New Hampshire Superior Court for the Southern District of Hillsborough County or in the New
Hampshire 9" Circuit Court situate in Nashua, New Hampshire and not elsewhere.
gore
é
ee.
a Ae nL AM
Exhibit B
summary & Scope of Work
City of Nashua through the Office of Economic Development
Professional Services related to Commercial Real Estate Brokerage and Marketing
Services
Summary
The purpose of this assignment is to provide marketing and brokerage services to the
City of Nashua (“Owner’), through the Office of Economic Development related to the
disposition of selected property.
Scope of Work
The Service Provider is hereby authorized to conduct the following Scope of Work,
collectively defined as “Exclusive Listing Services”. The services will be inclusive of the
following obligations for both the Service Provider as well as the City of Nashua:
1. Commissions: Owner agrees to pay a commission at the rates set below if (a)
during the term of the Contract the Broker, Owner or any other party, finds a
purchaser, assignee or nominee, who is ready, willing and able to purchase the property
in accerdance with the terms and conditions of this Agreement, or such other terms and
conditions as may be acceptable to Owner; or, (b) within 180 days after the termination
of this agreement Owner is party to a binding Purchase and Sales agreement on the
Property to any Qualifying Prospect. A Qualifying Prospect shall be any Buyer,
identified in writing to Owner no later than 15 days after the termination of this
agreemeni.
During ihe term of the Contract and as set forth above, commission is due and payable
upon Owner approving a purchase and sale agreement with a ready willing and able
buyer under terms and conditions agreeable to Owner. Commissions are collected at
settlement, or lease signing.
The fee for leasing is 5% of base rent for the first five years of the lease and 2% of base
rent for any additional years thereafter. This would be for the initial term of the lease
only. No change in the above fee for a co-broke situation. In the event of a co-broke,
Broker will split commission 50/50.
The fee for selling will be 6% of the first $1,000,000 of purchase price; 5% of the
purchase price between $1,000,001 and $2,000,000 and 4% of the purchase price
C=
es
above $2,000,0001. No change in the above fee for a co-broke situation. In the event of
a co-broke, Broker will split commission 50/50.
lf the final sale price or final lease rate is less than 75% of Asking Price: the Broker's
commission shall be 75% of the original asking price multiplied by the above
commission rates.
2. Authority of Broker: The Broker is authorized to use reasonable efforts to procure a
ready willing and able buyer for the Property in accordance with the terms and
conditions of the Contract.
Owner agrees that ihe Broker, when requested by other agents or prospects, may
disclose the existence of other offers on the Property.
The Broker is hereby authorized to:
e Place signage on the Property.
e Place information about the Property on the Internet and/or Multiple Listing
Services, ,
e Advertise the Properiy in print media.
e Release data about the transaction, such as parties to the transaction, location
and square footage as press releases and/or databases for statistical purposes.
e Owner acknowledges that Broker will enter this data into "NNEREN?” within 15
days of this agreement and will put the name of the Owner as “On File’.
3. Acknowledgements and Obligations of Owner: Owner agrees to cooperate with
Broker in effecting the sale of the Property and to immediately refer to Broker all
inquiries of anyone interested in the Property. Ail negotiations are to be through the
Broker.
Owner represents that Owner is the legal owner of the Property and has the right to
enter into this Contract.
Owner acknowledges that Broker has made no guarantee of procuring a ready, willing
and able buyer for the Property.
Owner agrees to disclose to the Broker all information concerning the Property
including: Income and expenses, the existence of asbestos, radon, PCB transformers,
mold, underground storage tanks, lead paint, history of methamphetamine laboratory
use, septic systems and water problems or any information concerning the property be
they adverse or otherwise. The duty to disclose is ongoing and if the Owner discovers
additional information concerning the condition of the Property, the Owner shall
promptly disclose the additional information to Broker.
Owner acknowledges that Broker is being retained solely as a real estate agent and not
as an atiorney, fax advisor, lender, appraiser, surveyor, architect, contractor or any
other professional service provider. Owner has been advised to seek professional
{a
af
advice for any non-brokerage services. Broker shall not be liable for any action,
inaction, failure, negligence, error or omission of any other professional service
provider.
It shall not be the responsibility of the Broker to determine the qualifications and
creditworthiness of any buyer with whom Owner may enter into a Purchase and Sales
agreement. Owner waives any claims it may have against Broker resulting from any
Owner losses and liabilities, which Owner may hereafter suffer by entering into a
Purchase and Sales agreement with any buyer.
Owner agrees to allow Broker to cooperate with licensees from other firms who accept
Buyer Agency {also knawn as Tenant Representation) and Facilitator agreements.
Owner understands that Broker may represent buyers of who also have interest in the
Property. In these circumstances, Broker shall fully inform Owner and provide Owner
the opportunity to proceed under a Disclosed Dual Agency agreement.
Prope ies
The City of Nashua shall enter into from time to time an “Exclusive Listing Services”
Agreement for a specific property. At this time it will be the following “Property(ies)”:
44 Broad Street, Nashua NH at a list price of $525,000
*It should be noted that other properties may be added.
To: L. Wilshire. President
From: T. Cummings, Director
Ce: Members of the Board of Aldermen
Date: July 27, 2020
Re: Communication To Approve-&- Place on File a Notice of Contract Change for Martini
Northern Relative to Proceeding with 2 Guaranteed Maximum Price (“GMP”)
This memo is being filed to communicate that a Guaranteed Maximum Price “GMP” of
$2,825,625.00 has been established for the renovations at the Public Health Building located on
Mulberry Street. The previously approved contract contemplated this eventuality. As an aside,
there is $3,602,000.00 previously authorized for this project through R-20-012.
There have been no material changes to the scope, fee or other pertinent terms to the previously
approved contract.
Attached is a copy of the previously approved contract related to the Public Health Building
renovation, along with the associated Exhibits, which outlines the scope of work, basis for fees
and the process or methodology governing the contract. Additionally, provided are the newly
incorporated Exhibits setting the GMP. The contract is the City’s standard construction manager
contract,
Pursuant to NRO §5-91 relative to amendments and notifications of contracts I am notifying the
Board of Aldermen of the aforementioned progress and seeking approval and placing on file.
Init.
This Amendment dated the thirtieth day of July in the year Two Thousand and Twenty, ts
incorporated into the accompanying ALA Document A133™ 2019, Standard Form of
Agreement Between Owner and Construction Manager as Constructor where the basis of
payment is the Cost of the Work Pius a Fee with a Guaranteed Maximum Price dated the
nineteenth day of December in the year 2019 (the "Agreement")
(in words, indicate day, month, and year.)
for the following PROJECT:
(Name and address or location)
Nashua Public Health Renovation
18 Mulberry Street
Nashua, NH 03060
THE OWNER:
(Name, legal status, and address}
The City of Nashua
229 Main Street
Nashua, NE 63060
THE CONSTRUCTION MANAGER:
(Name, legal status, and address}
Martini Northern, LLC.
10 Main Street
Newfields, NH 03846
TABLE OF ARTICLES
Ad GUARANTEED MAXIMUM PRICE
2 BATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
AS INFORMATION UPON WHICH AMENDMENT 1S BASED
AA CONSTRUCTION MANAGER'S CONSULTANTS, CONTRACTORS, DESIGN
PROFESSIONALS, AND SUPPLIERS
ARTICLE Al GUARANTEED MAXIMUM PRICE
§ A.i.i Guaranteed Maximum Price
- Pursuant to Section 3.2.6 of the Agreement, the Owner and Construction Manager hereby
amend the Agreement to establish a Guaranteed Maximum Price. As agreed by the Owner
and Construction Manager, the Guaranteed Maximum Price is an amount that the Contract
Sum shall not exceed, The Contract Sum consists of the Construction Manager’s Fee plus
the Cost of the Work, as that term is defined in Article 6 of the Agreement.
§ A.1.1.1 The Contract Sum is guaranteed by the Construction Manager not to exceed Two
Million Eight Hundred Twenty Five Thousand Six Hundred and Twenty Five Dollars
Document A133 - 2019 Exhil
Guaranteed Maximum Price Amendment
ABDITIONS AND DELETIONS:
The author of this document has
added information needed for its
complation. The auihor may also
nave revised the text of the original
AIA standard form. An Addifions and
Detetions Report that notes added
informaiion as well as revisions to the
standard form jext is available from
the author and should be reviewed. A
vertical iine in ihe leit margin of this
document indicates where the author
has added necessary information
and where the author has added to or
deleted from the original AIA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
fo fis cornplefion or modification.
AIA Document A201™-2017,
General Canditions of the Contract
tor Construction, is adopted in this
document by reference. Do not use
with other general conditions unless
this document is modified.
nee,
Ai& Document A133” — 2043 Exhibit A. Copyright © 1984, 2603, 2065, and 2078 by The American institute of Architects. Ali rignis reserved. The “Arnerican
institute of Architects,” “AIA,” fhe ALA Logo, and “Al4 Contract Racuments" are registared irademarks and may not be used without parmission. This dacument was
produced by ALA software at 18:41:10 EF on 07/30/2026 under Order No.3340547677 which expires on 03/24/2021, is nol for resale, is licensed for onetime use
only, and may only be used in accordance with the AlA Contract Dasuments® Terms of Service. To report copyright violations, e-mail copyright@aia_org.
User Notes:
(2089272527)
(S 2,825,625.08 ), subject to additions and deductions by Change Order as provided in the Contract Documents.
§ At4.2emized Statement of the Guaranteed Maximum Price. Provided below is an itemized statement of the
Guaranteed Maximum Price organized by trade categories, including allowances; the Construction Manager’s
contingency; altemstes; the Construction Manager’s Fee; and other items that comprise the Guaranteed Maximum Price
as deftmed in Section 3.2.1 of the Agreement.
(Provide itemized statement below or reference an attachment)
See Exhibit E, Schedule of Values
§ 4.1.1.3 The Construction Manager’s Fee is set forth in Section 6.1.2 of the Agreement.
§ Ad1.4 The method of adjustment of the Construction Manager’s Fee for changes in the Work is set forth in Section
6.1.3 of the Agreement.
§ 41.4.5 Alternates
8 AA4.6.1 Alternates, ifany, included in the Guaranteed Maximum Price:
ffem Price
Nove
§ A.1.1.5.2 Subject to the conditions noted below, the following altemates may be accepted by the Owner following
execution of this Exhibit A: Upon acceptance, the Owner shall issue a Modification to the Agreement,
(lnsert below each alternate and the conditions that must be met for the Ovner to accept the alternate.)
liem Price Conditions for Acceptance
None
§ A.1.1.6 Unit prices, if any:
(identify the itent and state the unit price and quantity limitations, if any, to which the unit price will be applicable.)
Hemi Units and Limitations Price par Unit (50.00)
None
ARTICLE 4.2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
§ A.2.1 The date of commencement of the Work shall be:
(Check one of the following boxes.)
[ ] The date of execution of this Amendment.
[X] Established as follows:
(insert a date or a means to determine the date af commencement of the Werk)
| Anticipated date of September 8, 2020
Ifa date of commencement of the Work is not selected, then the date of commencement shall be the date of execution of
this Amendment.
§ A.2.2 Unless otherwise provided, the Contract Time is the period of time, including authorized adjustments, allotted in
the Contract Documents for Substantial Completion of the Work. The Contract Time shali be measured from the date of
commencement of the Work.
§ A.2Z.3 Substantial Completion
§ A.2.3.1 Subject to adjustments of the Contract Time as provided in the Contract Documents, the Construction Manager
shall achieve Substantial Completion of the entire Work:
(Check one of the following boxes and complete the necessary information.)
fim Doctiment A133” — 2075 Exhibit A, Copyright © 1957, 2003, 2009, and 2079 by The American institute of Architects, Ali righis reserved. The “Amencan
Init. institute of Architacis,” “Al4s,° tha AIA Logo, and “AIA Contraol Documenis" are ragigtered trademarks and may not bs used without permission. This document was 9
produced by AIA software at 15:41:10 ET on 07/30/2020 under Order No.3340517677 which expires on 03/24/2021, is not for resale, is licensed for one-time use
i only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.ore.
User Notes: (2053272627)
[X] Not later than three hundred and twenty (320 ) calendar days from the date of commencement of the
Work.
i ] By the following date:
§ A.23.2 Subject to adjustments of the Contract Time as provided in the Contract Documents, if portions of the Work are
to be completed prior to Substantial Completion of the entire Work, the Construction Manager shall achieve Substantial
Completion of such portions by the following dates:
Portion of Work Substantial Completion Date
None
§ 4.2.3.3 ifthe Construction Manager fails to achieve Substantial Completion as provided in this Section A.2.3, liquidated
damages, if any, shall be assessed as set forth in Section 6.1.6 of the Agreement,
ARTICLE A3 INFORMATION UPON WHICH AMENDMENT IS BASED
§ 4.3.1 The Guaranteed Meximum Price and Contract Time set forth in this Amendment are based on the Contract
Deacuments and ihe following:
§ ASL The following Suppiementary and other Conditions of the Contract:
Document Title Date Pages
§ A.3,1.2 The following Specifications:
(Either list the Specifications here, or refer to an exhibit attached to this Amendment.)
See Exhibit A
Section Title Date Pages
§ A313 The following Drawings:
(Gither list the Drawings here, or refer to an exhibit attached to this Amendment.)
See Exhibit A
Number Title Date
§ 43.1.4 The Sustainability Plan, ifany:
Gf the Owner identified a Sustainable Objective in the Owner's Criteria, identify the document or documents that
comprise the Sustainability Plan by title, date and number of pages, and include other identifping information, The
Sustainability Plan identifies and describes the Sustainable Objective; the targeted Sustainable Measures;
implementation strategies selected to achieve the Sustainable Measures; the Owner's and Construction Manager's roles
and responsibilities associated with achieving the Sustainable Measures; the specific details about design reviews, testing
or metrics to verify achievement of each Sustainable Measure; and the Sustainability Documentation required for the
Project, as those terms are defined in Exhibit C to the Agreement.)
Title Date Pages
None
Other identifying information:
§ A3.1.5 Allowances, if any, included in the Guaranteed Maximum Price:
(identify each allowance.)
AiA Document 4133* — 2079 Exhibit A. Copyright @ 19971, 2003, 2008, and 2078 by The American Institute of Architects. All rights reserved. ‘fhe “American
Init, instituie of Architects,” “AIA,” the AIA Loge, and "AIA Contract Documents” are ragisiared tadamaris and may noi be used without parmission. This document was 3
produced by AJA software at 15:44:10 ET on 07/30/2020 under Order No.3340517677 which expires on 03/24/2021, is not for resale, is licensed for one-time use
i only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, @-mail copyright@aia.org.
User Notes: (2053272627)
Init.
litem Price
See Exhibit B
§ A.3.1.6 Assumptions and clarifications, if any, upon which the Guaranteed Maximum Price is based:
(dentip each assumption and clarification.)
See Exhibit C
§ A3.1.7 The Guaranteed Maximum Price is based upon the following other documents and information:
(ist any other documents or information here, or refer to an exhibit attached to this Amendment.)
ARTICLE A4 CONSTRUCTION MANAGER’S CONSULTANTS, CONTRACTORS, DESIGN PROFESSIONALS, AND
SUPPLIERS
§ A.4.1 The Construction Manager shall retain the consultants, contractors, design professionals, and suppiters, identified
below:
(List name, discipline, address, and other information)
This Amendmen to the Agreement entered into as of the day and year first written above.
Dn te pi Met
OWNER (Signature) CONSTRUCTION MANAGER (Signature)
James Donchess, Mayor Peter Middleton, President
(Printed name and title) (Printed name and title)
4iA Document Ai33” — 2015 Exhibit A, Copyright @ 1997, 2003, 2009, and 2079 by The American instituie of Architects. Ali rights reserved, The “American
Institute of Architeats,” “AIA,” the AIA Logs, and "AIA Contract Documents" are registered trademarks and may nat be used withou! permission. This document was
produced by AIA software al 10:37:19 ST on 07/30/2020 under Order No.3340517677 which expires on 63/24/2021, is not for regaie, is licensed for one-time use
only, and may only be used In accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@ala.org.
User Notes: {#330082414)
4
O THE AGREEMENT
he Mealth
Exhibit “A” CONTRACT DOCUMENTS
Exhibit “B” ALLOWANCES
Exhibit “C” ASSUMPTIONS AND CLARIFICATIONS
Exhibit “D” CONSTRUCTION SCHEDULE
Exhibit “E” SCHEDULE OF VALUES
Exhibit “F” CONTINGENCY
Martini Northern, LLC
&
TINT
é:
10 Main Street # mn vec
Newfields, NH 03856 i
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