NCMC Contract.docx.pdf
CITY OF NORTHAMPTON
MASSACHUSETTS
CONTRACT
FOR
NORTHAMPTON COMMUNITY MUSIC CENTER EXTERIOR REHABILITATION PROJECT
THIS Contract for a Community Preservation Act Project ("Contract"), is executed this day of
___________, 2023, by and between the Northampton Community Music Center, 139 South Street, Northampton
MA, 01060, hereinafter called "Grantee" and the City of Northampton, acting through its Community Preservation
Committee (the "Northampton CPC"), c/o Office of Planning and Sustainability, 210 Main Street, Room 11,
Northampton, MA 01060 , a municipal corporation in the County of Hampshire, Commonwealth of
Massachusetts, hereinafter called "City".
WITNESSETH, that for the consideration hereinafter mentioned, the City and the Grantee shall agree to the terms
and conditions contained in this Contract.
The Grantee's Community Preservation Act Project ("Project") shall be completed according to the terms and
conditions of this Contract and of the Grantee's Community Preservation Act Project Application and any
additional information provided during the Northampton CPC's evaluation process ("Project Application"), which
Project Application is hereby incorporated into this Contract by reference and forms a part thereof. These
documents can be accessed at
http://archive.northamptonma.gov/WebLink/Browse.aspx?id=748126&dbid=0&repo=CityOfNorthampton
The City shall pay the Grantee up to $220,000 (two hundred twenty thousand dollars) for the performance of this
Contract. The City shall pay the Grantee upon the completion of the Project or portions of the Project, upon
receipt and approval of invoices, as further specified below:
The Grantee shall use funds for exterior structural rehabilitation work, including masonry, replacement doors and
windows, and porch reconstruction, in accordance with the City Council Order dated January 19, 2023. Invoices
submitted to the City may take up to 45 calendar days for processing and payment, and shall be made payable to
the Grantee.
This Contract shall not be altered in any particular without the consent of all parties to this Contract. All alterations
to this Contract must be in writing and must be executed by the Northampton CPC and Northampton's Director
of Planning and Sustainability, City Auditor, Chief Procurement Officer, and Mayor.
The Grantee shall not delegate, assign or transfer any of its duties delineated in this Contract without prior written
consent from the City, although certain services may be provided by third parties if and to the extent contemplated
in the Grantee's Project Application.
In the event the Grantee is a corporation, a clerk’s certificate that the person executing this Contract is duly
authorized to sign must accompany this Contract.
Notwithstanding anything in this Contract to the contrary, any and all payments that the City is required to make
under this Contract shall be subject to appropriation or other availability of funds as certified by the Northampton
City Auditor. Obligations for payments beyond the current fiscal year are subject to appropriation and this
Contract shall be canceled in the event of non-appropriation.
The Grantee shall indemnify and hold harmless, the City and all of its officers, agents, and employees against all
suits, claims or liabilities of every nature, arising out of, or in consequence of, the acts or omissions of the Grantee,
its employees, agents, or subcontractors in connection with their rendering of services or goods under this Contract
and will, at the Grantee's own cost and expense, defend any and all such suits and actions
No Liability of City. By making this award, the City does not accept any liability whatsoever for any acts,
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omissions or errors associated with the Project. Grantee agrees to indemnify and defend the City from all claims,
suits or demands resulting from implementation of the Project.
By signing this Contract the Grantee agrees to subject any dispute to mediation, at the option of the City, prior to
filing suit in any forum.
This Contract shall be deemed to be a Massachusetts contract and its interpretation and construction shall be
governed by the laws of Massachusetts and the Charter and Ordinances of the City.
The provisions of this Contract are severable. If any provision of this Contract shall be held unconstitutional or
invalid by any court of competent jurisdiction, the decision of such court shall not affect any other provisions of
this Contract.
The City is not bound by this Contract until it is executed by the duly authorized representatives of all parties.
Pursuant to M.G.L. Chapter 62C, Section 49A, the Grantee certifies under the penalties of perjury that it has, to
the best of its knowledge and belief, complied with the laws of the Commonwealth relating to taxes, reporting of
employees and contractors, and withholding and remitting child support. The Grantee authorizes the City of
Northampton to deduct from the amounts due under this Contract, any overdue taxes, real or personal, or any other
fees due to the City of Northampton from the Grantee which become due and payable by the Grantee during the
term of this Contract or until the final amounts due under this Contract are paid in full.
Grantee DOES have a Northampton office.
Fair Wages The Grantee certifies that a) neither it nor any of its subcontractors have been subject to a federal or
state criminal or civil judgment, administrative citation, final administrative determination, order or debarment
resulting from a violation of G.L. c. 149, c. 151, or the Fair Labor Standards Act within five (5) years prior to
the date of the Contract, or b) that if it or any of its subcontractors have been subject to a federal or state
criminal or civil judgment, administrative citation, final administrative determination, order or
debarment resulting from a violation of G.L. c. 149, c. 151, or the Fair Labor Standards Act within
five (5) years prior to the date of the Contract, the Contractor has provided copies of any such judgment,
citation, determination or order to the City prior to the date of the Contract and has procured a wage bond or
insurance. The Contractor certifies that while the Contract is in effect, it will report any instance of the above
to the City within five (5) days of Contractor's receipt.
The Grantee shall obtain from any general contractor or construction supervisor a Fair Wage Compliance
Certification and shall require that such general contractor or construction manager obtain such Certification
from each subcontractor on the project. These certifications shall be provided to the CPC.
Standard Terms and Conditions for CPA Projects:
Term. The term of this Contract and the deadline for completion of all work is three years from the date of the
City's full execution of this Contract. The City shall not make payments for any costs incurred after the expiration
of the Contract. The City shall be obligated to return any unused funds to the Community Preservation Fund
Reserve ("Reserve"), and such funds shall be available for future appropriation to other recipients.
Repayment of Funds. If the Northampton CPC determines that funds have been spent on goods or services not
included in the Project budget or otherwise not authorized under this Contract or the Community Preservation
Act, the Grantee shall be responsible for repayment of such funds to the Reserve.
Public Records. All reports and Project documents submitted to the Northampton CPC shall become the property
of the City of Northampton and shall be available for use by the City and available to the public under the
Massachusetts Public Records Law.
Monitoring Annual preservation guarantee certifications will be required for the length of the preservation
guarantee. For perpetual preservation guarantees, the Community Preservation Committee reserves the right to
require annual preservation guarantee certifications for an amount of time that will best serve the community.
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Restrictions. This Project shall be subject to a:
_X__ Preservation restriction on the Property (local only)
___ Conservation Restriction on the Property
___ Affordable Housing Restriction on the Property.
The Preservation, Conservation or Affordable Housing Restriction accepted by the Northampton CPC
(“Restriction”) is incorporated into this Contract by reference. If the Grantee fails to comply with any such
Restriction the City shall have the right to enforce the Restriction and remedy the failure to comply through any
available means, including but not limited to specific performance or repayment of CPA funds.
Compliance with Laws and Contract. Grantee understands and agrees that projects funded through this Contract
are made pursuant to and must comply with the requirements of the Community Preservation Act, M.G.L. c. 44B,
and all other applicable laws and regulations. Grantee also agrees to comply with all requirements of this Contract.
Permits and Licenses. It is the obligation of the Grantee to obtain all permits and licenses necessary for
implementation of the Project. The execution of this Contract waives no federal, state or local permit or license.
Community Preservation Act Awareness. . The Grantee shall identify that the Project was funded through the
City of Northampton Community Preservation Act in its written materials about the Project, including websites,
social media, press releases, brochures, etc.
Reports. Each year until the completion of the Project, the Grantee shall provide the Northampton CPC with a
written update on the progress toward completion of the work. A final report, including photo documentation, is
due not later than 30 days after the date of completion. The final report shall be to the satisfaction of the
Northampton CPC, which approval shall not be unreasonably withheld. Grantee shall, upon request of the
Northampton CPC, give an oral presentation of its final report at a meeting of the Northampton CPC.
Preservation Restriction: The applicant shall provide the City of Northampton with a local preservation restriction
acceptable to the City of Northampton acting by and through its Historical Commission. Such restriction shall be
executed prior to payment of any portion of the CPA funds.
Permanent Recognition of CPA Contribution to Project Completion. Prior to the final payment, the grantee shall
install a permanent plaque, the wording and placement of which shall be mutually agreeable to the grantor and
grantee, acknowledging the use of CPA funds. The plaque shall be provided by the grantee if needed.
Historical Appropriateness all work shall conform to the Secretary of the Interior’s Standards for the Treatment
of Historic Properties. The Grantee shall retain a qualified preservation consultant for the duration of the CPA
funded portion of the work, and that party shall provide certification that all work conforms to the Secretary of
the Interior’s Standards for the Treatment of Historic Properties.
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IN WITNESS WHEREOF the City caused these presents to be signed and approved by Gina-Louise
Sciarra, its Mayor and the said Grantee has caused these presents to be signed and its official seal to be
hereto affixed by its officer or agent thereunto duly authorized (by the attached corporate resolution). This
instrument shall take effect as a sealed instrument.
Grantee: Northampton Community Music Center
Grantee
it's
Jason Trotta
Executive Director
Title Date
{IF a check will be made director to a seller of land, they should sign the contract as well.}
Certificate by Corporation to Sign Contract
At a duly authorized meeting of the Board of Directors of the Northampton Community Music Center
held on _________________ .
(Date)
at which a quorum was present, it was voted that, the Authorized Signatory of this company, be and 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 such officer under
seal of the company, shall be valid and binding upon this company,
A TRUE COPY,
ATTEST:
(Joseph Blumenthal, Clerk)
Place of Business 139 South Street, Northampton MA 01060
Date of this Contract
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City of Northampton (Grantor):
BY:
______________________Date ____________
Carolyn Misch, Director of Planning and Sustainability
_______________________Date ___________
Joyce Karpinski, City Auditor, approved as to appropriation.
_______________________Date_____________
William Coffey, Chief Procurement Officer
_______________________Date ____________
Mayor Gina-Louise Sciarra
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