2026-27 Essex County Road Salt 1

Merrimack Valley Planning Commission

Invitation for Bid

2026-27 Essex County Cooperative Road Salt Bid

Bid Due Date:

Monday, September 21, 2026, 12:00 P.M.

160 Main Street

Haverhill, MA 01830

Telephone: (978) 374 - 0519

2026-27 Essex County Road Salt 2

150 Main Street

Haverhill, MA 01830-5875

2026-26Essex County Cooperative Road Salt Bid

I. General Information and Bid Submission Requirements A. The Merrimack Valley Planning Commission (MVPC) has assumed the procurement lead for a cooperative road salt bid on behalf of municipalities within Essex County. Sealed bids are requested by the Commission (MVPC) from qualified firms for the following communities that are eligible to participate in this bid: Amesbury, Boxford, Essex, Georgetown; Gloucester, Groveland; Hamilton, Haverhill, Ipswich, Lynnfield, Manchester by the Sea, Merrimac, Middleton, Nahant, Newbury, Newburyport, Peabody, Rockport, Rowley; Salem, Salisbury, Saugus, Swampscott Topsfield, Wenham, and West Newbury (“Municipalities”). Envelopes containing sealed bids will be accepted at the Merrimack Valley Planning Commission, 160 Main Street, Haverhill, Massachusetts 01830 until the time indicated.

B. Bids are due by 12:00 p.m., Monday, September 21, 2026, at which time they will be publicly opened and read.

Postmarks will not be considered. Bids submitted on any other form will not be accepted as valid bids. Envelopes should be clearly marked "2026-27 Essex County Cooperative Road Salt". Bids will be available for public inspection five (5) business days after the bid opening.

C. The MVPC endeavors to expedite the award and execution of the contract documents. It is the intent of the MVPC to award a Contract, on behalf of the participating municipalities, within thirty (30) days of the bid opening

D. Addenda: If any changes are made to the Invitation for Bid (IFB), an addendum will be issued. Addenda will be mailed, faxed, or emailed to all bidders on record as having downloaded / picked up the IFB. Contractors shall be responsible for ensuring that all addenda are in receipt prior to bid deadline. The MVPC will require acknowledgement of any addenda issued to be included on the bid form.

E. Questions concerning this bid must be submitted in writing to Patrick Reed, email:preed@mvpc.org., before 12:00 pm on Wednesday, September 9, 2026. Question may be delivered, mailed, emailed, or faxed. Written responses will be mailed, emailed, or faxed to all bidders on record as having picked up the IFB.

F. A bidder may correct, modify, or withdraw a bid by written notice received prior to the time and date set for the bid opening. Bid modifications must be submitted in a sealed envelope clearly labeled “Modification No. _____.”

Each modification must be numbered in sequence and must reference the original IFB.

G. After the bid opening, a bidder may not change any provision of the bid in a manner prejudicial to the interests of the Municipalities or fair competition. Minor informalities will be waived, or the bidder will be allowed to correct them. If a mistake and the intended bid are evident on the face of the bid document, the mistake will be corrected to reflect the intended correct bid, and the bidder will be notified in writing.

H. Bid Bond: The bid shall be accompanied by a bid deposit in the form of a bid bond, or a certified check on, or a treasurer’s or cashier’s check issued by, a responsible bank or trust company, payable to the MVPC. A bid bond shall be (a) in a form satisfactory to the awarding authority, (b) with a surety company qualified to do business in the commonwealth and satisfactory to the awarding authority and (c) conditioned upon the faithful performance by the principal of the agreements contained in the bid. The amount of such bid deposit shall be five (5) per cent of the value of the bid.

I. The MVPC may cancel this IFB or reject in whole or in part any and all bids, if the MVPC determines that the cancellation or rejection serves the best interests of the MVPC and the Municipalities.

J. All bid prices submitted for this IFB must remain firm for sixty (60) days following the bid opening.

K. Each bidder will submit three (3) copies of all required forms. All Bids must include a Bid Pricing Sheet – Appendix

B; Non-Collusion and Tax Compliance Form – Appendix C; Material Certifications – Appendix D and References – Appendix E.

L. A bid must be signed as follow: 1) if the bidder is an individual, by her/him personally; 2) if the bidder is a partnership, by the name of the partnership, followed by the signature of each general partner; and 3) if the bidder is a corporation, by the authorized officer.

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II. Purchase Description:

A. The Municipalities have provided estimated quantities for planning purposes, Appendix A - Estimated Volumes by Municipality, for the bid items and cannot be guaranteed. It is understood and agreed that the quantities shown are approximate and that the contract shall cover only the actual amount ordered for delivery during the contract period.

B. Price quoted shall be F.O.B. Destinations and shall include delivery and transportation charges prepaid.

C. Delivery - No material shall be delivered to a Municipality under the terms of this contract, at any time, unless the contractor has in his possession a written order signed by the Purchasing Authority for the quantity of materials desired, or an order number given to him verbally by the Purchasing Agent or Superintendent of Public Works. It is understood and agreed that materials will be delivered when needed. The Municipality delivery locations and contacts are provided on Appendix F, Municipality Locations & Contact Information.

D. Guaranteed Delivery - The successful bidder shall guarantee delivery of salt to each municipality within 48 hours of request by the municipality. In the event the stock is nearing depletion, the contractor must notify the cities and towns two weeks prior to any interruption in service. The contractor shall make arrangements with other sources to supply members of this consortium with road salt. If the cost of salt from a new supplier is in excess of the stated bid price of the successful bidder(s), the successful bidder(s) shall reimburse the Municipality the difference between the new supplier’s price and the original contract amount.

E. Failure to Deliver - Should the successful bidder(s) fail to furnish any of said materials within 48 hours after the order has been placed, the Municipality reserves the right to obtain the materials ordered at any other place, and may, without further notice, cancel their order by a notice from the Municipality and forwarded via email or mailed order to the successful bidder(s) business address stated in his bid.

F. Emergency – If a Municipality declares an emergency, the contractor agrees to furnish and deliver Highway

Salt within 24 hours from the time of the emergency telephone order placed by the Municipality and confirmed by a written order.

G. Weight - A certificate of weight shall be provided by the contractor and accompany each delivery of weighable materials. Such certificate shall show the name and address of the contractor, the name and address of the department to whom the delivery is being made, the material being weighed for delivery, the date of delivery, the vehicle registration and the gross, tare, and new weight. A sworn weigher of goods must sign this certificate.

The contractor shall be responsible for the delivery of the full net weight at the point of delivery. Check weighing may be made at the point of delivery or at any other point the Municipality may select

III. Rule for Award:

To ensure the delivery of product within forty-eight (48) hours, the MVPC, on behalf of the Municipalities, expects to enter into multiple contracts with responsive and responsible bidders offering the lowest cost for each line item of road salt.

It is the MVPC’s intent to contract for one (1) year commencing on or about November 1, 2026, and will expire on October 31, 2026.

IV. Bid Pricing Sheet: See Appendix B.

V. Non-Collusion Form and Tax Compliance Form: See Appendix C.

VI. References: Complete Appendix E with the following information.

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A. Commercial: Three (3) communities or political entities that you have provided road salt in the last three (3) years.

B. Financial References demonstrate a stable and secure financial position. Successful bidders may be requested by the

MVPC to provide a business information report or business profile from a credit reporting agency dated no earlier than sixty (60) days prior to bid submission date.

VII. Additional Contract Terms & Conditions:

A. The successful bidder shall comply with all applicable federal, state, and local laws and regulations.

B. Purchases made by the Municipalities are exempt from taxes and bid prices must exclude any taxes. Tax exemption certificates will be furnished upon request.

C. All words, signatures and figures submitted on the bid shall be in ink. Proposals, which are conditional, obscure or which contain additions not called for, erasures, alterations or irregularities, or any prices, which contain abnormally high or low amounts for any item, may be rejected as informal. More than one proposal from the same bidder will not be considered.

D. Unless otherwise provided by law, the Contractor will indemnify and hold harmless the Municipalities against any and all liability, loss, damages, costs or expenses for personal injury or damage to real or tangible personal property that each Municipality may sustain, incur, or be required to pay, arising out of or in connection with the performance of the Contract by reason of any negligent action/inaction or willful misconduct by the Contractor, its agents, servants, or employees.

E. Failure to perform when such failure is due to an Act of God, public enemy, fire, earthquake, floods, transportation, embargoes, or other similar causes beyond the control of the contractor, shall be good and sufficient reason for excuse from contractual liability.

F. No subletting of the award, or assignment of monies due or to become due, shall be made without written consent of the awarding authority.

G. The CONTRACTOR acknowledges and agrees that it is acting as an independent CONTRACTOR for all work and services rendered pursuant to this Agreement and shall not be considered an employee or agent of the TOWN for any purpose.

H. Indemnification: The contractor shall assume the defense, indemnify and hold harmless the municipality, the municipality’s agents and employees from and against all losses and all claims, demands, payments, suits, actions, recoveries and judgments of every nature and description brought or recovered against them, including attorney’s fees, by reasons of acts, inactions, omissions, negligence, reckless or intentional misconduct caused by or related to any and all activities of the Contractor, its agents, officers, employees or subcontractors.

I. Municipalities appropriation. If funds are not appropriated for this purpose, the Municipality may terminate this contract and shall not be obligated to make any further payments

J. Payments - Signatures on behalf of the receiving Municipality must be secured when salt is delivered, or invoices will not be honored. Invoices must be rendered in triplicate, marked with Requisition and/or Purchase Order number. Bills must be sent promptly after each delivery to the Municipality. Each participating municipality shall separately be responsible for payment for deliveries it receives. In no event shall any participating municipality be responsible for salt supplied or delivered to another municipality. Proof of delivery must be furnished on request.

The bidder, when submitting his bid, shall be fully aware that the Municipality will discount his invoice 2% for payment within thirty (30) days from receipt of said invoice. If the bidder wishes to submit his bid without the Municipality discounting invoices 2%, he shall so stipulate this on his bid by writing, "The 2% discount does not apply to our bid."

K. Insurance - The required insurance will be written with a company having an A.M. Best rating of A+, XII or higher, that said insurance company should meet with the approval of the Town and will be with a company licensed to perform business in the State of Massachusetts. The rating of the insurance company may be amended by the Town at its discretion. CERTIFICATES OF INSURANCE MUST BE SUBMITTED TO THE MVPC BEFORE A

CONTRACT IS SIGNED. THE CERTIFICATES OF INSURANCE MUST INCLUDE ALL COVERAGE AS

STATED IN THESE SPECIFICATIONS.

The successful contractor will take maintain during the term of the contract insurance as specified below and in such form as will protect the vendor performing work covered by the contract from all claims and liability for damages for bodily injury including accidental death and for property damage which may arise from operations under this Contract. Except as otherwise stated, the amounts of insurance will be for each policy, not less than:

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Workmen’s Compensation Insurance – With respect to all operations the third party performs and all those performed for him by subcontractors, the third party shall provide proof of Workmen’s Compensation Insurance in accordance with the requirements of the laws of the Commonwealth of Massachusetts and Employers Liability.

Comprehensive Automobile Liability – Proof of this coverage should be provided and should include coverage for all owned, non-owned and hired automobiles.

Comprehensive General Liability – This insurance includes coverage for: Premises – Operation, Contractors Protective, Completed Operations, Contractual, Personal Injury, and Broad Form Property Damage (Including Completed Operations)

Limits: $1,000,000/occurrence $3,000,000/aggregate

All policies shall identify the MVPC as an additional insured (except Workers’ Compensation and shall provide that the Municipalities shall receive written notification at least 30 days prior to the effective date of any amendment or cancellation. Certificates evidencing all such coverages shall be provided to the Municipality upon the execution of the Agreement. Each such certificate shall specifically refer to this Agreement and shall state that such insurance is as required by this Agreement. Failure to provide or to continue in force such insurance shall be deemed a material breach of this Agreement and shall be grounds for immediate termination.

VIII. Specifications:

A. Material Specifications: All Road Salt must conform to ASTM 632-12 (or successor) standards. The Road Salt mixture must be two-thirds ASTM rock and one-third solar.

B. Physical Requirements: Road Salt must conform to the following requirements for particle size when tested by laboratory sieve:

Sieve Size Weight % Passing 3/4” screen 100% No. 8 screen 25% No. 16 screen 5%

a. NOTE: Detailed requirements for laboratory sieves are given in the ASTM 14.02 (or successor).

C. All materials offered must meet the latest standards and requirements of the Massachusetts Highway

Department for Bulk Road Salt (Sodium Chloride).

D. American Society of Testing Materials (ASTM) Specifications - All Rock Salt items must meet all ASTM specifications including sodium content of 95%. The salt must be treated with an anti-caking agent and must be delivered in a free-flowing condition.

E. Product Quality - The Municipalities will not purchase or order salt from any stockpile used for the previous season. In addition, no salt will be acceptable that has been previously rejected for use by any State, County, or a Municipality.

F. Sampling and Analysis - The Materials delivered hereunder may be regularly and continuously sampled, as the Municipalities may elect. The samples shall be collected, prepared, and analyzed by representatives of the Municipalities and the vendor's representative in accordance with the method adopted by the American Society of Testing Materials and/or the American Association of State Highway Officials, or any other governmental testing agencies.

G. Inferior Material - If the Highway Salt delivered under this contract fails to comply with the specifications, the contractor shall be notified and will be required to forthwith remove the delivered Highway Salt and replace it with Highway Salt satisfactory to the requirements of this contract. In lieu of the preceding, the contractor agrees to accept, as full compensation therefore, an amount as payment to be determined by the Superintendent of Public Works and/or Purchasing Authority as full value of the salt delivered.

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Appendix A - Estimated Volumes by Municipality 2026-27 Essex County Cooperative Rock Salt Bid

Municipality Road Salt (tons)

Solar Salt (tons)

100 lb.

Weatherproof Bag of Calcium Chloride

Amesbury 2,000 0 0

Boxford 1,500 0 60

Essex 110 0 0

Georgetown 2,000 1,000 100

Gloucester 7,500 0 0

Groveland 1,200 0 0

Hamilton 2,500 0 0

Haverhill 11,000 0 0

Ipswich 3,000 400 50

Lynnfield 2,500 0 220

Manchester by the Sea 4,000 0 0

Merrimac 900 0 0

Middleton 1,500 0 0

Nahant 800 0 0

Newbury 1,200 0 0

Newburyport 2,500 0 0

Peabody 9,750 0 0

Rockport 5,000 0 0

Rowley 1,800 500 100

Salem 5,640 0 0

Salisbury 900 0 0

Saugus 5,500 0 0

Swampscott 1,500 0 0

Topsfield 2,500 100 0

Wenham 250 0 0

West Newbury 2,000 0 0

Total 79,050 2,000 530

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Commodity Unit of Measure

Estimated Quantity

Unit Price (Delivered)

Unit Price (Picked Up)

Rock Salt Ton 79,050

Solar Salt Ton 2,000

Weatherproof Bag of Calcium

Chloride

100 lb. Bags 530

This IFB includes addenda numbered ___________

Bidder _____________________________________________________

Address _____________________________________________________

Signature of Company Official _____________________________________________________

Printed Name of Company Official _____________________________________________________

Title of Company Official _____________________________________________________

Phone _____________________________________________________

E-Mail _____________________________________________________

Date _____________________________________________________

Appendix B 2026-27 Essex County Cooperative Rock Salt Bid

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Appendix C Non-Collusion Form & Tax Compliance Form

I. CERTIFICATE OF NON-COLLUSION

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 or individuals.

Signature of individual submitting bid or proposal

Name of Business

I.

II. TAX COMPLIANCE CERTIFICATION

Pursuant to M.G.L. Chapter 62C, Sec. 49A, I certify under the penalties of perjury that, to the best of my knowledge and belief, I am in compliance with all laws of the Commonwealth relating to taxes, reporting of employees and contractors, and withholding and remitting child support.

Signature of individual submitting bid or proposal

Name of Business

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Appendix D Material Certifications

2026-27 Essex County Cooperative Rock Salt Bid

1. Do you stipulate that the materials, where required, meet the specifications of the American Society for Testing Materials?

Yes ____ No ____

2. Please list the location of your stockpile(s):

3. What is(are) the location(s) where the materials are mined?

4. Do you guarantee that sufficient material will be available to suit each individual community’s needs?

5. If you are a foreign (out of State) Corporation: Are you registered to do business in Massachusetts?

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Appendix E References

Provide the names of three (3) municipalities that you have provided Road Salt in the last three (3) years.

Company Contact Address Phone Number

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Appendix F Municipality Locations & Contact Information

2026-27 Essex County Cooperative Rock Salt Bid Town Mailing Address Point of Delivery

Amesbury 978-300-8138

Patrick McDonald, Asst Dir of Public Works 39 South Hunt Road Amesbury, MA 01913 mcdonaldp@amesburyma.gov

DPW Yard 39 S Hunt Rd.

Amesbury, MA 01913

Boxford 978-352-6555 F: 978-352-5588

Eric Wendell, Asst. Foreman Town Hall, 7A Spofford Rd.

Boxford, MA 01921 ewendell@boxfordma.gov.

Highway Garage 7B Spofford Rd Boxford, MA 01921

Essex 978-768-6262 F: 978-768-2500

Amanda Davis, DPW Town of Essex, 44 Centennial Grove Rd Essex, MA 01929 adaviss@essexma.org

Town Garage 30 Landing Rd Essex, MA 01929

Georgetown 978-352-5704 F: 978-352-5701

Peter Durkee, Hwy Supt Town Hall, 1 Library St Georgetown, MA01833 pdurkee@georgetownma.gov

Town Garage 203 East Main St, Rte. 133 Georgetown, MA

Gloucester 978-325-5600 F: 978-281-3896

Rose Lopiccolo, Operations Mgr.

9 Dale Ave Gloucester, MA 01930 riopiccolo@Gloucester-ma.gov

DPW Complex 28 Poplar St Gloucester, MA

Groveland 978-372-0840 F: 978-469-5000

Arthur Markos, Superintendent Town Hall, 183 Main St Groveland, MA 01834 amarkos@grovelandma.com

Highway Dept Facility 160 Center St Groveland, MA

Hamilton 978-468-5227 F: 978-468-5582

Timothy Olson, Dir of Public Works 577 Bay Rd, PO Box 429 Hamilton, MA 01936 tolson@hamiltonma.gov

DPW Yard 577 Bay Rd, Rte. 1A Hamilton, MA

Haverhill 978-374-2360 F: 978-374-2362

Robert Kimball 500 Primrose St Haverhill, MA 01830 rkimball@haverhillma.gov

DPW Yard 500 Primrose St Haverhill, MA 01830

Ipswich 978-356-6612 F: 978-356-6616

Frank Ventimiglia, Operations Manager 25 Green St Ipswich, MA 01938 dpw@ipswichma.gov

DPW Garage 104 County Rd Ipswich, MA

Lynnfield 781-334-9555

Mike Nestor, Operations Supt mnestor@town.lynnfield.ma.us

Drop Location to be confirmed Prior To Shipment

Manchester by the Sea 978-526-1242 F: 978-526-2001

Chuck Dam, Public Works Dir 10 Central St Manchester, MA 01944 damc@manchester.ma.us

Highway Garage R85 Pleasant St Manchester, MA

Merrimac 978-346-8939 F: 978-346-0531

Alyssa Sexton, Admin. Coordinator 16E Main St Merrimac, MA 01860 asexton@townofmerrimac.com

Salt Shed Mill & Federal St Merrimac, MA 01860

Middleton 978-777-0407 F: 978-774-0718

Paul Goodwin, DPW Supt 195 North Main St Middleton, MA 01949 Paul.goodwin@middletonma.gov

Highway Garage 195 North Main St Middleton, MA mailto:adaviss@essexma.org mailto:pdurkee@georgetownma.gov mailto:riopiccolo@Gloucester-ma.gov mailto:mnestor@town.lynnfield.ma.us mailto:damc@manchester.ma.us

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Appendix F Municipality Locations & Contact Information

Town Mailing Address Point of Delivery Nahant 781-581-0026

Zach Taylor, DPW Supt ztaylor@nahant.org

DPW Garage 40 Flash Road Nahant, MA

Newbury 978-465-0112 F: 978-465-6512

James Sarette, DPW Dir 197 High Rd Newbury, MA 01951 highway@newburyma.gov

Highway Garage 197 High Rd Newbury, MA

Newburyport 978-465-4464 F: 978-465-1623

Tom Watkins, Business Manager 16A Perry Way (off Low St) Newburyport, MA 01950 twatkins@newburyportma.gov

DPW

16A Perry Way (off Low St) Newburyport, MA

Peabody 978-536-7126

William Paulitz, Dir of Public Services williampaulitz@peabody-ma.gov

50 Farm Ave Peabody, MA

Rockport 978-546-3525 F: 978-546-3562

Aaron Cilluffo, DPW Director Rockport Town Hall, 34 Broadway Rockport, MA 01966 dpw@rockportma.gov

Highway Garage Upper Main St Rockport, MA

Rowley 978-948-2441 F: 978948-6081

Patrick Snow, Highway Surveyor 40 Independent St., PO Box 314, Rowley, MA 01969 highway@townofrowley.org

Highway Garage 40 Independent St., Rowley, MA

Salem 978-744-3302

Brian Pszenny, Sr. Program Mgr.

bpszenny@salem,com

5 Jefferson Avenue Salem, MA

Salisbury 978-463-0656 F: 978-463-0190

Kate White, Business Manager 39 Lafayette Rd Salisbury, MA 01952 kwhite@salisburyma.gov

Highway Garage 39 Lafayette Rd Salisbury, MA 01952

Saugus

Dan Schena dschena@saugus-ma.gov

515 Main Street Saugus, MA

Swampscott 781-56-8860

Gino Cresta, Dir of Public Works gcresta@swampscottma.gov

200 Paradise Road, Swampscott, MA 01907

Topsfield 978-887-1542 F: 978-887-1543

Gary Wildes, Supt. Hwy. Dept.

279 Boston St Topsfield, MA 01983 gwildes@topsfield-ma.gov

Highway Garage Rte. 1, 279 Boston St Topsfield, MA

Wenham 978-468-5520 Ext 6 F: 978-468-1009

Richard Souza, Highway Supt 91 Grapevine Rd Wenham, MA 01984 rsouza@wenhamma.gov

Highway Garage 91 Grapevine Rd Wenham, MA 01984

West Newbury 978-363-1106 F: 978-363-1119

Katelyn Barker, Business Manager 381 Main St West Newbury, MA 01985 dpwadmin@wnewbury.org

Highway Garage 693 Main St West Newbury, MA mailto:dpw@rockportma.gov

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This agreement is made and entered into this __th day of _____, 2026 by and between the MERRIMACK VALLEY PLANNING COMMISSION (“the MVPC”), a corporate public body and existing under the laws of the Commonwealth of Massachusetts, and ____________, a corporation duly organized and existing under the laws of the Commonwealth/or as a D/B/A duly registered at: _________________________ ("The CONTRACTOR”).

ARTICLE I. DEFINITION: “THIS CONTRACT” as used herein shall mean that these Articles of Agreement and “the Invitation for Bid documents,” which include without limitation, the instructions to CONTRACTOR, the Contractor’s qualifications or proposal, the specification, terms and conditions, requirements, the applicable addenda, any final documents representing negotiated terms, and all documents and forms submitted with the CONTRACTOR’S proposal or proposal.

ARTICLE II. DURATION. The term of the Contract will cover one (1) year from November 1, 2026, and expire on October 31, 2027.

ARTICLE III. TERMS. The CONTRACTOR agrees to furnish and deliver Road Salt (Road Salt, Solar Salt) to the Municipalities, listed in the 2026-27 Essex County Road Salt Invitation to Bid (IFB) documents of ____________, 2026 (bid opening date).

ESTIMATED TOTAL CONTRACT VALUE: $____________U.S. Dollars.

ARTICLE IV. PAYMENT. The MUNICIPALITY agrees to pay for each delivery of Road Salt to the CONTRACTOR the sum set forth in the CONTRACTOR’S bid.

ARTICLE V. TERMINATION. The following shall constitute events of default under THIS CONTRACT requiring immediate termination: a) any material misrepresentation made by the CONTRACTOR, b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including, without limitation, the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the Contractor’s reasonable control, (ii) failure to commence performance of THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the Contractor’s reasonable control, (iii) failure to commence performance of THIS CONTRACT in a manner reasonably satisfactory to the MVPC / MUNICIPALITY, (iv) failure to promptly re-perform with reasonable time the services that were rejected by the MVPC / MUNICIPALITY as erroneous or unsatisfactory, (v) discontinuance of the services for reasons not beyond the Contractor’s reasonable control, (vi) failure to comply with a material term of THIS CONTRACT, including without limitation, the provision of insurance and nondiscrimination, and (vii) any other acts specifically stated in THIS CONTRACT as constituting a basis for termination of THIS CONTRACT.

The MVPC may terminate THIS CONTRACT at any time for convenience by providing the CONTRACTOR written notice specifying therein the termination date which shall be no sooner than thirty (30) days from the issuance of said notice. Upon receipt of a notice of termination, the CONTRACTOR shall cease to incur additional expenses in connection with THIS CONTRACT. Upon such termination, the CONTRACTOR shall be entitled to compensation for all satisfactory work completed prior to the termination date as determined by the MVPC / MUNICIPALITY. Such payment shall not exceed the fair value of the services provided hereunder.

ARTICLE VI. DAMAGES. From any sums due to the CONTRACTOR for materials, supplies or equipment delivered, the MVPC / MUNICIPALITY may keep for its own the whole or any part of the amount for expenses, losses, and damages, incurred by the MVPC / MUNICIPALITY as a consequence of purchasing materials, supplies or equipment as a result of any event of default, failure, omission, or mistake of the CONTRACTOR in furnishing or delivering materials, supplies or equipment as provided in THIS CONTRACT.

ARTICLE VII. FORCE MAJEURE. No party will be liable to the other for any failure or delay in rendering performance arising out of causes beyond its control and without its fault or negligence. Such causes may include, but not be limited to, acts of God or the public enemy, freight embargoes, and unusually severe weather; but the failure or delay must be beyond its control and without its fault or negligence. Dates or times of performance will be extended to the extent of delays excused by this section provided by that the party whose performance is affected notifies the other promptly of the existence and nature of such delay.

ARTICLE VIII. INSURANCE. The CONTRACTOR must provide the MVPC with a certificate of insurance coverage per the terms of the IFB prior to contract execution.

2026-27 Essex County Cooperative Road Salt

Bid

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ARTICLE IX. CONFLICT. In the event there is a conflict between these Articles and the IFB documents, the IFB documents:

shall supersede these Articles.

ARTICLE X. INSPECTION AND REPORTS. The MUNICIPALITY shall have the right at any time to inspect the work of the CONTRACTOR, including the right to enter upon any property owned or occupied by CONTRACTOR, whether situated within or beyond the limits of the MUNICIPALITY. Whenever requested, CONTRACTOR shall immediately furnish to the MUNICIPALITY full and complete written reports of his operation under this Contract in such detail and with such information as the MUNICIPALITY may request.

ARTICLE XI. COMPLIANCE WITH LAWS. The CONTRACTOR shall comply with all Federal, State, and local laws, rules, regulations, and orders applicable to the work provided pursuant to this Agreement, such provisions being incorporated herein by reference, and shall be responsible for obtaining all necessary licenses, permits, and approvals required for the performance of such work.

ARTICLE XII. NOTICE. Any and all notices, or other communications required or permitted under this Agreement, shall be in writing and delivered by hand or mailed postage prepaid, return receipt requested, by registered or certified mail or by other reputable delivery service, to the parties or furnished from time to time in writing hereafter by one party to the other party. Any such notice or correspondence shall be deemed given when so delivered by hand, if so mailed, when deposited with the U.S.

Postal Service or, if sent by private overnight or other delivery service, when deposited with such delivery service.

ARTICLE XIII. FUNDING, GOVERNING LAWS AND ORDINANCES. THIS CONTRACT shall be governed by, construed, and enforced in accordance with the laws of the Commonwealth of Massachusetts and the CONTRACTOR submits to the jurisdiction of any of its appropriate courts for the adjudication of disputes arising out of this Agreement.

ARTICLE XIV. EQUAL OPPORTUNITY. The CONTRACTOR in the performance of all work under THIS CONTRACT will not discriminate on the grounds of race, color, sex, age, religious creed, disability, national origin or ancestry, sexual orientation, marital status, family status, military status, or source of income in the employment practices or in the selection or retention of subcontractors, and in the procurement of materials and rental equipment. The MVPC may cancel, terminate, or suspend the contract in whole or in part for any violation of this Article.

ARTICLE XV. ASSIGNABILITY. The CONTRACTOR shall not assign, sell, subcontract, or transfer any interest in THIS CONTRACT without prior written consent of the MVPC. This AGREEMENT and any document referenced and incorporated herein or attached represent the ENTIRE CONTRACT and shall only be modified by written addendum between the Parties.

IN WITNESS WHEREOF, the parties have hereto and to two other identical instruments set their hands and seals the day first above written.

FOR THE CONTRACTOR MERRIMACK VALLEY PLANNING COMMISSION:

________________________________ Jerrard Whitten ________________________________ Executive Director

Jenifer Dunlap Finance Director

Material Certifications