Sci-Tech Construction Co. v. Town of Milford

14 Mass. L. Rptr. 410
CourtMassachusetts Superior Court
DecidedJanuary 18, 2002
DocketNo. 011575
StatusPublished

This text of 14 Mass. L. Rptr. 410 (Sci-Tech Construction Co. v. Town of Milford) is published on Counsel Stack Legal Research, covering Massachusetts Superior Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Sci-Tech Construction Co. v. Town of Milford, 14 Mass. L. Rptr. 410 (Mass. Ct. App. 2002).

Opinion

Tierney, J.

The plaintiff, Sci-Tech Construction Co., Inc. (hereinafter “Sci-Tech”), seeks a preliminary injunction to prevent further performance of a contract awarded by defendant Town of Milford (hereinafter “Town”) to co-defendant AMS Construction and Development, Inc. (hereinafter “AMS”) for the renovation of a public building. For the reasons set forth herein, Sci-Tech’s application for preliminary injunction is DENIED.

BACKGROUND

This case concerns the renovation of Memorial Hall, a public building located in Milford, Massachusetts. In the early spring of 2001, the Town solicited bids for the project. After the close of the bidding period, the sealed bids were opened on August 8, 2001. AMS submitted the lowest bid. However, the bid submitted by Sci-Tech was only $2,850.00 higher than the AMS bid. On August 15, 2001, Sci-Tech disputed the bid alleging that an outdated bid form used by AMS contained unsolicited information and omitted details required on the proper form. Sci-Tech also objected to two addenda included with the AMS bid form. Sci-Tech alleges that these variations render the AMS bid defective under G.L.c. 149, §44E. Sci-Tech obtained a decision from the Attorney General’s office on November 5, 2001 declaring the AMS bid improper. Nevertheless, on November 21, 2001, the Town executed a contract with AMS. AMS began renovating Memorial Hall on November 26, 2001.

DISCUSSION

1. Preliminary Injunction Standard

The decision to grant or deny an application for preliminary injunction “generally rests within the sound discretion of the judge.” T&D Video, Inc. v. City of Revere, 423 Mass. 577, 580 (1996) (citations omitted). First, the court evaluates the moving party’s claim and its likelihood of success on the merits. Packaging Indus. Group Inc. v. Cheney, 380 Mass. 609, 617 (1980). Next, the court must determine if, without the injunction, the moving party would suffer irreparable harm.2 Id. An irreparable harm is one not capable of adequate vindication by a final judgment at law or equity. Id. at 617 n. 11. Finally, the court must “balance the risk of irreparable harm to the plaintiff and defendant in light of [each] party’s chance of success on the merits at trial.” Planned Parenthood Leagues of Massachusetts, Inc. v. Operation Rescue, 406 Mass. 701, 710 (1990). An injunction may only issue where the balance of these risks favors the moving party. Id.

2. Likelihood of Success on the Merits

It is well established that bids filed pursuant to G.L.c. 149, §§44A-44J must be rejected where a bid violates statutory requirements as to matters of substance. Peabody Constr. Co., Inc. v. City of Boston, 28 Mass.App.Ct. 100, 103 (1989) (citations omitted). However, where the departure from statutory requirements is inconsequential, the authority has discretion to either reject or accept the bid. Id. at 104, discussing Gil-Bern Constr. Corp. v. Brockton, 353 Mass. 503, 506 (1968). “Courts, in general, should not second-guess the honest exercise of discretion by bidding authorities for the excellent reason that a bidding authority, which has access to trained personnel (e.g. its architect), is in a better position to evaluate the significance of an apparently minor deviation than a judge is.” Peabody, 28 Mass.App.Ct. at 106-07 (Kass, J., concurring). [411]*411Clerical errors which deceive no one do not compel rejection of an otherwise conforming bid. Sciaba Constr. Corp. v. City of Boston, 35 Mass.App.Ct. 181, 185 (1993), discussing Fred C. McClean Heating Supplies Inc. v. School Bldg. Comm'n of Springfield, 341 Mass. 322, 324 (1960).

Sci-Tech argues that it will succeed on the merits of its claim because the alleged irregularities in the AMS bid form violate G.L.c. 149, §44E.3 As Sci-Tech correctly notes, “(t]he ‘minor or formal deviation’ exception to compliance with, competitive bidding statutes does not generally apply to failure by a bidder to comply with a statutory requirement. ” J. D’Amico, Inc. v. City of Worcester, 19 Mass.App.Ct. 112, 115 (1984). Although §44E requires completion of the (appropriate) bid form without the inclusion of surplus information, the cases in which our courts hold that the “minor or formal deviation” exception should not apply involve more than imperfect execution of a bid form. See, e.g., Modern Constr. Co., Inc. v. City of Lowell, 391 Mass. 829, 840 (1984) (bidder prequalification is a “cornerstone of the competitive bidding statute” without which the bid must be rejected); J. D'Amico, 19 Mass.App.Ct. at 115-16 (insufficient bid deposit under applicable statute compelled rejection of bid). No such violation of a statutory requirement is alleged in the present case. Therefore, the present case falls into that category of cases where the “minor or formal deviation” exception applies.

To determine the significance of a bid irregularity, courts should consider the purpose of the public bidding system. E. Amanti & Sons, Inc. v. Town of Barnstable, 42 Mass.App.Ct. 773, 776 (1997). The purpose of competitive bidding statutes is, in addition to ensuring that the bidding authority awards public contracts to the lowest responsible bidder, “to establish an open and honest procedure for competition for public contracts.” Modern, 391 Mass, at 840. This legislative intent does not require that public bidding statutes be given a harsh and unreasonable construction. Fred C. McClean, 341 Mass. at 324; Sciaba, 35 Mass.App.Ct. at 186.

Sci-Tech’s claim asserts nothing more than a short list of de minimis errors on the bid form submitted by AMS. The courts of this Commonwealth routinely permit bidding authorities to tolerate such minor defects. In W.J. Manning, Inc. v. Boston Traffic and Parking Comm’n, 350 Mass. 24 (1965). the Court upheld the award of a contract to a bidder who appended a letter to his bid clarifying his interpretation of a contract term. The Court considered the letter a minor variation which resulted in no manifest injustice to the plaintiff or adverse affect to the public interest. Id. at 26. Likewise, the addenda submitted by AMS was of a clarifying nature resulting in no prejudice to Sci-Tech. Sci-Tech concedes that it can only speculate about any unfair advantage AMS derived from the addenda but offers no evidence of actual prejudice. Sci-Tech, therefore, is unlikely to succeed on the merits of its claim.

3. Irreparable Harm

Generally there is no irreparable harm where the party seeking an injunction has an adequate remedy at law. Bernard v. Hemisphere Hotel Mgmt., Inc., 16 Mass.App.Ct. 261, 265 (1983). A purely economic loss does not constitute irreparable harm unless “the loss threatens the very existence of the movant’s business.” Tri-Nel Mgmt., Inc. v. Board of Health of Barnstable, 433 Mass. 217, 227-28 (2001 ), quoting Hull Mun. Lighting Plant v. Massachusetts Mun. Wholesale Elec. Co., 399 Mass. 640, 643 (1987). However, the Supreme Judicial Court has held that the trial court did not abuse its discretion in enjoining a contract where, as here, an aggrieved bidder would be limited to recovering its bid preparation costs if the injunction did not issue. Modern, 391 Mass. at 837.

The trial court in Modern was presented with far different circumstances than those in the case at bar.

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Related

J. D'Amico, Inc. v. City of Worcester
472 N.E.2d 665 (Massachusetts Appeals Court, 1984)
Sciaba Construction Corp. v. City of Boston
617 N.E.2d 1023 (Massachusetts Appeals Court, 1993)
W. J. Manning, Inc. v. Boston Traffic & Parking Commission
213 N.E.2d 382 (Massachusetts Supreme Judicial Court, 1965)
Packaging Industries Group, Inc. v. Cheney
405 N.E.2d 106 (Massachusetts Supreme Judicial Court, 1980)
Planned Parenthood League of Massachusetts, Inc. v. Operation Rescue
550 N.E.2d 1361 (Massachusetts Supreme Judicial Court, 1990)
Edwards v. City of Boston
562 N.E.2d 834 (Massachusetts Supreme Judicial Court, 1990)
Hull Municipal Lighting Plant v. Massachusetts Municipal Wholesale Electric Co.
506 N.E.2d 140 (Massachusetts Supreme Judicial Court, 1987)
Bernard v. Hemisphere Hotel Management, Inc.
450 N.E.2d 1084 (Massachusetts Appeals Court, 1983)
Peabody Construction Co. v. City of Boston
546 N.E.2d 898 (Massachusetts Appeals Court, 1989)
Fred C. McClean Heating Supplies, Inc. v. School Building Commission of Springfield
169 N.E.2d 741 (Massachusetts Supreme Judicial Court, 1960)
Gil-Bern Construction Corp. v. City of Brockton
233 N.E.2d 197 (Massachusetts Supreme Judicial Court, 1968)
Modern Continental Construction Co. v. City of Lowell
465 N.E.2d 1173 (Massachusetts Supreme Judicial Court, 1984)
T & D Video, Inc. v. City of Revere
670 N.E.2d 162 (Massachusetts Supreme Judicial Court, 1996)
LeClair v. Town of Norwell
430 Mass. 328 (Massachusetts Supreme Judicial Court, 1999)
Tri-Nel Management, Inc. v. Board of Health
433 Mass. 217 (Massachusetts Supreme Judicial Court, 2001)
E. Amanti & Sons, Inc. v. Town of Barnstable
679 N.E.2d 1028 (Massachusetts Appeals Court, 1997)

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Bluebook (online)
14 Mass. L. Rptr. 410, Counsel Stack Legal Research, https://law.counselstack.com/opinion/sci-tech-construction-co-v-town-of-milford-masssuperct-2002.