SOW- Pinecrest Rock Formation Restoration.pdf

TOWN OF HOLLISTON

703 Washington Street 508-429-0608 Holliston, MA 01746 October 7, 2026

SOLICITATION OF QUOTES

-Pinecrest Rock Formation Restoration-

Aerial View of Rock Formation

The Town of Holliston is seeking written quotes for the restoration of a historic rock formation located at Hole 18 at the Pinecrest Golf Club, 212 Prentice Street, Holliston,MA. Contractors are invited to submit written quotes anytime prior to 10:00 AM on October 30, 2026 at the Town Manager’s Office, Town Hall at 703 Washington Street, Holliston, MA 01746 or via email to keastj@holliston.k12.ma.us

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Information regarding this document or questions related to the Scope of Services can be addressed in writing to the James Keast atkeastj@holliston.k12.ma.us Information is also available on The Town of Holliston website:

https://www.townofholliston.us/town-links/pages/procurement-legal-notices

The Town of Holliston reserves the right to accept or reject any or all quotes and to award the project in a manner which is deemed to be in the interests of the Town of Holliston.

Date Issued:

10/07/2026 Post to Town’s Web Page:

10/07/2026 Post Town Hall:

10/07/2026 Written Quote Submission and Response Date:

10/30/2026 by 10AM

Example of Collapsed Section - Rock Formation

Page2 mailto:keastj@holliston.k12.ma.us https://www.townofholliston.us/town-links/pages/procurement-legal-notices

GENERAL REQUIREMENTS:

1. INTENT

The Town of Holliston is seeking written quotes for the restoration of a historic rock formation located at Hole 18 at the Pinecrest Golf Club. The Town will award the contract to the lowest responsive and responsible submitter. The Town reserves the right to reject any and all quotes as determined to be in the best interests of the Town. Unless sooner rejected or accepted, all quotes must be firm and continue in effect for ninety (90) calendar days following the date of quote closing.

2. CONTRACT TERMS AND CONDITIONS

The successful Bidder must enter into the Town’s Standard Form Agreement, attached hereto.

3. QUESTIONS REGARDING PROJECT

3.1 Any prospective firm requesting an interpretation of existing specifications of terms and conditions must do so in writing by 12 PM October 16, 2026, addressed to James Keast at: keastj@holliston.k12.ma.us

3.2 The Submitter should be familiar with all of the requirements before submitting their quote in order to prevent misunderstanding. Submitters shall promptly raise the issue of any ambiguity, inconsistency, or error which they may discover in the Documents, specifications, at the work site, or any other conditions which may apply. No allowance will be made for any claim where the underlying quote was based on incomplete information.

4. TAXES

Purchases made by the Town are exempt from the payment of all Federal and State taxes.

If requested, the Town will provide the successful submitter with a copy of the Certificate of Exemption.

5. CONTRACT AWARD

The Town reserves the right to waive all minor informalities and reject any and all quotes as determined to be in the best interests of the Town.

The Town of Holliston will review all quotes and will award a contract to the lowest responsive and responsible submitter. The lowest responsive and responsible submitter shall be awarded a contract for the specified items based upon the total amount provided in their quote. Upon selection, the Town will mail or email the contract to be executed by the submitter, who will return the required number of original copies with the required insurance information. Unless otherwise noted by the Town, the terms and conditions of the contract are not negotiable.

Page3 mailto:kellogga@holliston.k12.ma.us

6. PREVAILING WAGE

Pursuant to Massachusetts General Laws, chapter 149, sections 26 and 27, the Division of Occupational Safety (formerly the Department of Labor and Industries) has determined the Prevailing Wage Rates for this work. The enclosedrates apply only to this work. The Prevailing Wage shall become part of the contract signed between the successful bidder and the awarding authority or the contract is invalid. Prevailing Wages must be paid to all persons employed on the public works project, regardless of whether they are employed by the successful bidder or a subcontractor. The wage rates issued for each project shall be paid for the entire project.

a. Payroll records must be kept by the successful bidder for all persons employed on the project. A separate Statement of Compliance must be submitted to the Division of Occupational Safety by every employer, including all prime contractors and subcontractors, when its portion of the work is completed. The enclosed form entitled “Weekly Payroll Records Report and Statement of Compliance" clearly details these requirements.

A certified payroll record must be submitted to the Office of the Town Administrator for each week work is performed for the Town under this contract.

7. OSHA CERTIFICATION

Successful bidder must comply with Chapter 306 ofthe Acts of 2004 § 1. (3) and shall certify that all employees to be employed at the worksite will have successfully completed a course in construction safety and health approved by the United States Occupational Safety and Health Administration that is at least 10 hours in duration at the time the employee begins work and who shall furnish documentation of successful completion of said course with the first certified payroll report for each employee;

and SECTION 2 (3) that all employees to be employedin the work subject to this bid have successfully completed a course in construction safety and health approved by the United States Occupational Safety and Health Administration that is at least 10 hours in duration. (b) Any employee found on a worksite subject to this section without documentation of successful completion of a course in construction safety and health approved by the United States Occupational Safety and Health Administration that is at least 10 hours in duration shall be subject to immediate removal.

8. REFERENCESSubmitter must provide a minimum ofthree (3) references for whom they have completed contracts for work similar in size and scope to this project within the last five (5) years. For each reference, provide customer’s name, contact person, address, telephone number, and a brief description of the services provided.

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9. INSURANCEComprehensive commercial general liabilityinsurance with limits of at least $1 Million per occurrence and $3 Million annual aggregate for property damage and $1 Million per person and $3 Million per occurrence for bodily injury, which shall include the Town of Holliston as an additional insured, and which shall cover bodily injury, sickness or disease, or death of any person including employees and those persons other than the Contractor’s employees, and claims insured by usual personal liability coverage, death, or property damage arising out of the Work including injury or destruction of tangible property, including loss of use resulting therefrom.

Motor vehicle insurance for any motor vehicles used in performing the Work, with limits of at least $500,000 per person, and $1 Million per accident.

Quotes must include the following forms completed and signed:

Certificate of Good Faith and Non-Collusion;

Certification Regarding Labor Harmony and OSHA Training;

Certificate of Tax Compliance Itemized Bid Price Form

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PROJECT SCOPE

Project Overview & Objective:

Theobjectiveofthisprojectistofullyrestorealarge,historicrockformationlocatedon the 18th hole at Pinecrest Golf Club and coordinate the installation of its protective perimeter features. Over time, portions of the rock pile have collapsed or suffered structural displacement.

This project requires a dual-phase approach:

1. Stonemasonry Restoration:Restoring the structuralintegrity of the pile using natural, mortarless dry-stack methods.

2. Perimeter Execution & Coordination:Installing a protectivemetal perimeter fence integrated with a low-maintenance stone weed-barrier border.

Detailed Scope of Services:

Phase 1: Rock Pile Structural Restoration

The stonemasonry contractor shall furnish all necessary labor, equipment, and tools to complete the following:

● Disassembly:Carefully remove and take apart fallingor structurally unsound sections of the existing rock pile.

● Material Selection:Salvage and reuse original stonefrom the formation to the maximum extent possible. Original rocks must be returned to their organic placements.

● Rebuilding & Restacking:Rebuild and restack all collapsedor damaged sections using traditional dry-stone stonemasonry techniques.

● Aesthetics & Structural Integrity:The final structuremust look organic and blend seamlessly into the environment. All leveling, weight distribution, and interlocking of stones must rely purely on gravitational, dry-stack masonry principles.No mortar, concrete, external anchoringsystems, or visible artificial stabilizers may be used.

Phase 2: Fencing & Perimeter Coordination:

Themasonryworkmustbestrictlysequencedandcoordinatedwiththefencingfootprint to ensure seamless installation:

● The restoration team must complete the formation footprint adjustments before the fencing contractor stakes out lines. The fence is designed to maintain a consistent circle exactly approximately 10 feet off the rock formation.

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● Fence Specifications:The perimeter installation will require roughly 256 linear feet of 5-foot-tall commercial/industrial grade 3-rail metal fencing consisting of approximately 31 sections, 32 concrete-set posts, and 10 foot wide gate opening equipped with latch. (See image below for fence style)

● Gate Positioning:The restoration contractor mustensure clear, unobstructed ground clearance at the designated gate swing location to prevent stone interference with the gate path.

● Ground Border Integration:Following masonry completionand fence post setting, a heavy-duty black weed mat must be laid down in the buffer zone between the rock pile and the fence line. This matting must be completely covered with crushed stone to establish a clean, weed-free, zero-maintenance border that eliminates the need for future weed whacking around the structure.

4. Site Rules & Compliance

● Sprinkler Protection:Contractors must explicitlycoordinate around local irrigation layouts, as the fence installation borders existing golf course watering grids.

● Site Cleanup:The fence contractor will concrete allposts into place but will not mitigate excess soil. Total cleanup, stone dressing, and turf restoration must be managed cooperatively before final project sign-off.

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QUOTE FORM- ALTERNATIVES ASSESSMENT

DESCRIPTION COST

Total of bid, items 1 through 2, based on extended total prices:

Dollars ($ )

Note:

All prices, except item totals, shall be stated in both words and figures. In the event of a discrepancy between the price in words and the price in figures, the words shall govern. In the event of a discrepancy between the total of the items and the total stated, the total of the items shall govern.

All prices shall be typewritten or written by hand in ink. Interlineation, alteration or erasure will void the Quote.

Respectfully submitted:

Name Telephone

Address By

Date Title

(Seal – if bid is by a corporation)

Attest

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1. Rock Formation Restoration $

2. Fencing Installation $

CERTIFICATION OF GOOD FAITH

Theundersignedcertifiesunderpainsandpenaltiesofperjurythatthiscontracthasbeen obtained in good faithandwithoutcollusionorfraudwithanyotherperson.Asusedin thiscertification,theword“person”shallmeananynaturalperson,business,partnership, corporation, union, committee, club, or other organization, entity, or group of individuals.

The Contractor by:

Print Name

Title/Authority

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CERTIFICATE OF NON-COLLUSION

“PINECREST ROCK FORMATION RESTORATION”

HOLLISTON, MA

The undersigned certifies under penalties of perjury that this bid or proposal has been made and submitted in good faith and without collusion or fraud with any other person.

As used in this certification, the word "person" shall mean any natural person, business, partnership, corporation, union, committee, club, or other organization, entity, or group of individuals.

Name of Business

Signature of Individual Corporate Name

Signature of individual submitting bid or proposal

Social Security Number or Federal Identification Number

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CERTIFICATION REGARDING LABOR HARMONY AND OSHA TRAINING

The undersigned hereby certifies that he is able to furnish labor that can work in harmony with all other elements of labor employed or to be employed on the work; that all employees to be employed at the worksite will have successfully completed a course in construction safety and health approved by the United States Occupational Safety and Health Administration (“OSHA”) that is at least ten (10) hours in duration at the time the employee begins work and who shall furnish documentation of successful completion of said course with the first certified payroll report for each employee (effective July 1, 2006); and that he will comply fully with all laws and regulations applicable to awards made subject to section forty-four A.

Name and Title of person authorized to sign Bid

Signature

Name of Business (please Print or Type)

Date: _____________

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CERTIFICATE OF STATE TAX COMPLIANCE

Pursuant to Massachusetts General Laws, Chapter 62C, Section 49A _____________________________________, authorizedsignatory for name of signatory ___________________________________________________, whose name of contractor principal place of business is at _________________________________________________, _____________________________does hereby certify under the pains and penalties of perjury that _________________________________________________________ has paid all name of 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 Date

Name

Federal Tax ID # or Social Security #

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SAMPLE -TOWNOF HOLLISTON

CONTRACT # ________________________

STATE CONTRACT # (if applicable) _________________________

DATE: ___________________

This Contract is entered into on, or as of, this date by and between the Town of Holliston, 703 Washington Street, Holliston, MA 01746 (the “Town”), and

[“Contractor”]

[Contact Name for Responsible Person]

[Address of the Contractor]

[Telephone Number]

[FAX Number]

[email address]

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

The Town of Holliston is seeking to remove and replace the existing worn sidewalk on both sides of Washington Street adjacent to the downtown area. Total sidewalk length on Washington Street, both eastbound and westbound, is 2,866 linear feet. Sidewalks are to be 5 feet wide. 2,480 linear feet of VA4” granite curbing is to be installed along the street side of the sidewalk. Three existing crosswalks crossing Washington Street at Quincy Place, Austin Place and School Street will need two concrete ADA ramps with detectable warning panels per crosswalk (6 ramps in total) installed. An existing grass strip between the sidewalk and the street from Quincy Place to 917 Washington St (westbound side) is to be removed and paved to the full width of the sidewalk.

2. The Contract price to be paid to the Contractor by the Town is:

TBD

3. Payment will be made as follows:

3.1Ifanyportionofthecontractpriceistobepaidbyaprivatecitizen(s)noworkshallbeperformeduntil a sum has been deposited with the Town Treasurer, upon an estimate made bytheboard,committeeor officer having charge of the work, sufficient to cover the payment for the portion of the said work chargeable to the private citizen(s).

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3.2 Fees and Reimbursable Costs combined shall not exceed $______as more fully set forth in the Contractor Documents.

3.3FinalpaymentincludinganyunpaidbalanceoftheContractor’scompensationshallbedueandpayable when the Goods are delivered to the Town and accepted.

4. Definitions:

4.1 Contract Documents: AlldocumentsrelativetotheContractincluding(whereused)Requestfor Proposalsandallattachmentsthereto,InstructionstoBidders,ProposalForm,Specifications.TheContract Documents are complementary, and what is called for by any one shall be as binding as if called for by all.

4.2 Date of Substantial Performance: The date when the goods are delivered, in accordance with Contract Documents, as modified by approved Amendments and Change Orders.

4.3 Goods: Goods, Supplies, or Materials.

5. Term of Contract and Time for Performance:

ThisContractshallbefullyperformedbytheContractorinaccordancewiththeprovisionsoftheContract Documentsonorbefore_____________________,unlessextended,inwriting,atthesolediscretionofthe Town, and not subject to assent by the Contractor. Time is of the essence for the completion of the Contract.

6. Subject to Appropriation:

NotwithstandinganythingintheContractDocumentstothecontrary,anyandallpaymentswhichtheTown is required to make under this Contractshallbesubjecttoappropriationorotheravailabilityoffundsas certified by theTownAccountant. Intheabsenceofappropriationoravailabilityascertifiedherein,this Contract shall be immediately terminated without liability fordamages,penaltiesorotherchargestothe Town.

7. Termination and Default:

7.1 Without Cause. The Town may terminate this Contract onseven(7)calendardays’notice whenintheTown’ssolediscretionitdeterminesitisinthebestinterestsoftheTowntodoso,byproviding noticetotheContractor,whichshallbeinwritingandshallbedeemeddeliveredandreceivedwhengiven inpersontotheContractor,orwhenreceivedbyfax,expressmail,certifiedmailreturnreceiptrequested, regularmailpostageprepaidordeliveredbyanyotherappropriatemethodevidencingactualreceiptbythe Contractor. Upon termination withoutcause,Contractorwillbepaidforservicesrenderedtothedateof termination.

7.2 ForCause. IftheContractorisdeterminedbytheTowntobeindefaultofanytermorconditionof this Contract, the TownmayterminatethisContractonseven(7)days’noticebyprovidingnoticetothe Contractor,whichshallbeinwritingandshallbedeemeddeliveredandreceivedwhengiveninpersonto theContractor,orwhenreceivedbyfax,expressmail,certifiedmailreturnreceiptrequested,regularmail postage prepaid or delivered by any other appropriate method evidencing actual receipt by the Contractor.

7.3 Default. The following shall constitute eventsof a default under the Contract:

(1)anymaterialmisrepresentationmadebytheContractortotheTown;2)anyfailuretoperformanyofits obligations under this Contract including, but not limited to the following: (i) failure to commence performanceofthisContractatthetimespecifiedinthisContractduetoareasonorcircumstancewithin the Contractor’s reasonable control, (ii) failure to perform this Contract with sufficient personnel and equipment or with sufficient material to ensurethecompletionofthisContractwithinthespecifiedtime 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 Town, (iv) failure to promptly re-perform within a reasonable time the services that were rejected by the Town as unsatisfactory, or erroneous, (v)

Page14 discontinuance of the services for reasons not beyond theContractor’sreasonablecontrol,(vi)failureto complywithamaterialtermofthisContract,including,butnotlimitedto,theprovisionofinsuranceand non-discrimination, (vii) anyotheractsspecificallyandexpresslystatedinthisContractasconstitutinga basisforterminationofthisContact,and(viii)failuretocomplywithanyandallrequirementsofstatelaw and/or regulations, and Town bylaw and/or regulations.

8. The Contractor’s Breach and the Town’s Remedies:

FailureoftheContractortocomplywithanyofthetermsorconditionsofthisContractshallbeamaterial breach of this Contract, andtheTownofHollistonshallhavealltherightsandremediesprovidedinthe ContractDocuments,therighttocancel,terminate,orsuspendtheContractinwholeorinpart,therightto maintain any and all actions at law or in equity or other proceedings with respect to a breach of this Contract, including “Damages” including but not limited to costs, attorney’s fees or other damages resultingformsaidbreach(“Damages”)aswellasspecificperformance,andtherighttoselectamongthe remedies available to it by all of the above.

9. Statutory Compliance:

9.1 ThisContractwillbeconstruedandgovernedbytheprovisionsofapplicablefederal,stateandlocal lawsandregulations;andwhereveranyprovisionoftheContractorContractDocumentsshallconflictwith any provision or requirement of federal, state or local law or regulation, thentheprovisionsoflawand regulation shall control. Where applicable to the Contract, the provisions of the General Laws are incorporated by reference into this Contract.

9.2 The Contractor shall comply with all Federal, State and local laws, rules, regulations, policies and orders applicable to the Work provided pursuant to this Contract.

10. Conflict of Interest:

Both the Town and the Contractor acknowledge the provisions of the State Conflict of Interest Law (General Laws Chapter 268A),andthisContractexpresslyprohibitsanyactivitywhichshallconstitutea violation of that law. The Contractor shall be deemed to have investigated the application ofM.G.L.c.

268A to the performance of this Contract.

11. 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 CompliancebyAllContractorsProvidingGoods, Services, or Real Estate Space to the Commonwealth or Subdivision).

12. Non-Discrimination/Affirmative Action TheContractorshallcarryouttheobligationsofthisContractincompliancewithallrequirementsimposed byorpursuanttofederal,Stateandlocalordinances,statutes,rulesandregulationsandpoliciesprohibiting discrimination in employment. Contractor shall not discriminate against any qualified employee or applicant for employment because of race, color, nationalorigin,ancestry,age,sex,religion,physicalor mental handicap or sexual orientation.

13. Assignment:

TheContractorshallnotassign,subletorotherwisetransferthisContract,inwholeorinpart,withoutthe prior written consent of the Town, and shall not assign any of the moneyspayableunderthisContract, except by and with the written consent of the Town.

14. Condition of Enforceability Against the Town:

This Contract is onlybindingupon,andenforceableagainst,theTownif:(1)theContractissignedbya majorityoftheSelectBoard;and(2)endorsedwithapprovalbytheTownAccountantastoappropriation or availability of funds.

15. Corporate Contractor:

IftheContractorisacorporationandthisContractisbeingexecutedbyapartyotherthanitspresident,it shall endorseuponthisContract(orattachhereto)itsClerk’sCertificatecertifyingthecorporatecapacity

Page15 andauthorityofthepartysigningthisContractforthecorporation.Suchcertificateshallbeaccompanied byaletterorotherinstrumentstatingthatsuchauthoritycontinuesinfullforceandeffectasofthedatethe Contract is executed by the Contractor. This Contract shall not be enforceable against the Town of Holliston unless and until the Contractor complies with this section.

16. Liability of Public Officials:

Tothefullextentpermittedbylaw,noofficial,employee,agentorrepresentativeoftheTownofHolliston shall be individually or personally liable on any obligation of the Town under this Contract.

17. Indemnification:

The Contractor hereby agrees to indemnify, defend and save harmless the Town, the Town’s officers, agentsandemployees,fromandagainstanyandalldamages,liabilities,actions,suits,proceedings,claims, demands, losses, costs, expenses, recoveries and judgments of every nature and description (including attorneys’fees)thatmayariseinwholeorinpartoutoforinconnectionwiththeworkbeingperformedor to be performed, or out of any act or omission bytheContractor,itsemployees,agents,subcontractors, materialmen,andanyonedirectlyorindirectlyemployedbyanyofthemoranyoneforwhoseactsanyof themmaybeliable.TheContractorherebyagreestoreimbursetheTownfordamagetoitspropertycaused bytheContractor,itsemployees,agents,subcontractorsormaterialmen,andanyonedirectlyorindirectly employedbyanyofthemoranyoneforwhoseactsanyofthemmaybeliable,includingdamagescaused byhis,itsortheiruseoffaulty,defective,orunsuitablematerialorequipment,unlessthedamageiscaused bytheTown’sgrossnegligenceorwillfulmisconduct.TheTownagreestomakereasonableefforttonotify theContractorofanydutyarisingoutofthisparagraph,butfailuretomaketimelynoticewillnotrelieve the Contractor of any duty under this paragraph.

Theforegoingprovisionsshallnotbedeemedtobereleased,waived,limitedormodifiedinanyrespectby reason of any surety or insurance provided by the Contractor under the Contract.

18. Insurance 18.1Workers Compensation Insurance:

The Contractor shall provide by insurance for the payment of compensation andthefurnishingofother benefitsunderChapter152oftheGeneralLawsofMassachusetts(TheWorker’sCompensationAct)toall employees of the Contractor who are subject to the provisions of Chapter 152 of the General Laws of Massachusetts.

FailuretoprovideandcontinueinforcesuchinsuranceduringtheperiodofthisContractshallbeamaterial breachofthisContract,shalloperateasanimmediateterminationthereof,andtheContractorherebyagrees toindemnifytheTownforalllosses,claims,andactionsresultingfromthefailuretoprovidetheinsurance required by this Article.

TheContractorshallfurnishtotheTownacertificateevidencingsuchinsurancepriortotheexecutionof this Contract before thesameshallbebindingonthepartiesthereto,exceptifspecificallywaivedbythe Town.

18.2Other Insurance Requirements Comprehensivecommercialgeneralliabilityinsurancewithlimitsofatleast$1Millionperoccurrenceand $3Millionannualaggregateforpropertydamageand$1Millionperpersonand$3Millionperoccurrence forbodilyinjury,whichshallincludetheTownofHollistonasanadditionalinsured,andwhichshallcover bodilyinjury,sicknessordisease,ordeathofanypersonincludingemployeesandthosepersonsotherthan the Contractor’s employees, and claims insured by usual personal liability coverage, death, or property damage arisingoutoftheWorkincludinginjuryordestructionoftangibleproperty,includinglossofuse resulting therefrom.

Motor vehicle insurance for any motor vehicles used in performing the Work, with limits of at least $500,000 per person, and $1 Million per accident.

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All policies shall identify the Town as an additional insured. (except Workers' Compensation and ProfessionalLiability)TheContractormustprovidenoticetotheTownimmediatelyuponthecancellation modificationofthepolicy.AllCertificatesofInsuranceshallbeonthe“MIIA”or“ACORD”Certificateof Insurance form, shall contain truetranscriptsfromthepolicies,authenticatedbytheproperofficerofthe Insurer,evidencinginparticularthoseinsured,theextentofcoverage,thelocationandoperationstowhich the insurance applies, the expiration date and the above-mentioned notice clauses.

The Contractor shall obtain and maintain during the term of this Contract the insurance coverage in companies licensed to do business in the Commonwealth of Massachusetts and acceptable to the Town.

19. No Employment The Contractor acknowledges and agrees that it is acting as an independent Contractor for all services renderedpursuanttothisContract,andneithertheContractor,noritsemployees,agents,servantsnorany person for whose conduct the Contractor is responsible shall beconsideredanemployeeoragentofthe Town for any purpose and shall not file any claim or bring any action for any worker’s compensation unemploymentbenefitsandcompensationforwhichtheymayotherwisebeeligibleasaTownemployeeas a result of work performed pursuant to the terms of this Contract.

20. Payment TheTownagreestomakeallreasonableeffortstopaytotheContractorwithinthirty(30)daysofreceiptof an invoice detailing the work completed and acceptance from the Town of the work completed.

21. Waiver and Amendment Amendments, orwaiversofanyadditionalterm,condition,covenant,dutyorobligationcontainedinthis ContractmaybemadeonlybywrittenamendmentexecutedbyallsignatoriestotheoriginalContract,prior to the effective date of the amendment.

22. Severability If any term or condition of this Contract or any application thereof shall to any extent be heldinvalid, illegalorunenforceablebyacourtofcompetentjurisdiction,thevalidity,legality,andenforceabilityofthe remaining terms and conditions of thisContractshallnotbedeemedaffectedtherebyunlessoneorboth parties would be substantially or materially prejudiced.

23. Forum and Choice of Law This Contract and anyperformancehereinshallbegovernedbyandbeconstruedinaccordancewiththe lawsoftheCommonwealthofMassachusetts.Anyandallproceedingsoractionsrelatingtosubjectmatter hereinshallbebroughtandmaintainedinthecourtsoftheCommonwealthofMassachusettsorthefederal district court sitting in the Commonwealth of Massachusetts, which shall have exclusive jurisdiction thereof. This paragraph shall not be construed to limit any other legal rights of the parties.

24. Notices AnynoticepermittedorrequiredundertheprovisionsofthisContracttobegivenorservedbyeitherofthe partiesheretoupontheotherpartyheretoshallbeinwritingandsignedinthenameoronthebehalfofthe partygivingorservingthesame.Noticeshallbedeemedtohavebeenreceivedatthetimeofactualservice orthree(3)businessdaysafterthedateofacertifiedorregisteredmailingproperlyaddressed.Noticetothe Contractor shall be deemedsufficientifsenttotheaddresssetforthonpage1orfurnishedfromtimeto time in writing hereafter.

25. Binding on Successors:

This Contract is binding upon the parties hereto, their successors,assignsandlegalrepresentatives(and where not corporate, the heirs and estate of the Contractor). Neither the Town nor the Contractor shall assign or transfer any interest in the Contract without the written consent of the other.

26. Entire Agreement:

This Contract, including all documents incorporatedhereinbyreference,constitutestheentireintegrated agreement between the parties with respect to the matters described. This Contract supersedes all prior

Page17 agreements,negotiationsandrepresentations,eitherwrittenororal,anditshallnotbemodifiedoramended except by a written document executed by the parties hereto.

27. Change Orders Changeordersmaynotincreasethecontractpricebymorethantwenty-five(25%)percent,incompliance with General Laws Chapter 30B, §13.

28. Quality of Work The awarded contractor shall perform work in a good, workmanlike manner. The awarded contractor hereby guarantees that the entire work constructed under this Agreement fully meets all requirements thereofastoqualityofworkmanshipandmaterials. Theawardedcontractorherebyagreestomake,attheir ownexpense,anyrepairsorreplacementsmadenecessarybydefectsinmaterialsorworkmanshipsupplied to themthatbecomeevidentwithinone(1)yearafterthedateofthefinalpayment,andtorestoretofull compliancewiththerequirementssetforthhereinanypartoftheworkconstructedhereunder,whichduring saidone(1)yearperiodisfoundtobedeficientwithrespecttoanyprovisionsoftheContractDocuments.

The awarded contractor also agrees to hold The Town of Holliston harmless from claims of any kind arisingfromdamageduetosaiddefects. Theawardedcontractorshallmakeallrepairsandreplacements promptlyuponreceiptofwrittenordersforsamefromTheTownofHolliston. Iftheawardedcontractor fails to make the repairs and replacements promptly, The Town of Holliston may do the work and the awarded contractor shall be liable to The Town of Holliston for the cost thereof.

29. Warranty TheawardedcontractorguaranteestoTheTownofHollistonthatallmaterialsincorporatedintothework will be new unless otherwise specified or agreed. Prior to final payment, the awarded contractor shall deliver to The Town of Holliston all manufacturers' warranties, together with such endorsements or assignments as are necessary to ensure to The Town of Holliston the full rights and benefits of such warranties.

[THE REMAINDER OF THIS PAGE HAS BEEN LEFT BLANK]

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IN WITNESS WHEREOF the parties have hereto and totwo other identical instruments set forth their hands and executed this as an instrument under seal this the day and year first above written.

The Town of Holliston by: The Contractor by:

Town Manager Date Signature Date

Print Name Print Name & Title

________________________________ Certified as to Department Head Date Appropriation/Availability of Funds:

Print Name Town Accountant Date

Procurement Officer Date

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