Norfolk MA IFB 271 Leachate Removal.pdf

TOWN OF NORFOLK, MASSACHUSETTS

INVITATION FOR BIDS

Leachate Removal Services

IFB #27-1

Issued: July 15, 2026 Bids Due: July 29, 2026

Town of Norfolk Department of Public Works

33 Medway Branch Norfolk, MA 02056

Table of Contents

Bidding and Contract Requirements Section

Invitation to Bid 001 Instructions to Bidders 002 Scope of Work 003 Form for General Bid 004 Excerpts from Applicable State Law 005 Contract & General Conditions for Procurement of Services 006

Attachment A – Wage Rates

Attachment B – Leachate Tank Location Map

Section 001

INVATATION FOR BIDS

TOWN OF NORFOLK, MASSACHUSETTS

LEACHATE REMOVAL SERVICES

IFB # 27-1

1. Invitation Sealed bids for IFB#27-1 Leachate Removal Services will be received at the Office of the Department of Public Works, 33 Medway Branch, Norfolk, MA 02056 until the time specified below at which time the bids will be publicly opened and read.

This contract is for Fiscal 2027 and 2028, through June 30, 2028 with an option to renew for two (2) additional fiscal years. All bid prices must remain firm throughout the contract term inclusive of any renewal and extensions.

Specifications, Scope of Work and bid forms will be made available by email by contacting The Department of Public Works at dpw@norfolkmass.gov

Bids will be opened in the Office of the Public Works on Wednesday, July 29, 2026 at 10:30 AM.

No Pre-Bid Conference and No Site Visit required.

All bids for this project are subject to applicable public bidding laws of Massachusetts, including, but not limited to G.L. c.30B, section 5, as amended.

Minimum wage rates to be paid as determined by the Commissioner of Labor and Workforce Development and the weekly payroll record submittal requirements under the provisions of Massachusetts General Laws, Chapter 149, Section 26 through 27D inclusive.

Selection of the contractor will be based upon bidder qualifications, including evidence of past performance in similar projects, and bid price. The contract will be awarded to the responsible and responsive offering the best price.

The bidder agrees that its bid shall be good and may not be withdrawn for a period of 30 days, Saturdays, Sundays and legal holidays excluded, after the opening of the bids.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

mailto:dpw@norfolkmass.gov

Section 002

INSTRUCTIONS TO BIDDERS

1. Receipt and Opening of Bids The Town of Norfolk, Massachusetts, herein called the Town, acting by and through its Select Board, will receive sealed Bids for the project known as IFB #27-1 Leachate Removal Services (Project).

General bids shall be addressed to the Director of Public Works Norfolk Ma, 33 Medway Branch, Norfolk, MA 02056 and endorsed IFB #27-1 Leachate Removal Services (Project) will be received at the Office of the Public Works until 10:30 AM prevailing time, on Wednesday, July 29, 2026 at which time and place said bids will be publicly opened and read aloud.

If the building at which bids are to be received is closed for any reason on the date and time that bids are due, receipt of bids by the Owner will be postponed until the next business day at the time originally stated for receipt of bids.

Any bid may be withdrawn prior to the above scheduled time for the opening of bids or authorized postponement thereof. Any bid received after the time and date specified will not be considered. By submission of a bid, the bidder agrees that this bid shall be good and may not be withdrawn for the number of days, after the opening of bids, as stipulated in the FORM OF GENERAL BID.

2. Location and Work to be Done The work consists of furnishing all labor and equipment to remove and dispose of leachate from the leachate tank located in the rear of the landfill area located at 33 Medway Branch, Norfolk, MA.

The leachate will be hauled to an approved MassDEP facility for disposal.

It is estimated that 350,000 gallons of leachate per fiscal year will be removed from the leachate ponds.

The frequency of leachate disposal will be determined by the Director of Public Works or his Designee.

Additional specifications in accordance with which the work is to be done may be furnished by addendum from time to time during the bidding period and shall then become a part of the Contract Documents.

The CONTRACTOR shall furnish all superintendence, labor, services, materials, equipment, plant, machinery, apparatus, appliances, tools, supplies, bailing, shoring, removal, and all other things necessary to do all work required for the completion of each item of the work and as herein specified.

The work to be done and paid for under any item shall not be limited to the exact extent mentioned or described but shall include all incidental work necessary or customarily done for the completion of that item.

3. Preparation of Bid Each bid must be submitted on the prescribed form. All blank spaces for bid prices must be filled in, in ink or typewritten, in both words and figures.

Each bid must be submitted in a sealed envelope bearing on the outside the name of the bidder, its address, and endorsed with the name of the project as specified in Receipt and Opening of Bids, above.

Bids must contain a completed – Certificate of Non-Collusion – in order to be valid. (Form attached).

A Certificate of Compliance with Tax Laws shall be submitted by all bidders in conformance with MGL 62C §49A.

The Town is tax-exempt. The Town, upon award of the bid to the successful bidder(s), will forward a copy of its tax-exempt certificate. All prices quoted are to be all inclusive.

4. Modification or Withdrawal of Bids

Any bidder may modify or withdraw its bid by written communication at any time prior to the scheduled closing time for receipt of bids. All such modifications or withdrawals must state clearly on the outside of the envelope that it is a modification or withdrawal of the “IFB#27-1 Leachate Removal Services”. Any modification or withdrawal received after the date and time set for submittal of bids will not be considered. After opening bids, a bidder may not change any provision of the bid in a manner prejudicial to the Town or fair competition. Minor informalities will be waived at the discretion of the Town.

5. Obligation of Bidder At the time of the opening of bids each bidder will be presumed to have read and to be thoroughly familiar with the Contract Documents (including all addenda). The failure or omission of any bidder to examine any form, instrument, or document shall in no way relieve any bidder from any obligation in respect of its bid.

6. Information not Guaranteed

All information given in the Contract Documents relating to subsurface and other conditions, natural phenomena, existing pipes, and other structures is from the best sources at present available to the Town.

All such information is furnished only for the information and convenience of bidders and is not guaranteed.

7. Addenda and Interpretations

Interpretation of the provisions of the Bid and Contract Documents will be made by the Town upon written request of any bidder, provided that such request is received by the Town at least seven (7) days prior to date of applicable bid opening, and that the Town considers such interpretation to be of sufficient importance. Oral or telephone interpretations will not generally be made, and if made, shall be strictly informal and not legally valid or binding.

Such written interpretation shall be in the form of addenda to the Bid and Contract Documents. All Addenda so issued shall become part of the Contract Documents.

Bidders are urged to communicate all errors and discrepancies found in the Bid and Contract Documents to the Town. Telephone calls pointing out any such errors or discrepancies will be taken by the Town, but only for the purpose of receiving the information in order that it may be properly processed, and not for interpretation or clarification.

8. Bid Opening Procedure

The following list of requirements shall be met by each filed bid:

Bids shall be filed at the place and before the time specified in Receipt and Opening of Bids, above.

The bid and all accompanying documents so required shall be signed by the Bidder or its authorized representative before submission.

All bidders shall include with their bids written acknowledgment of receipt of all addenda.

The total dollar amount of each bid will be read, and the three apparent lowest bids will be selected for further consideration. These three apparent low bids will be read aloud for the benefit of the other bidders and the bid opening procedure will be closed.

9. Contract Award

The contract will be awarded to the lowest responsible and responsive Bidder.

10. Right to Reject Bid The Town may consider informal any bid not prepared and submitted in accordance with the provisions hereof and may waive any informalities or reject any and all bids, should the Town deem it to be in the public interest to do so.

The Town may also reject bids which in its sole judgment are either incomplete, conditional, obscure or not responsive or which contain additions not called for, erasures not properly initialed, alterations, or similar irregularities, and may reject bids for any other reason permitted by law, or the Town may waive such omissions, conditions or irregularities.

11. Ability and Experience of Bidder

No award will be made to any bidder who cannot satisfy the Town that it has sufficient ability and experience in this class of work and sufficient capital and plant to enable it to prosecute and complete the work successfully within the time named. The Town's decision or judgment on these matters will be final, conclusive, and binding to the fullest extent permitted by law.

The Town may make such investigations as it deems necessary, and the bidder shall furnish to the Town, under oath if so required, all such information and data for this purpose as the Town may request.

12. Conditions of Work

Each bidder must inform itself fully of the conditions relating to the construction of the project and the employment of labor thereon. Failure to do so will not relieve a successful bidder of its obligation to furnish all material and labor necessary to carry out the provisions of its contract. Insofar as possible the CONTRACTOR, in carrying out its work, must employ such methods or means as will not cause any interruption of or interference with the work of any other contractor.

13. Power of Attorney

Attorneys-in-fact who sign Contract bonds must file with each bond a certified and effectively dated copy of their power of attorney.

14. Laws and Regulations

The successful bidder shall comply with all applicable Federal, State and Local laws and regulations.

15. CONTRACTOR Records The CONTRACTOR shall comply with the provisions of Massachusetts General Laws, Chapter 30, Section 39R, concerning CONTRACTOR records.

16. Prevailing/Minimum Wages

Prevailing/Minimum Wage Rates as determined by the Commissioner of the Division of Occupational Safety of the Executive Office of Labor and Workforce Development under the provisions of Massachusetts General Laws Chapter 149, Section 26 to 27D, as amended, apply to this project. It is the responsibility of the Bidder, before the bid opening, to request, if necessary, any additional information on Prevailing/Minimum Wage Rates for those trades’ people who may be employed for the proposed work under this contract.

17. Foreign Corporations

The attention of bidders is called to the General Laws, Chapter 30, Section 39L, as amended by Acts of 1967, Chapter 3, under which the Town may not enter into a contract with a foreign corporation (a corporation not organized under the Laws of Massachusetts), nor approve a foreign corporation as a Sub-contractor, unless the foreign corporation has filed with the Town a certificate by the State Secretary stating that the foreign corporation has complied with General Laws, Chapter 181, Sections 3 and 5, and stating the date of such compliance

Section 003

SCOPE OF WORK

LEACHATE REMOVAL SERVICES

1.0 SCOPE OF WORK

1.1 The scope of work under this contract shall consist of furnishing labor and material at the request of the Town of Norfolk Director of Public Works or Designee to perform work set forth in the attached Quotation sheet in connection with Leachate Removal Services.

1.2 The contractor shall provide Leachate Removal Services. All services shall be on call and available twenty-four hours per day. Regular service calls shall be responded to within forty-eight

(48) hours and emergency calls within one (1) hour. The Contractor shall employ an answering service capable of signaling a service person twenty-four (24) hours a day. An answering machine is not acceptable

1.3 This contract will include all work required for the removal of leachate. The contractor will be required to provide disposal documentation consisting of disposal manifests providing the following information; generator information (name, address, and contact info), leachate disposal info (description of any testing and results, volume of leachate disposed, date of disposal), and disposal facility. The contractor is responsible for scheduling all subcontractors necessary to complete the scheduled work.

1.4 Contractor responsible to repair any damaged items, done by their subcontractor,

1.5 Work covered herein is non-exclusive and the Town may elect to assign work to others at its discretion.

1.6 The Contractor shall provide coverage if unavailable for any reason.

1.7 The Contractor shall have at least 5 years Leachate Removal experience.

1.8 The Contractor is expected to propose alternate equipment, materials, and/or installation techniques that would result in lower installed costs, better efficiency, lower lifetime maintenance, or other advantages to the Town of Norfolk.

2.0 CREW REQUIREMENTS

2.1 Contractor to submit and define what their standard crew and equipment is for their work.

Additional men and equipment, if required, must be approved by the Norfolk Director of Public Works or Designee prior to work to be eligible for payment.

2.2 Standard Hours: Monday through Friday onsite 7:00am to 3:30pm

3.0 AUTHORIZATION

3.1 The contractor and the Director of Public Works or Designee shall meet to discuss the scope of work and requirements for all work unless directed otherwise by the Norfolk Director of Public Works or Designee.

3.2 Work shall be authorized by the Director of Public Works or Designee through the issuance of a work release. The service person’s time is to start when he/she arrives at the jobsite and no travel time will be allowed.

4.0 SCHEDULE

4.1 Regular work shall be done during normal working hours, Monday through Friday. Work on any other days or hours must be specifically authorized by the Director of Public Works or Designee.

4.2 Upon receipt of an authorized work release for a specific project from the Director of Public

Works or Designee, the Contractor shall notify the Director of Public Works or Designee of the project schedule unless waived by the Department. The project schedule must include:

a. planned start date for the project. This date shall be no more than ten (10) days after the date of the authorized work release unless agreed to by the Director of Public Works or Designee or Designee.

b. any special requirements for staging of equipment and/or materials in the vicinity of the project.

c. any special requirements for labor, material, or equipment to be supplied by others.

4.3 The Contractor shall inform the Director of Public Works or Designee of any changes in schedule at least 48 hours in advance of the planned start date.

4.4 Work is expected to be started and completed within a reasonable time period after authorized work release. Work unreasonably delayed or subject to multiple changes in planned start dates for reasons other than weather will be considered a breach of contract.

5.0 INTENTIONALLY OMITTED

6.0 SITE MAINTENANCE

6.1 The Contractor shall confine his apparatus, the storage of materials and the operations of his/her work to the limits prescribed by the Director of Public Works or Designee and shall not unreasonably encumber the project site with his materials. The Contractor shall, at all times, fully protect his work and materials from injury loss by others. Any injury or loss which may occur shall be made without expense to the Town of Norfolk. The Contractor shall be responsible for the proper protection of his materials and tools until the Work is accepted by the Director of Public Works or Designee

6.2 The Contractor at all times shall keep the premises free from accumulation of waste materials or rubbish caused by his operations. At the completion of the work he shall remove all his waste materials and rubbish from and about the Project as well as his tools, construction equipment, machinery, and surplus materials. Grounds shall be left in original condition except where otherwise approved by the Director of Public Works or Designee

7.0 BASIS FOR PAYMENT

7.1 Payment for each work release shall be made at the contract unit price for labor, materials, and any other items as required for the completion of the work release. Alternate payments schedules may be used for longer duration projects.

7.2 Invoices should be submitted upon completion of each work release and shall reference the work release. Include all material cost and the time they begin and finished work. Travel time not included in work hours. Submit all Massachusetts Weekly Certified Payroll Report with each Invoice.

Section 004

FORM FOR GENERAL BID

To the Awarding Authority:

A. The Undersigned proposes to furnish all labor and materials required for the IFB # 27-1 Leachate Removal Services in Norfolk, Massachusetts in accordance with the accompanying contract documents for the contract price specified below, subject to additions and deductions according to the terms of the specifications.

B.

Bidder acknowledges receipt of and this bid includes the following addenda:

No. Dated:

No. Dated:

No. Dated:

No. Dated:

C. The proposed contract price for Leachate Removal Services is (Removal and disposal of 350,000 gallons off site by Contractor)

$ per gallon, at a total of $

D. The undersigned agrees that, if he is selected as contractor, he will within five days, Saturdays, Sundays and legal holidays excluded, after presentation thereof by the awarding authority, execute a contract in accordance with the terms of this bid and furnish a labor and materials or payment bond, of a surety company qualified to do business under the laws of the commonwealth and satisfactory to the awarding authority and in the sum of fifty percent of the contract price, the premiums for which are to be paid by the general contractor and are included in the contract price; provided, however, that if there is more than 1 surety company, the surety companies shall be jointly and severally liable.

The undersigned further certifies under the penalties of perjury that this bid 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 Bidder hereby agrees that if selected as the Contractor it will commence work under this contract on or before a date to be fixed in the written “Notice to Proceed” given by the Owner to the Contractor and to fully complete the project within 60 calendar days.

The undersigned understands that all bids for this project are subject to the applicable bidding laws of the Commonwealth of Massachusetts, including General Laws Chapter 30B, Section 5, as amended.

The contract will be awarded to the lowest responsible and responsive bidder.

The undersigned understands that the Owner reserves the right to reject any or all bids and to waive any informalities in the bidding.

The undersigned agrees that this 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 bids, where Federal approval is not required; and where Federal approval is required, the time for holding bids is 30 days, Saturdays, Sundays and legal holidays excluded, after Federal approval.

Pursuant to M.G.L. CH. 62C, Sec 49A, I certify under the penalties of perjury that I have complied with all laws of the Commonwealth relating to taxes, reporting of employees and contractors, and withholding and remitting child support.

The undersigned certifies under penalties of perjury that there have been no substantial changes in its financial position or business organization other than those changes noted within the application since the applicant's most recent pre-qualification statement.

Respectfully submitted:

Date By (Signature)

(Name - Typed or Printed)

(Title) (SEAL - if bid is by a corporation)

(Business Name)

(Federal ID Number)

(Business Address)

(City and State)

(Telephone Number)

Section 005

CERTIFICATIONS REQUIRED BY LAW

FOR PUBLIC CONSTUCTION CONTRACTS

You must COMPLETE and SIGN the following certifications. You must also print, at the bottom of this page, the name of the contractor for whom these certifications are submitted.

TAX COMPLIANCE

Pursuant to Chapter 62C of the Massachusetts General Laws, Section 49A(b), I, the undersigned, authorized signatory for the below named 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.

NON-COLLUSION

The undersigned certifies under the penalties of perjury that this bid 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.

COMPLETE AND SIGN BELOW:

Authorized Person’s Signature Date

Print Name & Title of Signatory

Section 006

CONTRACT & GENERAL CONDITIONS FOR PROCUREMENT OF

SERVICES

This Contract is entered into on, or as of, this______ day of ___________, 20___ by and between the Town of Norfolk, Massachusetts (the “Town” or “Awarding Authority”), and ____________________________, a _______________ (the “Contractor”).

1. This is a Contract for the procurement of the following: Catch Basin Cleaning (the “Work”).

2. The Town agrees to pay the Contractor for Work performed in conformity with the Invitation for Bid and the

Contractor’s rates set forth in its bid, a copy of which is attached hereto as Exhibit A.

3. Payment.

3.1 The Work is to be provided on an Hourly or Unit Price basis. Payments shall be made to the Contractor for Work performed based upon hourly or unit price schedule attached as Exhibit B.

3.2 The Contractor shall submit, not more often than monthly, statements for fees for Work performed. The Contractor’s statements shall include a description of the Work performed for the period in question with a progress report, and shall be in such form and detail and with such supporting data as the Town may reasonably require to show the computational basis for all charges, including a statement explaining any substantial deviation from the Contractor’s anticipated work schedule, staffing plan and costs. Payment shall be due within thirty (30) days after the Town receives a proper statement. In no event shall the Town be liable for interest, penalties, expenses or attorney’s fees. No payment made hereunder shall constitute or be construed as final acceptance or approval of that part of the Work to which such payment relates or relieve the Contractor of any of its obligations hereunder with respect thereto.

3.3 Acceptance of periodic payments by the Contractor shall constitute a waiver of claims known or knowable at the time by the payee except those previously made in writing and identified by the payee as unsettled at the time of periodic payment.

3.4 If at any time there shall be evidence of any lien or other claim for which, if established, the

Town may become liable, directly or indirectly, and which is chargeable to the Contractor, the Town may retain out of the payment then due or thereafter to become due, an amount sufficient to completely indemnify it against any such claim. If there proves to be any such claims after all the payments are made, the Contractor shall refund to the Town all moneys that the Town pays in discharging such claim in consequence of the Contractor’s default.

4. Definitions:

4.1 Contract Documents: All documents relative to the Contract, including (where used)

Supplements; Invitation for Bids; Instructions to Bidders; Certificate of Vote and Statement of Tax Compliance; Special Conditions; Notice of Intent to Award Contract; Notice to Proceed;

Change Orders; Bid Forms, Specifications, and all Addenda issued during the bidding period. The Contract Documents are complementary, and what is called for by any one shall be as binding as if called for by all. The intention of the documents is to include all labor and materials, equipment and transportation necessary for the proper performance of the Contract. In the event of any conflict between any provision or language of the Contract and any provision or language of the Contract Documents, the provision or language of the Contract shall control.

5. Term of Contract and Time for Performance:

5.1 Term of Contract. This Contract shall terminate on or before June 30, 2027 unless extended pursuant to a provision for extension contained in the Contract Documents at the sole discretion of the Town, and not subject to assent by the Contractor, and subject to the availability and appropriation of funds.

5.2 Time for Performance. The time stated in the Contract Documents and in the Scope of Work for any given project (“Contract Time”) are of the essence of the Contract. By executing this Contract, the Contractor confirms that the Contract Time is a reasonable period of time for performing the Work and achieving substantial completion on each project.

6. [INTENTIONALLY OMITTED]

7. [INTENTIONALLY OMITTED]

8. Employment:

8.1 Competence: The Contractor shall employ workers competent to perform the work required by this Contract and if notified by the Town in writing that any person engaged upon the work is incompetent, unfaithful, disorderly or otherwise unsatisfactory, then such worker shall be discharged for the work.

8.2 Weekly Wages: M.G.L. c. 149, § 148 requires the weekly payment of employees.

8.3 [INTENTIONALLY OMITTED]

8.4 Register of Employees: The Contractor shall keep a true and accurate register of all laborers employed upon the work contemplated by this Contract showing the name, address and occupational classification of each such employee, the hours worked by and the wages paid to each such employee, and shall furnish the Massachusetts Department of Labor and Industries upon its request a true statement thereof.

8.7 Wage Rates (M.G.L. c. 149, §26, et. seq.): In conformity with the provisions of the laws of the

Commonwealth of Massachusetts, the minimum wages paid to craftsmen, teamsters, mechanics, laborers and apprentices shall not be less than those established by a schedule which has been prepared by the Department of Labor and Industries. Payments by employers to health and welfare plans, pension plans and supplementary unemployment benefit plans under collective bargaining agreements or understandings between organized labor and employers shall be included for the purpose of establishing minimum wage rates as herein provided.

8.8 “Right To Know” Law: If the Contractor uses or stores toxic or hazardous substances it is subject to M.G.L. c.111F, §2, the “Right To Know” law, and regulations promulgated by the Department of Public Health, the Department of Environmental Protection and the Department of Labor and Industries; and must post a Workplace Notice obtainable from the Department of Labor and Industries.

8.9 Preference To Veterans and Citizens In Public Works: M.G.L. c. 149, §26 is incorporated by reference herein.

9. [INTENTIONALLY OMITTED]

10. Performance

10.1 All Services of the Contractor shall be performed by qualified personnel. The Town shall have the right to require the Contractor to remove any personnel from the Project for reasonable cause.

The Contractor shall perform its Services in accordance with the highest professional standards of skill, care, and diligence. Without limiting the foregoing, the Town shall have the right to require the Contractor to cease providing Services immediately upon written notice.

10.2 Inspection of Work: At all times relevant to the Contract, the Contractor shall permit the Town to review or inspect the work without formality or other procedure.

10.3 Defective Work: The Contractor shall, after receiving written notice that certain work is improper, unsafe or defective or in any way fails to conform to the Contract, forthwith correct such Work. The Town may cause such defective work to be remedied and the Town may deduct the cost thereof from any moneys due or to become due the Contractor.

10.4 Compliance With Laws: The Contractor shall keep itself fully informed of and comply with all existing and future federal, state and municipal laws and regulations and all orders and decrees of any governmental bodies or tribunals (hereinafter also referred to as “laws”) having jurisdiction in any manner which affect this Contract, including but not limited to such laws affecting those engaged or employed in the work, the materials used in the work or in any way affecting the conduct of the work. If any clause in this Contract does not conform to such law, then such clause shall be void and the law operative shall be inserted in lieu thereof. If any discrepancy or inconsistency is discovered in the specifications, drawings, or contract documents in violation of the law, the Contractor shall forthwith report the same in writing to the Town. The Contractor shall cause its employees, agents and subcontractors to also observe and comply with all such laws. It shall protect and indemnify the Town and its officials, employees and duly appointed agents against any claim or liability arising from or based on any violation, whether by the Contractor or its officials, employees or subcontractors, of any such law.

11. Insurance:

11.1 The Contractor shall purchase from, and maintain in a company or companies lawfully authorized to do business in the Commonwealth of Massachusetts, and to which the Town has no reasonable objection, insurance for protection from claims under workers’ compensation acts and other employee benefit acts which are applicable, claims for damages because of bodily injury, including death, and claims for damages, other than to the Work itself, to property which may arise out of or result from the Contractor’s operations and completed operations under the Contract, whether such operations be by the Contractor or by a Subcontractor or anyone directly or indirectly employed by any of them. This insurance shall be written for not less than limits of liability specified herein or required by law, whichever coverage is greater. Each policy shall contain a provision that the policy will not be canceled or allowed to expire until at least 30 days’ prior written notice has been given to the Town.

1. Commonwealth of Massachusetts Statutory Worker’s Compensation and other benefits as required under the General Laws of Massachusetts, including Employer’s Liability Part B:

$500,000/$500,000/$500,000.

2. Broad form Commercial General Liability, written on a “per occurrence” basis with an aggregate cap no less than three (3) times the required limit: $1,000,000 C.S.L.

- Property Damage Liability shall include coverage for X-C-U hazard of explosion, collapse, and damage to underground property.

3. Umbrella or Excess Liability coverage following form of underlying General, Automobile and Employers’ Liability Coverage: Minimum of $2,000,000 C.S.L. over primary insurance with no more than $10,000 Retention.

4. Comprehensive Automobile Liability covering owned, non-owned, and hired or borrowed vehicles: $1,000,000 C.S.L.

11.2 The above insurance policies shall also be subject to the following requirements:

1. Whenever applicable, including, but not limited to Contractor’s Broad Form General Liability Insurance, all insurance coverage shall be on an “occurrence basis” and not a “claims-made basis”.

2. Certificates of Insurance and copies of policies acceptable to the Town shall be addressed to and filed with the Town prior to commencement of the work. Renewal certificates shall be filed with the Town at least thirty (30) days prior to the expiration date of required policies.

3. All premium costs shall be included in the Contractor’s bid. The Contractor shall be responsible for the cost of any and all deductibles.

4. The Town (including its officials, employees agents and representatives) shall be named as an additional insured on Contractor’s General Liability, Automobile Liability and Umbrella or Excess Liability Policies.

11.3 Neither the Town’s authority to review certificates and policies of insurance nor its decision to raise or not to raise any objections about those certificates and policies, shall in any way give rise to any duty or responsibility on the part of the Town to exercise this authority for the benefit of the Contractor, any Subcontractor, Sub-subcontractor, or Supplier, or any other party.

11.4 The Contractor’s liability insurance shall remain in effect until the end of the Correction period as defined in the Contract Documents, and at all times after that when the Contractor may be correcting, removing or replacing defective Work. The Completed Operations insurance shall be maintained for three (3) years after Final Payment.

11.5 Insufficient insurance shall not release the Contractor from any liability for breach of its obligations under this Contract.

12. Other Statutory Requirements:

12.1 Record Keeping and Management Controls: The Contractor shall comply with M.G.L. c. 30, § 39R.

12.2 Non-Discrimination: The Contractor shall not discriminate on grounds of race, color, religious creed, national origin, age or sex in employment practices, in the selection or retention of subcontractors, the procurement of material and rental of equipment, employment decisions or in any aspect of the performance of this Contract. The Contractor shall also comply with all applicable laws and regulations pertaining to non-discrimination. In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, each potential subcontractor shall be notified by the Contractor of the Contractor’s obligations under this Contract relative to non-discrimination and it shall be a term of each contract with a subcontractor in connection with the performance of this work under this Agreement, that the subcontractor be bound to non-discrimination and equal opportunity requirements equivalent to the obligations of the Contractor hereunder.

12.4 This Contract will be constructed and governed by the provisions of applicable federal, state and local laws and regulations and wherever any provision of this 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.

12.5 Wherever applicable law mandates the inclusion of any term or 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 towns, such law or regulation shall control.

12.6 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 laws or regulation, the Contractor shall bear all costs arising therefrom.

13. Subject to Appropriation: Notwithstanding anything in the Contract Documents to the contrary, any and all payments that the Town is required to make under this Contract shall be subject to appropriation or other availability of funds as certified by the Town Accountant.

14. The Contractor's Breach and the Town'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 Town of Norfolk shall have all the rights and remedies provided in the Contract and Contract Documents, including, but not limited to, 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.

15. Claims by Contractor and Liability of Town: All claims by the Contractor against the Town shall, unless otherwise provided by law, be initiated by a written claim submitted to the Town no later than seven (7) calendar days after the event or the first appearance of the circumstances causing the claim. The claim shall set forth in detail all known facts and circumstances supporting the claim. The Contractor shall continue its performance under this Contract regardless of the submission or existence of any claims.

The liability of the Town under this Agreement is limited to the compensation provided herein for work actually performed to the extent that such compensation is permitted by law. The Town’s liability shall in no event include liability for incidental, special or consequential damages or lost profits or for damages of loss from causes beyond the Town’s reasonable control.

16. Conflict of Interest: The Contractor acknowledges that the Town is a municipality for the purposes of

Chapter 268A of the Massachusetts General Laws (the Massachusetts conflict of interest statute), and the Contractor agrees, as circumstances require, to take actions and to forbear from taking actions so as to be in compliance at all times with obligations of the Contractor based on said statute.

17. Certification of Tax Compliance: This Contract must include a certification of tax compliance by the

Contractor.

18. Indemnification:

18.1 To the fullest extent permitted by law the Contractor shall indemnify and defend and save harmless the Town and all of its officers, agents and employees, against all suits, demands, claims, judgments or liability of every name, nature, and description arising out of, relating to, or in consequence of the acts or omissions of the Contractor, or any subcontractor, in the performance of the work covered by the Contract or the failure to comply with the terms and conditions thereof; and the Contractor shall at its own cost and expense defend any and all such suits and actions.

18.2 The Contractor shall bear all losses resulting from the use or storage of explosives and highly inflammable materials and shall indemnify, defend and save harmless the Town and all of its officers, agents, and employees from all suits, demands, claims, liabilities or judgments for bodily injuries or death to any person and for property damage or destruction arising out of the use or storage of explosives and highly inflammable materials.

18.3 The Contractor further covenants to indemnify, defend and hold harmless the Town, its officers, agents, and employees from and against each and every demand, claim, judgment or liability for or on account of the use of any patented invention, article or appliance included in the materials and equipment agreed to be furnished, supplied or used under this Contract.

19. [Intentionally omitted.]

20. [Intentionally omitted.]

21. Termination: The Town may terminate this Agreement as follows:

21.1 For its convenience, without cause, and/or for any reason, on ten days’ prior written notice; or

21.2 Immediately, by written notice to the Contractor, if the Contractor violates any of the provisions of this Agreement, or fails to perform or observe any of the terms, covenants or conditions of this Agreement, or abandons in whole or in part its Services, or becomes unable to perform its Services, hereunder. For purposes of this Paragraph 21, it is acknowledged that the Contractor’s Services under this Agreement are personal services and may not be assumed by or assigned by a trustee in bankruptcy.

22. Assignment: Assignment of this Contract is prohibited, unless assignment is provided for expressly in the

Contract Documents.

23. Contract Execution and Administration:

23.1 Clerk’s Certificate – Corporation: If the Contractor is a corporation, it shall endorse upon the 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.

23.2 Foreign Corporation: The Contractor, if a foreign corporation, shall comply with M.G.L. c. 30, §

39L.

23.3 Municipal Prerequisites: This Contract shall not be enforceable against the Town unless and until the Contractor complies with this section. This Contract is only binding upon, and enforceable against the Town if:

1. the Contract is signed by the Select Board or its designee; and

2. endorsed with approval by the Town Accountant as to appropriation or availability of funds.

24. Dispute Resolution. Claims, disputes or other matters in question between the parties to this Contract arising out of or relating to this Contract or breach thereof shall be subject to and decided by the Superior Court of Massachusetts in Norfolk County, if jurisdiction exists, and if jurisdiction does not exist in the Superior Court, said action shall be brought in the Wrentham District Court of Massachusetts. A claim, dispute or other matter may be submitted to mediation, in accordance with the provisions of the American Arbitration Association, at the sole discretion of the Town.

24.1 In the event that the Town elects to demand mediation to settle any claim, dispute or matter in question, the parties shall share the mediator’s fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof.

25. Liability of Public Officials: To the full extent permitted by law, no official, employee, agent or representative of the Town of Norfolk shall be individually or personally liable on any obligation of the Town under this Contract.

26. 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. Notice to the Town shall be deemed sufficient if sent to the Director of Public Works.

27. Binding on Successors: This contract shall be binding upon the Contractors, its assigns, transferees, and/or successors in interest and, where not corporate, the heirs and estate of the Contractor.

28. 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.

29. Severability: If any provision of this contract shall be found invalid for any reason, such invalidity shall be construed as narrowly as possible and the balance of the contract shall be deemed to be amended to the minimum extent necessary to provide to the parties substantially the benefits set forth in this contract.

30. [Intentionally omitted.]

31. Amendments: This Contract may be amended or modified only by written instrument duly executed by the parties.

32. Independent Contractor: The Contractor is not an employee or agent of the Town but is an independent contractor.

33. No Privity of Contract Between Town and Other Parties: Nothing contained in this Contract shall create, or be interpreted to create, privity or any other contractual agreement between the Town and any person or entity other than the Contractor.

TOWN: CONTRACTOR:

By: __________________________________ By: ________________________________

Title: _________________________________ Title:

Date Signed: ___________________________ Date Signed: __________________________

Approved as to availability of funds:

By:

Title: