INVITATION FOR BIDS

LEGAL NOTICE

Town of Westborough

Invitation for Bid

IFB 27-1000

Municipal Landscaping Maintenance Bid

Sealed Bids for the Municipal Landscaping Maintenance Bid, addressed to the Town of Westborough, Department of Public Works (“DPW”) shall be received at the Department of Public Works, 131 Oak Street, Westborough, MA 01581, until 10:00 AM EDST on October 8, 2026 at which time and place, the Bids shall be publicly opened and read aloud.

The scope for this Municipal Landscaping Maintenance Bid includes weekly mowing at various municipal properties and performing other general landscape services such as, spring clean-up, fall clean-up, mulching, edging, weeding and minor shrub maintenance.

Mandatory Pre-Bid Conference will be held at the Department of Public Works on September 24, 2026 at 9:00 AM. Failure to participate at the Mandatory Pre-Bid Conference will result in the rejection of a submitted bid. Bidders are encouraged to go to every site and review the properties that are listed in Appendix A.

Contract Documents will be available after 9:00 a.m. local time on September 11, 2026 by going to https://www.bidnetdirect.com/massachusetts/townwestborough. Bidders will need to register on BidNetDirect.com to get a free downloadable bid set. No monetary deposit is required to obtain the bid documents electronically.

Bid period inquiries and technical questions regarding the Work required by the Contract Documents shall be directed by email to Derek Saari, Assistant DPW Director, dsaari@westboroughma.gov and shall be received no later than October 1, 2026, at 4:00 PM to allow time to answer and post the Addenda on BidNet. Oral questions shall not be accepted, and oral interpretations of questions shall not be given.

Addenda will be issued and distributed to all plan holders registered on BidNetdirect.com.

Bids will be opened in the Office of the Department of Public Works on October 8, 2026 at 10:00 AM. No electronic bids will be accepted.

All Bids must be enclosed in a sealed envelope plainly marked:

Bid for IFB 27-1000 Municipal Landscaping Maintenance Bid 131 Oak Street, Westborough, Massachusetts 01581

Attn: Derek Saari, Assistant DPW Director

All bids for this project are subject to applicable public bidding laws of Massachusetts.

Selection of the contractor will be based upon bidder qualifications, including evidence of past performance on similar projects, and bid price. The contract will be awarded to the bidder deemed by the awarding authority to be the lowest responsible and eligible bidder.

The bidder agrees that its bid shall be good and may not be withdrawn for a period of 30 days, Saturdays, Sundays and legal holidays excluded, after the opening of the bids.

The Town reserves the right to waive any informalities, to accept or reject, in whole or in part any or all bids, or take whatever other action may be deemed to be in the best interest of the Town.

The Town is an Equal Opportunity Employer and encourages MBE/WBE/DBE participation in response to the bid process.

Derek Saari Assistant DPW Director

Westborough, Massachusetts dsaari@westboroughma.gov

TOWN OF WESTBOROUGH

MASSACHUSETTS

DEPARTMENT OF PUBLIC WORKS

131 OAK STREET

WESTBOROUGH, MA 01581-3317

TEL: (508) 366-3070 FAX: (508) 366-3074

IFB: 27-1000

Municipal Landscaping Maintenance Bid

The Town of Westborough Department of Public Works, hereinafter “DPW”, seeks bids from qualified contractors that can demonstrate proficiency and experience performing landscaping services upon various municipal properties.

All sealed Bids marked “Municipal Landscaping Maintenance Bid” are due by 10:00 AM Thursday, October 8, 2026 at which time the bids will be publicly opened and read aloud at the Department of Public Works, 131 Oak Street, Westborough, MA 01581.

A mandatory Pre-Bid Conference will occur at 9:00 AM, Thursday, September 24, 2026 at the Department of Public Works, 131 Oak Street, Westborough, MA 01581.

SCOPE OF WORK OVERVIEW

The overall scope of work includes weekly mowing, weekly weedwacking, weekly blowing of debris from hardscape surfaces, bi-weekly mowing, bi-weekly weeding/shrub maintenance, once per/year spring clean-up, once/year fall clean-up, once per/year edging and mulching. These requirements will be more thoroughly described within the Scope of Work Descriptions.

The municipal locations that are incorporated into this bid are listed as follows:

• Bay State Commons (10 Union Street);

• Fire Station (42 Milk Street);

• Forbes Community Center (9 East Main Street);

• Forbes Building (45 West Main Street);

• Library (55 West Main Street);

• Senior Center (4 Rogers Road);

• Town Hall (34 West Main Street).

All of the above municipal locations have individual maps clearly depicting the areas measured in square feet that require:

• Weekly Mowing;

• Bi-Weekly Mowing;

• and Other (edging, mulching, weeding, shrub/flowerbed maintenance).

All maps are attached as Appendix A.

DPW REPRESENTATIVE OVERSIGHT

The DPW Park & Recreation Leadsmen, hereinafter “Leadsmen” will be the point of contact in overseeing all aspects of this contract.

CONTRACTOR REPRESENATIVE OVERSIGHT

The contractor shall designate a “Field Supervisor” who will communicate regularly with the Leadsmen. The Field Supervisor contact shall be provided to the Leadsmen by no later than April 10th of each year of contract eligibility.

SCOPE OF WORK DESCRIPTIONS

As stated previously, all locations and the square footages of areas that require maintenance are provided in Appendix A.

The following will be a brief description of the work and expectations of the contractor and these work description categories will be replicated within the Bid Pricing Sheet:

• Weekly Mowing: Based upon the previous 5-year average there are approximately 28 Weekly Mowings during a normal growing season, provided that adequate rainfall has occurred from mid-April to the beginning of November.

Weekly Mowing will include:

1. Pre-litter pickup;

2. Pre-branch/other woody debris pickup;

3. Weedwacking of all edges such as but not limited to; sidewalks, curbing, monuments, edged flower/shrub beds, trees, any other delineated edges, building foundations, fencing, guardrails, and any other areas as directed by the Leadsmen;

4. Backpack blowing of all hard surfaces;

5. All mowed areas shall be bagged and disposed of by the contractor;

6. Average mowing height will be approximately 2.5”-3” and or, as directed by the Leadsmen.

• Bi-Weekly Mowing: Based upon the previous 5-year average there are approximately 14 Bi-Weekly Mowings during a normal growing season, provided that adequate rainfall has occurred from mid-April to the beginning of November.

Bi-Weekly Mowing will include:

1. Pre-litter pickup;

2. Pre-branch/other woody debris pickup;

3. Weedwacking of all edges such as but not limited to; sidewalks, curbing, monuments, edged flower/shrub beds, trees, any other delineated edges, building foundations, fencing, guardrails, and any other areas as directed by the Leadsmen.

4. Backpack blowing of all hard surfaces;

5. All mowed areas shall be bagged and disposed of by the contractor;

6. Average mowing height will be approximately 2.5”-3” and or, as directed by the Leadsmen.

• Annual Mulching and Edging: At the present time, only Baystate Commons and the Forbes Building require once per/year mulching and edging. The square footages of those areas area shaded “Other” on the maps in

Appendix A. All beds will be edged and approximately 1” in depth of Hemlock mulch will be applied over the area by no later than May 15th. This does include the removal of excess, previous years mulch to the approximate same 1” depth.

• Bi-Weekly Weeding & Shrub/Flowerbed Maintenance: At the present time, only Baystate Commons and the

Forbes Building require Bi-Weekly Weeding & Shrub/Flowerbed Maintenance totaling approximately 14 maintenance events. The Bi-Weekly time period will begin May 15th through November 1st . All areas shaded “Other” on the maps shall be weeded and normal maintenance such as pruning excessive growth, deadheading, and removal of broken vegetation shall occur upon the Shrubs/Flowerbeds. All accumulated materials shall be disposed of by the contractor.

• Spring Clean-up: All listed municipal locations require a once/year Spring Clean-up that shall be performed by

May 1st. This entails raking the grass surfaces and removing all winter debris, woody debris, litter, backpack blowing of hard surfaces (the DPW will sweep the parking lots), and other normally associated maintenance to be ready for normal mowing. All accumulated materials shall be disposed of by the contractor.

• Fall Clean-up: All listed municipal locations require a once/year Fall Clean-up that shall be performed by

Thanksgiving. This entails the removal of fallen leaves from the municipal locations, including all grass surfaces, landscaped beds, sidewalks and other areas where leaves have visibly accumulated. All accumulated materials shall be disposed of by the contractor.

• Per/Hourly Labor Rate: Opportunities may present themselves where additional work is required or desired outside the above work descriptions. The Per/Hourly Labor Rate permits flexibility for the Leadsmen to assign additional work to the Field Supervisor. It is estimated that 20 additional hours will be allocated within the Bid Pricing Sheet. A Change Order will not be required if additional labor hours are required during the contract period.

METHOD OF OPERATION

The contractor shall submit to the Leadsmen an approximate schedule and general rotation approach to achieve the above Scope of Work Descriptions by April 10th. For example, contractor X decides that every Tuesday will be the Weekly Mowing day of the week and the Bi-Weekly work will occur on the same Bi-Weekly Tuesday or some other schedule arrangements. The schedule assists in communicating with staff at each of these municipal locations.

The Leadsmen and Field Supervisor shall meet by April 10th of each contract year of eligibility to have a kick-off meeting before the contract season starts.

The Leadsmen will also communicate to the Field Supervisor of any community events such as; Memorial Day, Downtown Block Party, Veterans Day, Baystate Commons Farmers Market, and any other community events that could occur at the municipal locations within this contract.

Also, it is understood and agreed that only the highest standards of work are acceptable and are to be maintained upon these municipal and highly visible public properties. The contractor shall be required to redo, at their own expense; any work in relation to which there shall be doubt or discrepancy; or any work done in violation of law or public authority. In the event that work has been done improperly, the Leadsmen shall have the right to demand immediate corrective action on the part of the contractor; or have the condition corrected by whatever means necessary and deduct the costs from the invoiced amount.

SUSPENSION/ADDITIONAL MOWING

The Leadsmen reserves the right to suspend mowing if environmental conditions (i.e. drought) are present and mowing would be more detrimental to the turf surfaces. Conversely and if needed, the Leadsmen reserves the right to add additional mowings and the contractor will invoice per the Bid Pricing Sheet.

CHANGE ORDER

In the event that the DPW wanted to add additional municipal locations or additional work scopes, a Change Order would be submitted by the contractor and agreed to by the DPW and would be incorporated into an amended contract.

SUBCONTRACTING

The awarding contractor shall not subcontract any portions of this contract without prior authorization by the DPW.

REQUIRED REFERENCES

The Bid submission shall include at least three (3) references for similar work upon municipal properties.

REQUIRED LIST OF MACHINERY

The bid submission shall include a list of machinery able to perform the Scope of Work. The Contractor will be required to furnish all labor, materials, equipment, fuel and other incidental items necessary to complete the work. The Leadsmen reserves the right to inspect the machinery as part of the contract awarding process and if elected to do so, the bidder shall bring the machinery to the DPW main office for inspection.

The use of electric machinery to perform the Scope of Work is encouraged but not an obligation of this Contract.

REQUIRED STAFFING PLAN

The bid submission shall include a staffing plan to ensure there is adequate personnel to execute the contract. The contractor shall provide an updated staffing plan to the Leadsmen by April 10th of every eligible contract year.

LENGTH OF CONTRACT

The contract shall be from April 1, 2027 through December 31, 2027 (YEAR 1) and renewable twice, each renewal for a term from April 1, 2028 through December 31, 2028 (YEAR 2) and lastly from, April 1, 2029 through December 31, 2029 (YEAR 3). Each renewal shall be at the sole discretion of the Town of Westborough.

The contract renewal process will commence in March of every year so that it is firmly in place by April 1st.

HOURS OF OPERATION

The contractor can work between the hours of 7:00AM-5:00PM Monday through Friday and 8:00AM-4:00PM on Saturdays. No work on Sundays or legal holidays. In the event it is necessary to perform work outside the above parameters, then approval shall first be granted by the Leadsmen.

ADDENDA and INTERPRETATIONS No interpretation of the meaning of the plans, specifications or other pre-bid documents will be made to any bidder orally. All information given to bidders other than by means of the plans, specifications, or by addenda, is given informally and shall not be used as the basis of a claim against the DPW.

Questions and answers will be posted on Bidnetdirect.com and shared with all the plan holders who are registered on BidNetDirect.com.

Addenda may be required during the bidding period to modify, clarify or interpret the Bid and Contract Documents.

Failure to review such Addenda shall in no way relieve any Bidder from the execution of its provisions. All Bidders are cautioned to verify the number of addenda which have been issued and to review their contents before submitting a Bid.

If the bidder has specific questions regarding the proposed design or requires clarification of any bid documents they shall submit all questions to Derek Saari, Assistant DPW Director, dsaari@westboroughma.gov. To ensure proper handling of all emails the Subject Line shall include the IFB #27-1000 and the email shall clearly define the question. The email should also include the name and phone number of the sender in case follow-up information is required. All bid questions shall be received no later than October 1, 2026 at 4:00 PM. All responses will be distributed by Addenda via the Bidnetdirect.com system. The final Addenda shall be posted approximately 48 hours prior to the time of the bid opening.

Bidders are required to acknowledge all issued Addenda’s on the Bid Pricing Sheet

INSURANCE REQUIREMENTS

The contractor shall be responsible to the Town or any third party for any property damage or bodily injury caused by it, any of its subcontractors, employees or agents in the performance of, or as a result of, the work under this contract. The contractor and any subcontractors used herby certify that they are insured for workers’ compensation, property damage, personal and product liability. The contractor and any subcontractor it uses shall purchase, furnish copies of, and maintain in full force and effect insurance policies in the amounts here indicated.

General Liability Bodily Injury Liability: $1,000,000 per occurrence Property Damage Liability $ 500,000 per occurrence (or combined single limit) $1,000,000 per occurrence

Workers’ Compensation Insurance Coverage for all employees in accordance with Massachusetts General Laws mailto:dsaari@westboroughma.gov

Prior to commencement of any work under this contract, the contractor shall provide the Town with Certificate of Insurance which include the Town as additionally named insured and which include a thirty day notice of cancellation to the Town.

BASIS OF CONTRACT AWARD

A lump sum price shall be provided on the Bid Pricing Sheet for Year 1, Year 2, and Year 3 and the lowest aggregate total of all three years will be awarded the contract in addition to being the lowest responsible and responsive bidder.

BASIS OF PAYMENT

The awarded contractor shall receive a clean Bid Pricing Sheet and will submit weekly invoicing to the Leadsmen that demonstrates what properties and pricing categories were completed.

If the Per/Hourly Labor Rate was utilized, then provide a brief description of the work performed on the invoicing sheet.

BID PRICING SHEET

YEAR 1

(April 1, 2027-December 31, 2027)

Location Description Bid. Qty. Unit Unit Price

Total Price

Bay State Commons Weekly Mowing (47,544 sq.ft.)

28 Weekly

Annual Mulching and Edging

(11,862 sq.ft.)

1 Annual

Bi-Weekly Weeding and Shrub/Flowerbed

Maintenance (11,862 sq.ft.)

14 Bi-Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Fire Station Weekly Mowing (14,967 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Forbes Community Center

Weekly Mowing (1,419 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Forbes Building Weekly Mowing (4,703 sq.ft.)

28 Weekly

Bi-Weekly Mowing (1,715 sq.ft.)

14 Bi-Weekly

Annual Mulching and Edging

(1,509 sq.ft.)

1 Annual

Bi-Weekly Weeding and Shrub/Flowerbed

Maintenance (1,509 sq.ft.)

14 Bi-Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Library Weekly Mowing (6,848 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Senior Center Weekly Mowing (60,764 sq.ft.)

28 Weekly

Bi-Weekly Mowing (46,732 sq.ft.)

14 Bi-Weekly

Town Hall Weekly Mowing (2,494 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Employee Labor Rate Per/Hourly Labor Rate 20 Hours

Total Summation Year 1:$___________________________________________________ Year 1 bid amount in figures

YEAR 2

(April 1, 2028-December 31, 2028)

28 Weekly

Annual Mulching and Edging

(11,862 sq.ft.)

1 Annual

Bi-Weekly Weeding and Shrub/Flowerbed

Maintenance (11,862 sq.ft.)

14 Bi-Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Fire Station Weekly Mowing (14,967 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Forbes Community Center

Weekly Mowing (1,419 sq.ft.)

28 Weekly

28 Weekly

Bi-Weekly Mowing (1,715 sq.ft.)

14 Bi-Weekly

Annual Mulching and Edging

(1,509 sq.ft.)

1 Annual

Bi-Weekly Weeding and Shrub/Flowerbed

Maintenance (1,509 sq.ft.)

14 Bi-Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Library Weekly Mowing (6,848 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Senior Center Weekly Mowing (60,764 sq.ft.)

28 Weekly

Bi-Weekly Mowing (46,732 sq.ft.)

14 Bi-Weekly

28 Weekly

Spring Clean-up 1 Annual

Total Summation Year 2:$___________________________________________________ Year 2 bid amount in figures

YEAR 3 (April 1, 2029-December 31, 2029)

28 Weekly

Annual Mulching and Edging

(11,862 sq.ft.)

1 Annual

Bi-Weekly Weeding and Shrub/Flowerbed

Maintenance (11,862 sq.ft.)

14 Bi-Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Fire Station Weekly Mowing (14,967 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Forbes Community Center

Weekly Mowing (1,419 sq.ft.)

28 Weekly

28 Weekly

Bi-Weekly Mowing (1,715 sq.ft.)

14 Bi-Weekly

Annual Mulching and Edging

(1,509 sq.ft.)

1 Annual

Bi-Weekly Weeding and Shrub/Flowerbed

Maintenance (1,509 sq.ft.)

14 Bi-Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Library Weekly Mowing (6,848 sq.ft.)

28 Weekly

Spring Clean-up 1 Annual

Fall Clean-up 1 Annual

Senior Center Weekly Mowing (60,764 sq.ft.)

28 Weekly

Bi-Weekly Mowing (46,732 sq.ft.)

14 Bi-Weekly

28 Weekly

Spring Clean-up 1 Annual

Total Summation Year 3:$___________________________________________________ Year 3 bid amount in figures

The undersigned proposes to perform the Scope of Work, furnish all materials and complete the Scope of Work in its entirety in the manner and under the conditions required at the prices listed in the Base Bid Price Sheet of:

____________________________________________________________________(Year 1 + Year 2 + Year 3)

Bid amount in words

$___________________________________________________________________(Year 1 + Year 2 + Year 3)

Bid amount in figures

The undersigned acknowledges receipt of Addenda numbered:

Addenda Numbered: ______________________ Dates:________________________________

NOTE: If the Bidder is a corporation, indicate state of incorporation under signature and affix corporate seal;

if a partnership, give full names and residential addresses if different from business addresses.

Name of Bidder

Signature and title of Person Signing Bid

Business Address

City, State and Zip Code

Telephone Facsimile

Date: Corporate Seal:

Non-Collusive Resolution:

The undersigned certifies, under the provisions of Chapter 701 of the Acts of 1983 and under the penalties of perjury that this bonafide, fair and without collusion or fraud with any one person. As used in this section, the work “person” will mean any natural person, joint venture, partnership, corporation or other business or legal entity.

Date: _________________________________________________________________________

Company: _____________________________________________________________________

By: __________________________________________________________________________

Company Official Signature Print Name

Title:

Address:

Phone number:

Fax number:

Email Address:

CERTIFICATION AS TO PAYMENT OF STATE TAXES

Pursuant to Chapter 62C of the Massachusetts General Laws, Section 49A (b), I, ______________________, authorized signatory for the Contractor do hereby certify under the pains and penalties of perjury that said Contractor has complied with all laws of the Commonwealth of Massachusetts relating to taxes, reporting of employees and contractors, and withholding and remitting child support.

Social Security Number or Signature of Individual or

Federal Identification Number Corporate Name

By:

Corporate Officer

(If applicable)

APPENDIX A

IFB: 27-1000

Municipal Landscaping and Maintenance Maps

James W. Sewall Company

0 60 12030

Feet

Town of

WESTBOROUGH

Type of Mowing

Weekly (47,544 sq.ft.)

Other (Edging, Mulching. Weeding, Shrub/Flowerbed Maintenance) (11,862 sq.ft.)

Bay State Commons 10 Union Street

0 50 10025

Feet

Town of

WESTBOROUGH

Type of Mowing

Weekly

Fire Station 42 Milk Street

(14,967 sq.ft.)

0 50 10025

Feet

Town of

WESTBOROUGH

Type of Mowing

Biweekly

Weekly

Forbes Building 45 West Main Street

(4,703 sq.ft.)

(1,715 sq.ft.)

Other (Edging, Mulching, Weeding, Shrub/Flowerbed Maintenance) (1,509 sq.ft.)

0 10 205

Feet

Town of

WESTBOROUGH

Type of Mowing

Weekly (1,419 sq.ft.)

Forbes Community Center 9 East Main Street

0 30 6015

Feet

Town of

WESTBOROUGH

Type of Mowing

Weekly

Library 55 West Main Street

(6,848 sq.ft.)

0 200 400100

Feet

Town of

WESTBOROUGH

Type of Mowing

Biweekly

Weekly

Senior Center 4 Rogers Road

(46,732 sq.ft.)

(60,764 sq.ft.)

0 25 5012.5

Feet

Town of

WESTBOROUGH

Type of Mowing

Weekly

Town Hall 34 West Main Street

Westborough, acting by and through its Town Manager, hereinafter referred to as "Town," and

, with an address of , hereinafter referred to as "Contractor", effective as of the ____ day of September, 2024. In consideration of the mutual covenants contained herein, the parties agree as follows:

ARTICLE 1: SCOPE OF WORK:

The Contractor shall perform all work and furnish all services necessary to provide the

Town with as set forth in Attachment A.

ARTICLE 2: TIME OF PERFORMANCE:

The Contractor shall complete all work and services required hereunder commencing July 1, 2026 through June 30, 2027. There are two (1) year options to extend which may be exercised in the following fiscal years. The maximum end date of this contract is June 30, 2029.

ARTICLE 3: COMPENSION:

The Town shall pay the Contractor for the performance of the work outlined in Article 1 above the contract sum of $ The Contractor shall submit monthly invoices to the Town for services rendered, which will be due 30 days following receipt by the

Town.

ARTICLE 4: CONTRACT DOCUMENTS:

The following documents form the Contract and all are as fully a part of the Contract as if attached to this Agreement or repeated herein:

1. This Agreement.

2. Amendments, or other changes mutually agreed upon between the parties.

3. All attachments to the Agreement.

SAMPLE CONTRACT AGREEMENT

The following provisions shall constitute an Agreement between the Town of

In the event of conflicting provisions, those provisions most favorable to the Town shall govern.

ATTACHMENT A

ARTICLE 5: CONTRACT TERMINATION:

The Town may suspend or terminate this Agreement by providing the Contractor with ten

(10) days written notice for the reasons outlined as follows:

1. Failure of the Contractor, for any reason, to fulfill in a timely and proper manner its obligations under this Agreement.

2. Violation of any of the provisions of this Agreement by the Contractor.

3. A determination by the Town that the Contractor has engaged in fraud, waste, mismanagement, misuse of funds, or criminal activity with any funds provided by this Agreement.

Either party may terminate this Agreement at any time for convenience by providing the other party 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 from the Town, the Contractor shall cease to incur additional expenses in connection with the

Agreement. Upon such termination, the Contractor shall be entitled to compensation for all satisfactory work completed prior to the termination date as determined by the Town. Such payment shall not exceed the fair value of the services provided hereunder.

ARTICLE 6: INDEMNIFICATION:

The Contractor shall defend, indemnify and hold harmless the Town and its officers, agents, and all employees from and against claims arising directly or indirectly from the contract.

Contractor shall be solely responsible for all local taxes or contributions imposed or required under the Social Security, Workers' Compensation, and income tax laws. Further, the Contractor shall defend, indemnify and hold harmless the Town with respect to any damages, expenses, or claims arising from or in connection with any of the work performed or to be performed under this Agreement. This shall not be construed as a limitation of the Contractor's liability under the

Agreement or as otherwise provided by law.

ARTICLE 7: AVAILABILITY OF FUNDS:

The compensation provided by this Agreement is subject to the availability and appropriation of funds.

ARTICLE 8: APPLICABLE LAW:

The Contractor agrees to comply with all applicable local, state and federal laws, regulations and orders relating to the completion of this Agreement. This Agreement shall be governed by and construed in accordance with the law of the Commonwealth of Massachusetts.

ARTICLE 9: ASSIGNMENT:

The Contractor shall not make any assignment of this Agreement without the prior written approval of the Town.

ARTICLE 10: AMENDMENTS:

All amendments or any changes to the provisions specified in this Contract can only occur when mutually agreed upon by the Town and Contractor. Further, such amendments or changes shall be in writing and signed by officials with authority to bind the Town. No amendment or change to the contract provisions shall be made until after the written execution of the amendment or change to the Contract by both parties.

ARTICLE 11: INDEPENDENT CONTRACTOR:

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.

General Liability

Bodily Injury Liability: $1,000,000 per occurrence

Property Damage Liability $ 500,000 per occurrence

(or combined single limit) $1,000,000 per occurrence

Automobile Liability

Bodily Injury Liability: $1,000,000 per occurrence

Property Damage Liability $ 500,000 per occurrence

(or combined single limit) $1,000,000 per occurrence

Workers’ Compensation Insurance

Coverage for all employees in accordance with Massachusetts General Laws

Professional Liability Insurance

Minimum Coverage $1,000,000 per occurrence

Prior to commencement of any work under this Agreement, the Contractor shall provide the

Town with Certificates of Insurance which include the Town as an additional named insured and which include a thirty day notice of cancellation to the Town.

purchase, furnish copies of, and maintain in full force and effect insurance policies in the amounts here indicated.

damage, personal and product liability. The Contractor and any subcontractor it uses shall subcontractors used hereby certify that they are insured for workers’ compensation, property performance of, or as a result of, the work under this Agreement. The Contractor and any damage or bodily injury caused by it, any of its subcontractors, employees or agents in the

The Contractor shall be responsible to the Town or any third party for any property

ARTICLE 12: INSURANCE:

ARTICLE 15: COUNTERPARTS:

This Agreement may be executed in any number of counterparts, each of which shall be deemed to be a counterpart original.

parties hereto.

oral, and it shall not be modified or amended except by a written document executed by the

Agreement supersedes all prior agreements, negotiations and representations, either written or the entire integrated agreement between the parties with respect to the matters described. This

This Agreement, including all documents incorporated herein by reference, constitutes

ARTICLE 14: ENTIRE AGREEMENT:

prejudiced.

deemed affected thereby unless one or both parties would be substantially or materially legality, and enforceability of the remaining terms and conditions of this Agreement shall not be be held invalid, illegal or unenforceable by the court of competent jurisdiction, the validity, If any term or condition of this Agreement or any application thereof shall to any extent

ARTICLE 13: SEVERABILITY:

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year first above written.

CONTRACTOR

By

Printed Name and Title

TOWN OF WESTBOROUGH

by TOWN MANAGER

Kristi Williams Town Manager

Approved as to Availability of Funds:

Jaclyn Bonner Town Accountant Contract Sum