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HomeMy WebLinkAboutContract #: 1842 - From: 05-12-2025 To: 12-31-2027 - Breakaway Energy - Town Manager q �t— CONTRACT NO. J� VENDOR NO. 26052 SERVICE CONTRACT WITH THE TOWN OF NORTH ANDOVER THIS CONTRACT made and entered into this � day of May, 2025, by and between Breakaway Energy Services, LLC, a domestic profit corporation duly authorized by law and having a principal place of business at 44 Pine Ledge Landing, Brunswick, Maine 04011, 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 request quotes for Energy Manager Grant Consultants, and; 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 Energy Manager Consultant services per the Energy Manager grant as described in accordance with the Energy Manager Grant Memorandum of Understanding incorporated herein and made a part of this CONTRACT. All deliverables outlined in said Memorandum of Understanding to be provided by CONTRACTOR. The CONTRACTOR will report to the signatory Department Head of this CONTRACT. -2- The Contract Period will commence on May 1, 2025 and terminating December 31, 2028. 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 eighty thousand and 00/100 ($180,000.00) 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—$300,000 combined single limit for each accident. 2 Excess Umbrella Liability—$1,000,000 for each occurrence -8- 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 3 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- 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.15113 (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 4 under this contract. If requested by the CONTRACTOR a copy of the Contract Performance Record Form shall be furnished to the CONTRACTOR. -17- 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. -18- 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. 5 5/6125, 12:22 PM Scan.jpeg 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. 4al Me issa Murphy-Rodrigues Town Manager, North Andover Fed.I.D. or Social Security No. 3S- 121-3 C2.31:1)*__�) APPROVED AS TO FORM: TOWN O�, NOR ANDOVER Christine P. O'Connor Laurie A. Burzlaff Town Counsel Department Head K: War Town Ac War Date:`'Aj o 6 https://mail.google.com/mail/u/0/#inboMrjtXSnhNfSgPLZKPHsIBCHRkrlpXQrBgpZDgBPdmrLFZBgDXhhShzgHDCpHHkkBDcxRdvjx?projector=1&me... 1/1 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 or "persoW' shall mean natural person, business, partnership, corporation, committee,union, club or other organization,entity,or group of individuals. Signature: ... D. ........... ate: .......... ice �7nftt e Title Company Name CERTIFICATE OF TAX COMPLIANCE Pursuant to Chapter 62C of the Massachusetts General Laws, Section 49A (b), I t4" rized signatory for &e'A -:�i 511!� NIT of individual %0'11amle of 4coltraicUtWor autho do hereby certify under the pains and penalties of pedury 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. Date 7 ................. .................... Certificate of Authorization -(NOTE: A certified vote of the corporation may be substituted for this form.) The Vendor, C ne(ai,4 e7 is: (CHECK ONE) j V j (Name of Company/Consultant/Corporadon) A. a corporation formed and existing under the laws of the state of -and pursuant to the corporate by-laws, (insert Name and Title of Authorized Representative) is authorized to execute contracts in the name of said corporation.Such execution of any contract or obligation in this corporation's name on its behalf by such duly authorized individual shall be valid and binding upon the corporation. B. a limited liability company or a partnership formed and existing under the laws of the state of_R6L%Ae— and pursuant to the limited liability company agreement or partnership ,. (insert Name and Title of Authorized Representative) is authorized to execute contracts in the name of said company or partnership. Such execution of any contract or obligation in this company or partnership's name on its behalf by such duly authorized individual shall be valid and binding upon the company or partnership. C. is a sole proprietorship owned an operated exclusively by the undersigned. (Insert Name and Title of Authorized Representative) Execution of any contract or obligation in this sole proprietorship's name by such duly authorized individual shall be valid and binding. Signature: (Must be signed by Corporate Officer,Partner, or Sole Proprietor) Print Name of Above Title Date 8 BREAENO-01 MB L ACORO® CERTIFICATE OF LIABILITY INSURANCE DATE 516/2025 /6(2 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of suchpeyndorsement(s), PRODUCER .MAMeCT.-.-.. Clark Insurance,a Marsh&McLennan Agency,LLC company I PHHON FAX Ext►:(207)774-6257 ,N®I:(207)774-2994 1945 Conggress Street,Bldg A PO Box 3543 " ' sinfo@clalrkinsurance,com Portland,ME 04104-3543 INSURER(S)AFFORDING COVERAGE NAIC S _. INSURER A_Allmerica Financial Benefit ..INSURED._... INSURER B_:Landmark American Ins CO 33138_ _ Breakaway Energy Services LLC INSURER c Kaj Huld - _ 44 Pine Ledge Landing INSURER D-; Brunswick,ME 04011 INSURER E_; INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ,A" SUB POLICY ---..�. --.. -__..�-POLICY EFF POLICY EXP TYPE OF INSURANCE POLICY NUMBER I FOLIC (MOLIC LIMITS X COMMERCIAL GENERAL LIABILITY V --__-_ EACH OCEUR,RENCE $ 1'000,000 A _.. DAMAGE TO RENTED --_ + 1 CLAIMS MADE FX..� CUR X L2PJ631317 4/3/2025 4/3/2026 EIaEMISES LEa_Jccurren )- $_ 1,000,000 ME®EXP(An onepereon) $ 10 000 _. _ PERSONAL&_ADV_INJURY $ 1,000 000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE i$ ...._ 2,000,000 X POLICY ]PERO LOC PRODUCTS COMP/OP_AGG $ Included _. OTHER: I_ _ AUTOMOBILE LIABILITY r COMBINED SINGLE LIMIT (Ea.accident) __. -....-. $ ...... _. ANY AUTO BODILY INJURY(Per parsonl $ OWNED SCHEDULED -- . AUTOS ONLY 1 AUTOS BODILY INJURY(Per accident) $_ _-- O D PROPERTY AMAGE - AUTOS ONLY AUTOS ONLY ( er acciden@ IRED NON- WNE $ UMBRELLA LIAR i...... .--... OCCUR } EACH OCCtDR ENCE EXCESS LiAB CLAIMS-MADE - AGGREGATE_ $ _ _.. AND DED RETENTION$ � A WORKERS COMPENSATION X STATUTE_7 LIABILITY YIN ..$TATI)TF.... ER... __ ANY PROPRIETOR/PARTNER/EXECUTIVE W2PJ767063 8/2/2024 8/2/2025 1 1 1,000,000 F15ER/M M EXCLUDED. [ NIA E.I._EACH AI° II7 NT -. __. g�� _.. ( andat®rg�n NF1y EJ�EL DISEASE.- EMPLOYEE $ _ ' 00 1 000,0 It yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS balou� SEASE e POLICY LIMIT B Professional Liab f LHR856962 4/3/2025 4/3/2026 1,000,000 I I DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES ACORD 101 Additions Remarks Schedule may be attached If more space is required) The following entity is named additional insured for general liability by execution of a written contract or on- oin operations of the insured only. Town of North Andover Massachusetts 120 Main St North Andover,MA 01845 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Town of North Andover Massachusetts THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 120 Main St North Andover,MA 01845 AUTHORIZED REPRESENTATIVE I I ��",f ,A %�L- I ACORD 25(2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD