massachusetts.
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IN WITNESS WHEREOF, the CONTRACTORS and the said TOWN OF NORTH ANDOVER
have hereto and to a duplicate and triplicate hereof, caused their corporate seals to be affixed and
these presents, together with said duplicate and triplicate, to be signed in their name and behalf by
their duly authorized officers the day and year first above written.
APPROVED: CONTRACTORS
By
J
Melissa Murphy-Rodrigues LUJ*
Town Manager,North Andover Fed.I.D. or Social Security _
APPROVED AS TO FORM: `',',,"TOWN OF NORTH ANDOVER
Christine P. 0,
Connor Denise Y. Casey, epityTo Manager
Town Counsel Department Head
'A
Lyne avage
F
Town Accountant 0
Date:
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_( (/;U,,A2 Date
7)
V1 d&16
l Prini Name & Title Company N e
an
Zv�
CERTIFICATE OF TAX COMPLIANCE
Pursuant to Chapter 62C of the Massachusetts General Laws, Section 49A (b), I
0 - -
UAYA�, �7,�)t(0 4thorized signatory for
individual Name qfcontrK r NaAe of indivi Name J
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 To of North Andover, relating to
taxes, permit or other fees,reporting of employees and contractors, and withholding and remitting
child support.
Sign r e A, A DaiJ
7
L
TCERTIFICATE OF VOTE ��jj A as,
t a duly authorized meeting the Board of Directors of the
held on it was
VOTED, THAT
(Name) (Officer)
of _be a 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 e name of on its
behalf by such officer under seal of shall be valid and binding upon
n n e obligation in
1 of
shall b,
I hereby certify that I am the clerk of the above nam and
that is the duly elected fficer as above of said
f f
and that the above vote has not been ended or rescinded and
remains in full force and effect as the date of this contract.
(Date) (Clerk)
8
CERTIFICATE OF VOTE
Atw duly authorized meeting the Board of Directors ofthe held on
it was
VOTBZ}, TBAI
I0B: Limited Liability Company Signature Authorization(in lieu of"Certificate ofVotc")
Cyndi Weekes Bradley is the CEO, Founder and single owner of The Equity Process.The Equity
Process, LLC is a Limited Liability Company and not a corporation.There are no Board of Directors and
no Officers.The Company operates asa single owner LLC under the rules
and regulations of the Commonwealth of Massachusetts governing Limited Liability Companies.
Accordingly,a Massachusetts Annual Report-2023 of The Equity Process LLC, a Limited
Liability Company, under and pursuant to Chapter 156c of the Massachusetts Limited Liability
Company Act, was filed with the Secretary of the Commonwealth on March 5, 2023, authorizing Cyndi
Weekes Bradley with the authority to execute contracts, deeds and bonds in the name and on behalf
of said Limited Liability Company, and such execution of any contract, deed or obligation in the
Limited Liability Company's name on its behalf of such Managers; their signatures
being binding on this Company.
(13ate) 41ej44rr/Manager)C9 C!1�
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