27-02-SPS IFB Manual - Paving at Bentley Elem.pdf

City of Salem, Massachusetts

INVITATION FOR BIDS

IFB #27-02-SPS

PAVING AT BENTLEY ELEMENTARY SCHOOL

June 17, 2026

BIDS DUE:

July 1, 2026 11AM

Late Bids Will Be Rejected

DELIVER COMPLETED SUBMISSIONS TO:

Anthony Delaney

93 Washington Street, 2nd Floor

Salem, MA 01970 adelaney@salem.com

Phone: 978-619-5695 mailto:adelaney@salem.com

IFB # 27-02-SPS

City of Salem, Massachusetts

Purchasing Department

COVER SHEET

The City of Salem reserves the right to reject any or all Bids, to omit any item or items called for, or to accept the bids(s) deemed in the best interest of the City. One (1) original copy of the bids must be submitted on or before

11:00AM on July 1, 2026, to:

Anthony Delaney

93 Washington Street, 2nd Floor.

Salem, MA 01970

Phone: 978-619-5695

The envelope containing the Bid and required information must be sealed and marked with the Proposer’s name, title of proposal, IFB number, and date of opening. The Proposer must sign all required signature pages in order for the proposal to be considered.

The Proposer acknowledges receipt of the following ADDENDA #

BUSINESS/INDIVIDUAL NAME_______________________________________________________

ADDRESS __________________________________________________________

CITY, STATE, ZIP CODE __________________________________________________________

TELEPHONE __________________________________________________________

EMAIL __________________________________________________________

INDIVIDUAL/AUTHORIZED SIGNATURE ______________________________________

AUTHORIZED OFFICER NAME (print) ______________________________________

DATE ______________________________________

By signing the above, the authorized officer is certifying that a complete examination of all bid/RFP documents has been made and that the goods/services will be delivered within the time specified and at the prices stated.

All bidders must sign and submit with their bid the attached Certificate of Good Faith and Tax Attestation

Form. Failure to do so will result in the bid being unresponsive and rejected.

If bidder/proposer is a co-partnership, all partners must execute both copies of the bid/proposal, unless one partner has been authorized to sign for the co-partnership, in which case evidence of such authority shall be submitted.

If the bidder/proposer is a corporation, the authorized agent shall execute both copies of the bid/proposal.

Evidence of authority to sign must be submitted.

The City of Salem reserves the right to reject any or all bids/proposals and waive any informalities deemed to be in the best interests of the City.

INSTRUCTIONS TO BIDDERS

BID NO. 27-02-SPS

1.01 - PROPOSAL

1. Sealed bids will be received at the time and place as designated by the Owner in the “Invitation for Bid.”

2. If, at the time of the scheduled bid opening, the City Offices are closed due to inclement weather or other unforeseeable events, the bid opening will be postponed until the same time as specified in the bid documents on the next normal business day. Bids will be accepted until that date and time.

3. Proposal envelopes shall be clearly marked “Sealed Bid” and addressed to: City of Salem, Purchasing

Department, 93 Washington Street, Salem, MA 01810.

4. Proposal envelopes shall have the bidder’s company name and address on the outside.

5. No claims for immunity or exceptions predicated upon misunderstanding or failure to correctly interpret the

“Invitation for Bid” or the contract Documents will be allowed.

1.02 - BID SETS

1. Bid sets will be available at the Office of the Purchasing Agent, Salem City Hall, 93 Washington Street, Salem, Massachusetts as well as at www.salemma.gov/bids. There is no cost for copies of the bid sets.

1.03 – PRE-BID CONFERENCES AND SITE VISITS

1. No pre-bid meeting or site visit is scheduled for this contract opportunity.

1.04 - QUALIFICATION AND LICENSING

1. All Bidders are notified that they must be licensed under prevailing state and local laws and regulations governing the proposed work.

2. All work and materials shall comply in every respect with the building laws, state and City regulations, and the directions of the inspector of buildings and such building laws, regulations and directions are to be considered as a part of the Contract to which it relates.

1.05 - BID WITHDRAWAL

5. Withdrawal or modifications to bids will be allowed only if written notice of a Bidder’s desire to withdraw or modify his/her bid is filed prior to the time of bid opening and at the place specified in the request for bids. A notice of a Bidder’s desire to withdraw or modify a bid must be signed by the Bidder or his/her designated representative.

6. No bid may be withdrawn for a period of thirty (30) days after the scheduled closing time for the receipt of bids. The Owner reserves the right to accept or reject in whole or in part any or all bids or take whatever other action that may be deemed to be in its best interest.

http://www.salemma.gov/bids

1.06 - LOCATION OF SITE

7. Bentley Elementary School, 25 Memorial Drive, Salem, Massachusetts.

1.07 – BID/CONTRACT DOCUMENTS

1. The Contract Documents consist of the following:

1. Specifications/Scope of Services.

2. Addenda to Specifications and drawings, if any.

3. The sample construction contract agreement and contract supplement “C.”

4. The City issued a Purchase Order.

1.08 - OWNER

1. Where the term Owner is used in these Specifications, and other Contract Documents, same refers to City of

Salem, Massachusetts, or its authorized representative.

1.09 – CONTRACTOR

2. Where the term Contractor or General Contractor is used in the Specifications, it shall mean the Contractor mentioned as such in the Agreement.

3. Where reference is made to Subcontractors, such reference is intended for reasons of clarification and the relationship between the Contractor and said Subcontractors shall be in accordance with the General

Conditions.

1.10 - EXPLANATION TO BIDDERS

1. No oral interpretation will be made. Any interpretations made to bidders will be in the form of an addendum to the Specifications and Drawings that will be forwarded to all bidders.

2. Discrepancies, omissions or doubts as to the meaning of Specifications and drawings should be communicated at once to the Purchasing Agent for interpretation. This request for clarification must be made in writing, via email (adelaney@salem.com), prior to the bid opening. Bidders should act promptly and allow sufficient time for a reply to reach them before the submission of their bids and any interpretation made by the Purchasing Agent and/or the Engineer/Architect prior to receipt of bids shall be made a part of the Contract.

3. Requests for clarifications by a prospective Bidder regarding the specifications, or other bid documents must be presented in writing, via email (adelaney@salem.com), to the Purchasing Agent before the bids are opened. Requests shall include the project specification name and date and shall be directed to the

Purchasing Agent.

4. Verbal explanations or instructions will not be binding during the bidding process. Only written addenda are binding. Written addenda resulting from requests for clarifications will be delivered to all listed holders of the Bid Documents no later than (3) business days prior to the bid opening. Addenda may be issued after this date if deemed to be in the best interests of the City by the Purchasing Agent. All Bidders shall acknowledge the receipt of all addenda when submitting their bids.

5. In the absence of an interpretation by the Purchasing Agent should the Specifications disagree in themselves or with the drawings, the better quality or the greater quantity of work or materials shall be estimated upon and, unless otherwise ordered, shall be furnished.

1.12- CONDITIONS OF WORK

1. Each bidder shall carefully examine the Contract Documents, may visit the site, and fully inform himself or herself as to all existing and controlling conditions and limitations. The submission of a bid shall be conclusive evidence that the Bidder is familiar with all such conditions, including the nature, amount, and location of the work, the type of facilities needed preliminary to and during the execution of the work, the general and local conditions, labor conditions, and all other matters which might in any way affect or have a bearing on the work or its cost.

2. The Contractor shall include all charges for labor, material, tools, staging, equipment, and supervision that he/she deems necessary in order to complete, in a thoroughly professional and expeditious manner, all the work described hereafter. All work shall be according to code and approved by the proper authority.

Material having salvage value shall become the property of the City of Salem. All other material and debris accumulated because of this operation shall become the property of the contractor and shall be removed, in a legal manner in accordance with all applicable requirements and permits, from the premises by him/her. The premises are to be clean and neat, to the satisfaction of the City of Salem and/or designated Consultant.

1.13 - PERMITS, FEES, AND NOTICES

1. The successful bidder shall secure all permits and licenses necessary for the proper execution and completion of the work, when applicable.

2. The Owner will waive or pay for, as applicable, fees for all necessary permits.

1.14 - COOPERATION AND COORDINATION

1. The Owner has entered, or may enter, into separate contracts for work related to the work under this specification.

2. The successful bidder shall cooperate with said contractors and coordinate his work with the work of other trades so that construction will proceed in a rapid and orderly fashion.

1.15 - TIMELY COMPLETION

8. The Contractor shall start the work under this Contract on written notice from and on the date set by the

Owner. The Contractor shall start the work on the date set by the Owner and shall continue, without interruption, to completion with all the practical dispatch and regularity. The project is expected to begin upon issuance of a notice to proceed after July 1, 2026, and shall be completed in full no later than July 20, 2026. The Owner, in its sole discretion, may renew the contract, on an annual basis, for two additional years.

1.16 - CONTRACT FORM

1. The successful Bidder will be notified of the award of the Contract in writing and shall properly execute a contract in accordance with the construction contract agreement and contract supplement “C” provided herein, within five (5) working days after receipt of such notification.

1.17 - ADDENDA

1. The Owner may, during the bidding period, advise the Bidders by adding additions, omissions, or alterations in the Specifications and drawings. All such changes shall become a part of the contract and shall be included in the work covered by the Proposal.

2. No addenda will be issued later than three (3) days prior to the date set for receipt of bids, unless deemed to be in the public’s best interest to do so by the Purchasing Agent.

1.18 - TAXES

1. The Owner is exempt from all purchaser taxes. Tax Exempt Number will be supplied to the successful bidder.

1.19 - PROPOSAL SECURITY

1. Each Bidder shall submit with his bid a Bid Security in the amount of five percent (5%) of the total bid price. The Bid Security shall consist of Cash, Certified Check, or Bidder’s Bond.

1.20 - LABOR & MATERIALS PAYMENT BOND

1. Before Contract signing, the Contractor shall furnish the Owner with a Labor & Materials Payment Bond and Performance Bond each in the amount of one hundred percent (100%) of the Contract price, to insure completion of work and payment for all labor and materials furnished on the project.

2. All bonds shall be written in conformance with Massachusetts General Laws, Chapter 149, Section 29, as amended.

3. All bonds shall be submitted to the City on the City issued forms which have been incorporated with this

Bid.

1.21 – CONTRACTOR’S LIABILITY INSURANCE

2. See the insurance requirements and minimum coverage amounts listed in both the specifications and

Contract Supplement “C.”

1.22– COMPETENCY OF BIDDERS AND REFERENCES

1. No contract will be awarded to any person, firm, or corporation that is in arrears or is in default to the

Owner upon any debt or contract, or that is a defaulter, as surety or otherwise, upon any obligation to the Owner, or has failed to perform faithfully any previous contract with the Owner.

2. All Bidders must supply a list of references for similar projects performed over the last three years providing names, addresses and contract person with telephone number on each project. This reference list is to be submitted with the bid.

1.23 - AWARD OF CONTRACT

1. This contract shall be awarded to the lowest responsible and eligible bidder based upon the grand total as indicated on the bid price sheet and as in accordance with MGL Ch. 30, 39M. Such a bidder must possess the skill, ability, and integrity necessary for the faithful performance of the work and shall establish his ability to comply with the schedule of work outlined in the Contract section. The term “lowest responsible and eligible bidder” as used herein shall mean the bidder whose bid is the lowest of those bidders possessing the skill, ability and integrity necessary for the faithful performance of the work within the time limit allowed, and past experience, if any, with the City of Salem may have with the bidder on similar projects.

2. The City of Salem reserves the right to award each section of the bid to one vendor or to multiple vendors.

Bidders are allowed to bid on only one, or as many as all four items that the City is seeking pricing on. The

City will award a contract to the lowest responsible and eligible bidder in each category, thereby having the potential to award each item to a different Contractor. In the case of awarding to multiple vendors the low bidder in each category will be contacted first when placing orders. If the primary vendor cannot meet the quantity needed or the time required, then the secondary vendor will be contacted. The items being bid are for projects that develop during the year and the demand for these items are heavier during specific times of the year, therefore, it is felt that meeting specific quantities required and time constraints is an issue.

1.24 – PAYMENT OF MA PREVAILING WAGE

1. Attached copies of Prevailing Wage Rates and the Statement of Compliance from Mass. Dept. of Labor and

Industries shall apply to the labor required to perform all work. Those rates must be reviewed and complied with. Certified Weekly Payroll documents shall be sent directly to the Office of the Purchasing Agent, 93

Washington Street, Salem, MA 01970. They shall be sent no later than three (3) business days after the close of the previous workweek.

CITY OF SALEM

Paving at Bentley Elementary School

Any reference as to a specific type or manufacturer in these specifications is for identification purposes only.

Equivalent products will be considered. In the event samples or specifications on equivalent products are required it will be at the vendor’s expense. The City of Salem will have the sole discretion on whether or not a product is considered an equivalent.

The bidding and award of these contracts will be under the provisions of Massachusetts General Law Chapter 30

Section 39M and the provisions of M.G.L. Chapter 30 Section 39S.

Prevailing wage rates are required on these construction projects and are included herein.

Bidders will be required to comply with the provisions of M.G.L. Chapter 30, Section 39S. Bidders must sign and return with their bid submission the attached certification for compliance with the provisions of M.G.L. Chapter 30, Section 39S. See Attachment C.

Award of Contract

This contract shall be awarded to the lowest responsible and eligible bidder. Such a bidder must possess the skill, ability, and integrity necessary for the faithful performance of the work. The term “lowest responsible and eligible bidder” as used herein shall mean the bidder whose bid is the lowest of those bidders possessing the skill, ability, and integrity necessary for the faithful performance of the work within the time limit allowed. This bid will be awarded to the lowest responsible and eligible bidder for each of the three Categories: Item 1 Roadway Paving and Cold

Milling, Item 2 Pavement Reclamation, and Item 3 – Highway-Sidewalk and Curbing.

The only price adjustment clauses that will be accepted are those as indicated in Attachment A and Attachment B.

Vendors who include any additional price adjustment and/or escalation clause with their bid will be rejected.

The successful vendor(s) shall designate a Construction Manager for the duration of the project. The Construction Manager is required to be on site at all times 100% to inspect the work, for the duration of the project and shall be responsible to work with the City Engineer or his designee to ensure that the quality of work required by the City of Salem is met.

A pre-construction meeting with all parties involved will be held prior to any construction.

Scope of Work

The Bentley Elementary School parking lot is approximately 4475 square yards and has 98 parking spots.

1. Clean lot prior to paving

2. Mill and pave

3. Install tack coat

4. Level prior to overlay

5. Line striping

Form for Bid

BID NO. 27-02-SPS

VENDOR NAME:

A. The undersigned proposes to furnish all labor and materials required for:

Prince Street – Roadway Surfacing

Including all Labor and Materials, for the contract price specified below, subject to additions and deductions according to the terms of the specifications.

B. The proposed contract price is

(WORDS)

($ ) (NUMBERS)

A Proposer understands that the owner reserves the right to reject any or all quotes and to waive any minor informalities in the quoting prices.

E. The undersigned agrees if selected as General Contractor, within five days, Saturdays, Sundays and legal holidays excluded, after presentation thereof by the City:

1. Execute a contract in accordance with the terms of this quote.

2. Furnish 50% Payment Bond from a surety company qualified to do business under the laws of the Commonwealth and satisfactory to the City in the sum of 50% of the contract price, the premiums for which are to be paid by the General Contractor and are included in the contract price.

3. Provide an Insurance certificate specifying the City as an additional Insured.

The City further requires that within 30 days after being selected, the General Contractor furnish the City with a copy of all insurance policies

I. As required by M.G.L. c. 62C, §49A, the undersigned certifies under the penalties of perjury that the quoter has complied with all laws of the commonwealth relating to taxes. The undersigned further certifies under the penalties of perjury that this quote is in all respects bona fide, fair and made without collusion or fraud with any other person.

As used in this subsection the word “person” shall mean any natural person, joint venture, partnership, corporation or other business or legal entity. The undersigned further certifies under penalty of perjury that the said undersigned is not presently debarred from doing public construction work in the commonwealth under the provisions of section twenty-nine F of chapter twenty-nine, or any other applicable debarment provision of any other chapter of the General Laws or any rule or regulation promulgated there under.

VENDOR NAME:

J. The undersigned agrees to commence work on the Contract within thirty (30) calendar days from receipt of written notice to proceed issued by the Owner and to thereafter diligently and continuously carry on the work. The undersigned agrees to substantially complete the work of this Contract on or before July 20, 2026, the date of substantial completion.

Date

BY:

(Signature)

(Name of Quoter)

(Title)

(Business Address)

This bid includes addenda number ___________

Company Name: ________________________________________________________

Address: _______________________________________________________________

City, State, Zip: _________________________________________________________

Contact person: __________________________________________________________

Tel. No.: _________________________________ ________________________

E-Mail: ________________________________________________________________

Miscellaneous Roadway & Paving projects, SALEM, MA

IFB No 27-02-SPS

REFERENCES FORM

Bidders Name: _____________________________________________________

Bidders Address: ___________________________________________________

The bidder must provide references for similar types of projects performed within the past three years. Attach additional pages if necessary.

Reference: ___________________________________ Contact: ______________

Address: ____________________________________ Phone: _______________

____________________________________________ Fax: _________________

Description and date of Project: _________________________________________

____________________________________________ Fax: _________________

____________________________________________ Fax: _________________

____________________________________________ Fax: _________________

Description and date of Project: _________________________________________

USE ADDITIONAL PAGES IF NECESSARY

CORPORATE VOTE

At a duly authorized meeting of the Board of Directors of ______________________________

_______________________________ held on ________________________ at which all the Directors were present or waived notice, it was voted that ______________________________, __________________________ of this company, be and he/she hereby is authorized to execute contracts and bonds in the name and behalf of said company, and affix its Corporate Seal thereto, and such execution of any contract or obligation in this company’s name on its behalf by ___________________________________, shall be binding upon this company.

A TRUE COPY ATTEST:

Clerk, Date of this Contract

I hereby certify that I am the Clerk of ____________________________________, that.

_________________________________ is duly elected ________________________ of said company, and the above vote has not been amended or rescinded and remains in full force and effect as of the date of this contract.

Clerk Corporate Seal

SWORN TO AND SUBSCRIBED BEFORE ME THIS _________ DAY OF _______________,

Notary Public

If a corporation completes the above or attaches to each signed copy of the bid/written request/quotation, a notarized copy of vote of corporation authorizing the signatory to sign this bid/written request/quotation form. If attesting clerk is the same person as the individual executing this contract, have signature notarized above.

CERTIFICATION OF GOOD FAITH

The undersigned certifies under pains and penalties of perjury that this contract has been obtained 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.

Signature required.

CERTIFICATE OF STATE TAX COMPLIANCE

Pursuant to Massachusetts General Laws, Chapter 62C, Section 49A, ______________________________________, authorized signatory for name of signatory

____________________________________________________, whose contractor principal place of business is at _______________________________________________, ____________________________ does hereby certify under the pains and penalties of perjury that

_____________________________________________________________ has paid all contractor

Massachusetts taxes and has complied with all laws of the Commonwealth of Massachusetts relating to taxes, reporting of employees and contractors, and withholding and remitting child support.

Signature required.

Federal Identification No. of ___________________________________: __________________ contractor number

CITY OF SALEM

SAMPLE CONTRACT

DATE: ___________________

This Contract is entered into on, or as of, this date by and between the City of Salem (the “City”), and

[“Contractor”]

[Address of the Contractor]

[Telephone Number] [FAX Number]

1. This is a Contract for the procurement of the following:

2. The Contract price to be paid to the Contractor by the City of Salem is:

3. Payment will be made as follows:

4. Definitions:

4.1 Acceptance: All Contracts require proper acceptance of the described goods or services by the

City of Salem. Proper acceptance shall be understood to include inspection of goods and certification of acceptable performance for services by authorized representatives of the City to ensure that the goods or services are complete and are as specified in the Contract.

4.2 Contract Documents: All documents relative to the Contract including (where used) Instructions to Bidders, Proposal Form, General Conditions, Supplementary General Conditions, General

Specifications, Other Specifications included in Project Manual, Drawings, and all Addenda issued during the bidding period. The Contract documents are complementary, and what is called for by anyone shall be as binding as if called for by all. The intention of the document is to include all labor and materials, equipment, and transportation necessary for the proper performance of the Contract.

4.3 The Contractor: The “other party” to any Contract with the City. This term shall (as the sense and particular Contract so require) include Vendor, Contractor, Engineer, or other label used to identify the other party in the particular Contract. Use of the term “Contractor” shall be understood to refer to any other such label used.

4.4 Date of Substantial Performance: The date when the work is sufficiently complete, the services are performed, or the goods delivered, in accordance with Contract documents, as modified by approved

Amendments and Change Orders.

4.5 Goods: Goods, Supplies or Materials.

4.6 Subcontractor: Those having a direct Contract with the Contractor. The term includes one who furnished material worked to a distinctive design according to the Drawings or Specifications of this work but does not include one who merely furnishes material not so worked.

4.7 Work: The services or materials contracted for, or both.

5. Term of Contract and Time for Performance:

This Contract shall be fully performed by the Contractor in accordance with the provisions of the Contract

Documents on or before the dates established on 1.15 TIMELY COMPLETION, unless extended pursuant to a provision for extension contained in the Contract documents at the sole discretion of the City, and not subject to assent by the Contractor, and subject to the availability and appropriation of funds as certified by the City

Accountant. The time limits stated in the Contract documents are of the essence of the Contract.

6. Subject to Appropriation:

Notwithstanding anything in the Contract documents to the contrary, all payments which the City is required to make under this Contract shall be subject to appropriation or other availability of funds as certified by the City

Accountant. In the absence of appropriation, this Contract shall be immediately terminated without liability for damages, penalties, or other charges.

7. Permits and Approvals:

Permits, Licenses, Approvals and all other legal or administrative prerequisites to the performance of the

Contract shall be secured and paid for by the Contractor.

8. Termination and Default:

8.1 Without Cause. The City may terminate this Contract on seven (7) calendar days’ notice when in the best interests of the City by providing notice to the Contractor, which shall be in writing and shall be deemed delivered and received when given in person to the Contractor, or when received by fax, express mail, certified mail return receipt requested, regular mail postage prepaid or delivered by any other appropriate method evidencing actual receipt by the Contractor. Upon termination without cause, Contractor will be paid for services rendered to the date of termination.

8.2 For Cause. If the Contractor is determined by the City to be in default of any term or condition of this

Contract, the City may terminate this Contract on seven (7) days’ notice by providing notice to the

Contractor, which shall be in writing and shall be deemed delivered and received when given in person to the Contractor, or when received by fax, express mail, certified mail return receipt requested, regular mail postage prepaid or delivered by any other appropriate method evidencing actual receipt by the

Contractor.

8.3 Default. The following shall constitute events of a default under the Contract:

1) any material misrepresentation made by the Contractor to the City; 2) any failure to perform any of its obligations under this Contract including, but not limited to the following: (if) 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 perform 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 perform this Contract in a manner reasonably satisfactory to the

City, (iv) failure to promptly re-perform within a reasonable time the services that were rejected by the City as unsatisfactory, or erroneous, (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, but not limited to, the provision of insurance and non-discrimination, (vii) any other acts specifically and expressly stated in this Contract as constituting a basis for termination of this Contact, and (viii) failure to comply with any and all requirements of state law and/or regulations, and City bylaw and/or regulations.

9. The Contractor’s Breach and the City’s Remedies:

Failure of the Contractor to comply with any of the terms or conditions of this Contract shall be deemed a material breach of this Contract, and the City of Salem shall have all the rights and remedies provided in the Contract documents, the right to cancel, terminate, or suspend the Contract in whole or in part, the right to maintain any and all actions at law or in equity or other proceedings with respect to a breach of this

Contract, including damages and specific performance, and the right to select among the remedies available to it by all of the above.

From any sums due to the Contractor for services, the City may keep the whole or any part of the amount for expenses, losses and damages incurred by the City as a consequence of procuring services as a result of any failure, omission or mistake of the Contractor in providing services as provided in this Contract.

10. Statutory Compliance:

10.1 This Contract will be construed and governed by the provisions of applicable federal, state, and local laws and regulations; and wherever any provision of the Contract or Contract documents shall conflict with any provision or requirement of federal, state, or local law or regulation, then the provisions of law and regulation shall control. Where applicable to the Contract, the provisions of the General Laws are incorporated by reference into this Contract, including, but not limited to, the following:

General Laws Chapter 30B – Procurement of Goods and Services.

General Laws Chapter 30, Sec. 39, et seq: - Public Works Contracts.

General Laws Chapter 149, Section 44A, et seq: Public Buildings Contracts.

10.2 Wherever applicable law mandates the inclusion of any term and provision into a municipal contract, this Section shall be understood to import such term or provision into this Contract. To whatever extent any provision of this Contract shall be inconsistent with any law or regulation limiting the power or liability of cities and Citys, such law or regulation shall control.

10.3 The Contractor shall give all notices and comply with all laws and regulations bearing on the performance of the Contract. If the Contractor performs the Contract in violation of any applicable law or regulation, the Contractor shall bear all costs arising therefrom.

10.4 The Contractor shall keep itself fully informed of all existing and future State and National Laws and Municipal By-laws and Regulations and of all orders and decrees of any bodies or tribunals having jurisdiction in any manner affecting those engaged or employed in the work, of the materials used in the work or in any way affecting the conduct of the work. If any discrepancy or inconsistency is discovered in the Drawings, Specifications or Contract for this work in violation of any such law, by-law, regulation, order, or decree, it shall forthwith report the same in writing to the City. It shall, at all times, itself observe and comply with all such existing and future laws, by-laws, regulations, orders and decrees; and shall protect and indemnify the City of Salem, and its duly appointed agents against any claim or liability arising from or based on any violation whether by him or its agents, employees or subcontractors of any such law, by-law, regulation or decree.

11. Conflict of Interest:

Both the City and the Contractor acknowledge the provisions of the State Conflict of Interest Law (General

Laws Chapter 268A), and this Contract expressly prohibits any activity which shall constitute a violation of that law. The Contractor shall be deemed to have investigated the application of M.G.L. c. 268A to the performance of this Contract; and by executing the Contract documents the Contractor certifies to the City that neither it nor its agents, employees, or subcontractors are thereby in violation of General Laws Chapter

268A.

12. Certification of Tax Compliance

This Contract must include a certification of tax compliance by the Contractor, as required by General

Laws Chapter 62C, Section 49A (Requirement of Tax Compliance by All Contractors Providing Goods, Services, or Real Estate Space to the Commonwealth or Subdivision).

13. Discrimination

The Contractor will conduct the obligations of this Contract in full compliance with all the requirements imposed by or pursuant to General Laws Chapter 151B (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.

14. Assignment:

Assignment of this Contract is prohibited, unless and only to the extent that assignment is provided for expressly in the Contract documents.

15. Condition of Enforceability Against the City:

This Contract is only binding upon, and enforceable against, the City if: (1) the Contract is signed by the

City Manager or its designee; and (2) endorsed with approval by the City Accountant as to appropriation or availability of funds; and (3) endorsed with approval by the City Counsel as to form.

16. Corporate Contractor:

If the Contractor is a corporation, it shall endorse upon this Contract (or attach hereto) its Clerk’s

Certificate certifying the corporate capacity and authority of the party signing this Contract for the corporation. Such certificate shall be accompanied by a letter or other instrument stating that such authority continues in full force and effect as of the date the Contract is executed by the Contractor. This

Contract shall not be enforceable against the City of Salem unless and until the Contractor complies with this section.

The Contractor, if a foreign corporation, shall comply with the provisions of the General Laws, Chapter

181, Sections 3 and 5, and any Acts and Amendments thereof, and in addition thereto, relating to the appointment of the Commissioner of Corporations as its attorney, shall file with the Commissioner of

Corporations a Power of Attorney and duly authenticated copies of its Charter or Certificate of

Incorporation; and said Contractor shall comply with all the laws of the Commonwealth.

17. Liability of Public Officials:

To the full extent permitted by law, no official, employee, agent, or representative of the City of Salem shall be individually or personally liable for any obligation of the City under this Contract.

18. Indemnification:

The Contractor shall indemnify, defend and save harmless the City, the City’s officers, agents and employees, from and against any and all damages, liabilities, actions, suits, proceedings, claims, demands, losses, costs, expenses, recoveries and judgments of every nature and description (including reasonable attorneys’ fees) that may arise in whole or in part out of or in connection with the work being performed or to be performed, or out of any act or omission by the Contractor, its employees, agents, subcontractors, material men, and anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by any party indemnified hereunder.

The Contractor further agrees to reimburse the City for damage to its property caused by the Contractor, its employees, agents, subcontractors or material men, and anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including damages caused by his, it’s or their use of faulty, defective, or unsuitable material or equipment, unless the damage is caused by the City’s gross negligence or willful misconduct. The existence of insurance shall in no way limit the scope of the

Contractor’s indemnification under this contract.

19. Workers Compensation Insurance:

The Contractor shall provide by insurance for the payment of compensation and the furnishing of other benefits under Chapter 152 of the General Laws of Massachusetts (The Worker’s Compensation Act) to all employees of the Contractor who are subject to the provisions of Chapter 152 of the General Laws of

Massachusetts.

Failure to provide and continue in force such insurance during the period of this Contract shall be deemed a material breach of this Contract, shall operate as an immediate termination thereof, and Contractor shall indemnify the City for all losses, claims, and actions resulting from the failure to provide the insurance required by this Article.

The Contractor shall furnish to the City evidence of such insurance prior to the execution of this Contract before the same shall be binding on the parties thereto, except if specifically waived by the City.

20. Documents, Materials, Etc.

Any materials, reports, information, data, etc. given to or prepared or assembled by the Contractor under this Contract are to be kept confidential and shall not be made available to any individual or organization by the Contractor (except agents, servants, or employees of the Contractor) without the prior written approval of the City, except as otherwise required by law. The Contractor shall comply with the provisions

Chapter 66A of the General Laws of Massachusetts as it relates to public documents, and all other state and federal laws and regulations relating to confidentiality, security, privacy, and use of confidential data.

Any materials produced in whole or in part under this Contract shall not be subject to copyright, except by the City, in the United States or any other country. The City shall have unrestricted authority to, without payment of any royalty, commission, or additional fee of any type or nature, publicly disclose, reproduce, distribute, and otherwise use, and authorize others to use, in whole or in part, any reports, data or other materials prepared under this Contract.

All data, reports, programs, software, equipment, furnishings, and any other documentation or product paid for by the City shall be in the City at the termination of this Contract. The Contractor shall always, during or after termination of this Contract, obtain the prior written approval of the City before making any statement bearing on the work performed or data collected under this Contract to the press or issues any material for publication through any medium.

21. Audit, Inspection and Recordkeeping

At any time during normal business hours, and as often as the City 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.

22. Payment

The City agrees to make all reasonable efforts to pay to the Contractor the sum set forth in the Contractor’s bid or proposal within thirty (30) days of receipt of an invoice detailing the work completed and acceptance from the City of the work completed.

23. Waiver and Amendment

Amendments, or waivers of any additional term, condition, covenant, duty, or obligation contained in this

Contract may be made only by written amendment executed by all signatories to the original Agreement, prior to the effective date of the amendment.

To the extent allowed by law, any conditions, duties, and obligations contained in this Contract may be waived only by written Agreement by both parties.

Forbearance or indulgence in any form or manner by a party shall not be construed as a waiver, nor in any manner limit the legal or equitable remedies available to that party. No waiver by either party of any default or breach shall constitute a waiver of any subsequent default or breach of a similar or different matter.

24. Forum and Choice of Law

This Contract and any performance herein shall be governed by and be construed in accordance with the laws of the Commonwealth. Any and all proceedings or actions relating to subject matter herein shall be brought and maintained in the courts of the Commonwealth or the federal district court sitting in the

Commonwealth, which shall have exclusive jurisdiction thereof. This paragraph shall not be construed to limit any other legal rights of the parties.

25. Notices

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 City of Salem by being sent to the City Manager, City Hall, 93 Washington Street, Salem, Massachusetts 01810.

26. Binding on Successors:

This Contract shall be binding upon the Contractor, its assigns, transferees, and/or successors in interest

(and where not corporate, the heirs and estate of the Contractor).

27. Complete Contract:

This instrument, together with its endorsed supplements, and the other components of the contract documents, constitutes the entire contract between the parties, with no agreements other than those incorporated herein.

28. Supplemental Conditions:

The foregoing provisions apply to all contracts to which the City of Salem shall be a party. One of the following “Supplements” must be “checked” as applicable to this Contract, shall be attached hereto, and shall in any event apply as the nature of the Contract requires. The Supplement contains additional terms governing the Contract:

[] GOODS

SUPPLEMENT “G” - Applicable to Contracts for the procurement of Goods (governed by the provisions of General Laws Chapter 30B)

[] SERVICES

SUPPLEMENT “S” - Applicable to Contracts for the procurement of Services (governed by the provisions of General Laws Chapter 30B)

[ X] CONSTRUCTION

SUPPLEMENT “C” - Applicable to Contracts for Construction

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

FOR THE CITY OF SALEM, MA:

Dominic Pangallo, Mayor Date

Deborah Duhamel, P.E. City Engineer Date

Raymond J Jodoin, DPS Director Date

Anthony Delaney, Chief Procurement Officer Date

Adequate funding, in the amount of $_________________, sufficient to cover the not to exceed fee of this task order, is available from account Object: ______________, Org: ________________

Certified by:

Anna Freedman, Finance Director Date

Approved as to form:

Elizabeth Rennard, City Solicitor Date

FOR CONTRACTOR:

Company Name

Signature Date

SUPPLEMENT “C”

[] CONSTRUCTION

SUPPLEMENT “C” - Applicable to Contracts for the construction of:

(1) Public Buildings and Public Works

(Governed by the provisions of General Laws Chapter 30B).

(2) Public Buildings

(Governed by the provisions of General Laws Chapter 149, § 44A, et seq.); and

(3) Public Works

(governed by the provisions of General Laws Chapter 30, §39M, et seq)

1. This form supplements the City of Salem “Contract and General Conditions” and applies only to contracts for the construction, reconstruction, alteration, remodeling or repair of public works or public buildings.

2. Wherever the law requires one contracting with a city or City to be bonded, such obligation shall be understood to be a term and condition of this Contract. The Contractor agrees to secure such bond (where required) in the form required by the City and provide an original thereof to the City prior to the commencement of performance.

3. Equality:

3.1. In the case of a closed Specification written for a specific item or items to be furnished under the

Base Bid, such specifications shall, as applicable, be in compliance with the Massachusetts General

Laws, Chapter 30, Section 39M and Chapter 149, Sec. 44A et seq.

3.2. Where the name of an item, material or manufacturer is mentioned in the Specifications or on the

Drawings, except as above noted, the intent is to establish a standard and in no way should be construed to exclude any item or manufacturer not mentioned by name, but whose product meets the Specifications as to design, utility and quality. The final decision shall rest with the Project

Representative as to its acceptability.

4. Change orders to contracts governed by General Laws Chapter 30B may not increase the quantity of goods or services provided by more than twenty-five (25%) per cent, in compliance with Sec. 13 of Chapter 30B.

5. 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 Chapter 151, Sec. 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 always comply with the wage rates as determined by the Commissioner of the Department of Labor and Industries, under the provisions of General Laws

Chapter 149, Sections 26 and 27D (Prevailing Wage), as shall be in force and as amended.

6. The Contractor shall continuously maintain adequate protection of all work from damage and shall protect the property of the City and others, including adjacent property, from injury or loss arising in connection with the Contract. The Contractor shall make good any such damage, injury, or loss, except as may be directly due to errors in the Contract Documents or caused by agents or employees of the City, or due to causes beyond the Contractor’s control and not the Contractor’s fault or negligence.

7. The Contractor shall take all necessary precautions for the safety of employees on the work, and shall comply with all applicable provisions of Federal, State, and local laws and codes to prevent accidents or injury to persons on, about or adjacent to the premises where the work is being performed. The Contractor will erect and properly maintain at all times, as required by the conditions and progress of the work, all necessary safeguards for the protection of workers and the public, shall post danger signs warning against the hazards created by such features of construction such as pits, protruding nails, hosts, well holes, elevator hatchways, scaffolding, window openings, stairways and falling materials; and shall designate a responsible member of its organization on the work, whose duty shall be the prevention of accidents.

8. The City shall always have access to the work wherever it is in preparation or progress and the Contractor shall provide suitable accommodation for such access.

9. The Contractor shall appoint a competent superintendent and supervisor and any necessary assistants, all of whom shall be satisfactory to the City. If the City in its sole discretion determines that the construction superintendent, supervisor, or assistants are unacceptable to the City, then upon seven days’ notice from the

City, the Contractor shall replace such person or persons with people acceptable to the City.

10. The Contractor shall give efficient supervision of the work, using his best skill and attention. The

Contractor shall carefully study and compare the drawings, specifications and other instructions and shall at once report to the City any error, inconsistency or omission which shall be discovered. Included in this responsibility shall be supervision of all work performed by subcontractors on the work.

11. If the Contractor should neglect to prosecute the work properly, or fail to perform the contract or any of its provisions, the City, upon three days written notice, may, without prejudice to any other remedy it may have, make good such deficiencies and may deduct the cost thereof from the payment then or thereafter due the Contractor.

12. Inspection by the City’s Project Representative

12.1. The City shall have the right to designate a Project Representative who may make periodic visits to the site to familiarize the City with the progress and quality of the work, and to determine in general if the work is proceeding in accordance with the Contract Documents.