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18.

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17.

. NO DAMAGES FOR DELAY

No payment, compensation, or adjustment of any kind shall be made to Town for damages
because of hindrances or delays in the performance of Provider under this Agreement from
any cause.

ASSIGNMENT. TRANSFER. DELEGATION. OR SUBCONTRACTING

Town and Provider shall not assign, transfer, delegate, or subcontract any rights,
obligations, or duties under this agreement without the prior written consent of the other
party. Any such assignment, transfer, delegation, or subcontracting without the prior
written consent of the other party is void. Consent shall not be unreasonably withheld.
Consent to any assignment, transfer, delegation, or subcontracting shall only apply to the
incidents expressed and provided for in the written consent and shall not be deemed to be
a consent to any subsequent assignment, transfer, delegation, or subcontracting. Any such
assignment, transfer, delegation, or subcontract shall require compliance with or shall
incorporate all terms and conditions set forth in this agreement, including any incorporated
exhibits and written amendments or modifications. Subject to the foregoing provisions,
the contract inures to the benefit of, and is binding upon, the successors and assigns of the
parties,

ENTIRE AGREEMENT

These terms of this agreement constitute the entire agreement between the Provider and the
Town, and there are no contemporancous oral agreements contrary hereto.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and
through their respective officers, duly authorized, on the dates signed below.

PROVIDER: City of Nashua — Nashua Transit

BY

Jim Donchess, Mayor Witness

DATE

TOWN: Town of Hudson, New Hampshire

BY f~ Ly

j 4 C
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(J itnés

DATE #7 artcy 18 20€%

City of Nashua, New Hampshire Nashua Transit System
and
Town of Merrimack, New Hampshire
AGREEMENT FOR TRANSPORTATION SERVICES
July 1, 2022 through June 30, 2023

This agreement is made and entered into by and between the City of Nashua, Nashua Transit
System (NTS), (“Provider'}; and the Town of Merrimack, New Hampshire, ("Town");

I.

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PERIOD

The period of performance of this agreement shall begin on July 1, 2022 and shall
terminate automatically on June 30, 2023.

UNDERSTANDING OF THE WORK

The Provider understands that the Town is secking demand response transportation
services for cligible citizens, incliding disabled citizens and senior citizens to and from
locations in Hudson, Nashua, and Merrimack, and thew home. This service is principally
used fo gain access to adult day care, non-emergency medical appointments, groceries.
pharmacies and employment: Service will be available Monday through Friday, and
excluding Holidays as defined by the Provider (days service is available are the "Service
Days"). The hours of operation for service shall be Monday through Friday 8AM to 5PM
including travel time to'from the Nashua garage.

RIDER ELIGIBILITY

A "Qualified Rider” shall mean any person residing in the Town who has submitted a
completed application for demand response services in compliance with FTA 5307
funding requirements, Individuals permanently residing in long-term care facilities (ie.
nursing homes) are, however, excluded from being a "Qualified Rider."

Qualified Rider applications will be emailed or otherwise delivered to the requesting
Town citizen by the Provider, the Town, or private medical offices or hospice centers.
Completed applications shall be emailed or delivered in hardcopy to a designated person
al the Provider,

PROVIDER'S RESPONSIBILITIES

A. The Provider shall provide shared ride serviec to Qualified Riders that is scheduled
daily on Service Days as efficiently as possible based on demand for pick-ups and
drop-offs.

B. The Provider shall notify the Town as soon as possible of emergencies that may
interrupt the transportation schedule.

C. The Provider will make every effort to process completed applications expeditiously
but the processing may take up to | O business days.

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D.

It is the Provider's responsibility to enter the Qualified Rider information from the
application into the system for the scheduling of services.

The Provider reserves the right at ls sole discretion to refuse or suspend transportation
to any Qualified Rider or person.

The Provider shall be responsible for safe transportation of Qualified Riders. Qualified
Riders will be provided curb-to-curb service as required by the American with
Disabilities Act ("ADA")

L Qualified Riders who require door-to-door service shall be provided door-
to-door service, however, they must specify when booking their trip that
they will need the additional service/help to and from the vehicle.
I. The driver CANNOT do the following

a. Help with excessive packages {2 bag limit, no large packages).

b. Go beyond the doorway into a building w assist Qualified

Riders.

c. For lengthy periods of tune, leave their vehicles unattended,

d. Lose the ability to keep their vehicles under visual observation

e. Fake action that would clearly be unsafe.

The Provider shall provide reasonable financial and operational data to the Town
with respect to all transportation services subject to this Agreement, as requested from
time to time.

In performing hereunder. the Provider shall comply with all apphcable laws,
ordinances, regulations and codes of the federal, state and local governments.

Interruption of Scrvice-Non-Performance: The Provider shall not be in default of any
provisions of this Agreement for failure to perform where such failure is due to strikes,
walk-outs. civil insurrections or disorders, order of civil authorities. shortages of motor
fuel or cquipment, significant funding reductions, acts of Ged. or for any other cause
or causes beyond the control of the Provider

RESERVATIONS

Reservations must be made two (2) business days in advanee by the Qualified Rider and
can be made Monday through Friday, from 8 AM to 5PM. Requests must be submitted by
end of business on Thursday for rides scheduled on the following Monday. Business days
do not include weekends or Holidays

Disabled riders receive top pnority in scheduling. Senior citizens receive the next priority
in scheduling. When scheduling conflicts arise, The Provider will work to ensure rides are
prioritized by those living with a disability and then senior citizens over rides reserved by
non-senior, non-disabled citizens. The Merrimack van cannot be back to Nashua for any
appointments prior to 10:00 am All rides may be scheduled up to 2 weeks in advance
There is a 30 minute pick-up window, which riders will be given upon scheduling a trip

4

The 30-minute pick-up window is included im the total travel ume. All reservation pick-up
windows are subject to change depending on the daily demand. If changes are required,
all passengers will be notified by Spm the day before the demand response service is
requested, unless there arc weather ar emergency related changes necessitating a shorter
time-lrame .

Total Travel Time is the beginning of the 30 minute pick-up window to the apporntment
ume

Riders need to be ready and prompt as drivers are only allowed to wait 5 minutes for
a passenger to board the van. Al! riders may be dropped off within the beginning of the
window or the end of the total travel me (Rider should ensure that their destination wil!
be open during the allotted travel tune frame.)

Qualified Riders cannot make same dav changes to their reservations (.e. Pick-tp/Drop-
off locations. scheduled Umes, ete.).

6. SPECIAL CONDITIONS

A. The Provider reserves the right to deny service and/or require personal care
altendants for any clicnts whom the Provider fecls may be a risk to themselves.
other passengers or the driver.

B. The Provider will be closed on the following holidays
Independence Day, Labor Day, Thanksgiving Day, Christmas Day, New Year's
Day, Memorial Day

he COMPENSATION

A. The Town agrees to pay the Provider $44.04 per hour tor Demand Response service.
This service will cost the Town half of the actual cost of service per hour. duc to
the 50% federal subsidy and passenger farebox paynients. Al a projected average
of hours of service per day. the Town has agreed to a total of up to 1155 hours
of service, with an estimated Farebox Revenuc of $12.000 for a total billable cost
of $38.866. (see table below).

Merrimack Cost | Projected Hours | Annual Cost Fstimated Cost for FY23
per Hour of Service Farebox
$ 44.04 1155 3 50.866 § 12.000 $ 38.866
B. The Qualified Rider will pay the following passenger farcbox rates per one-

way ride:

| One-Way Farebox Destination
Rates Nashua Hudson Merrimack
Mesamacls (Cretn $4.00 $6.00 $2.00
Ride

Ii.

Cc. The Provider shall invoice the Town for transportation services at the rate specified
in this agreement on an annual basis. The Town shall reimburse the Provider at the
agreed rate upon invoice and not to exceed 30 days. Checks shall be made payable
to: Nashua Transit System.

D. At the time that the Town expends 80% of Service Hours, the Provider will issue a
letter to the Town stating it has reached the 80% point and has 20° or 231 service
hours remaining on the contract. If the Town and Provider agree that the remaining
service hours in the contract will not be sufficient, the Town has the option to
pay the Provider for additional service hours at the same rates as described herein.
if the Town expends service hours and chooses not to pay for additional services
hours. the Provider will curtail services once a total of service hours has been
reached. Jn the event all service hours are not used at the termination of this
Agreement, the Provider shail keep all payments from Town und the Town is not
entitled to any refund.

RELATIONSHIP

The Provider is an independent contractor and no employee-employer relationship exists
between the Provider and the Town, Drivers and employees of the Provider are not subject
to the control or supervision of the Town,

INDEMNITY

To the extent of is liability msurance coverage, the Provider agrees to indemnify the
Town from any and all personal injury and property damage claims which may result
from the Provider's negligent operation of its motor vehicles, The Provider shall provide
the Town proof of insurance upon request.

TITLE VI ASSURANCES

The partics hereby agree that as a condition of this Agreement, they will comply with
Title VI of the Civil Rights Act of 1964. and all requirements imposed by or pursuant to
Tithe 49, Code of Federal Regulations. Department of Transportation. to the end that no
person in the United States shall, on the grounds of race, color sex or national origin be
subjected to discrimination under any program or activity that reccives federal assistance
from the Department of Transportation . including the Federal Transit Administration.

CIVIL RIGHTS

The parties agree that as a condition of this Agreement they will each comply with all
applicable civil rights laws and regulations. in accordance with applicable Federal
directives, except to the extent that the Federal government determines otherwise in writing,
as such civil rights laws and regulations may be amended trom lime to time.

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13

EARLY TERMINATION

This agreement may be terminated at any time with the mutual consent of the Provider
and the Town, and it may be terminated unilaterally by either party upon thirty (30) days
written notice to the other.

AMENDMENTS

This agreement may be amended or modified anytime with the mutual consent of the
Provider and the Town. Amendments shall be in writing and in an instrument of equal
dignity with this agreement.

COMMUNICATIONS

The mailing address of the Provider 1s-
Nashua Transit System

1! Riverside St.

Nashua NH, 03062

and its telephone number is:
(603) 880-0100

The contact person is:
Camille Correa, Transportation Administrator

The mailing address of the Town is:
Towns of Merrimack

6 Baboosic Lake Rd.

Merrimack. NH 03054-0940

and its telephone number is:
(603) 424-7075

The contact person for the Town ts:
Paul Micali - Town Manager

CHOICE OF LAW

This Agreement shall be interpreted and enforced in accordance with the laws of the State
of New Hampshire, excluding any choice of law or conflicts of law rules that would result
in the applicatian of the laws of a different jurisdiction.

Any claim or action brought relating to thes agrcement, the work performed or contracted to
be performed thereunder, or referable in anyway thereto shall be brought in Hillsborough
County (New Hampshire) Superior Court Southern Judicial District or in the New Hampshire
9" Circuit Court — Nashua and not elsewhere.

16.

NO DAMAGES FOR DELAY

No payment, compcnsation, or adjustment of any kind shall be made to Agency for damages
because of hindrances or delays in the performance of Provider under this Agreement from any
cause.

ASSIGNMENT, TRANSFER, DELEGATION, OR SUBCONTRACTING

Agency and provider shall not assign, transfer, delegate, or subcontract any rights, obligations,
or duties under this agreement without the prior written consent of the other party. Any such
assignment, transfer, delegation. or subcontracting without the prior written consent of the other
party is void. Consent shall not be unreasonably withheld. Consent to any assignment. transfer,
delegation, or subcontracting shall only apply to the incidents expressed and provided for in the
written consent and shail not be deemed to be a consent to any subsequent assignment, transfer,
delegation, or subcontracting. Any such assignment. transfer. delegation. or subcontract shall
require compliance with or shall incorporate afl terms and conditions set forth in this agreement,
including any incorporated exhibits and written amendments or modifications. Subject to the
foregoing provisions, the contract inures to the benefit of, and is binding upon, the successors
and assigns of the parties.

ENTIRE AGREEMENT

These terms of this agreement constitute the entire agreement between the Provider and
the Town, and there are no contemporaneous oral aureements contrary hereto.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and
through their respective officers, duly authorized, on the dates signed below.

PROVIDER: City of Nashua -— Nashua Transit

BY

James Donchess. Mayor Witness

DATE

TOW'N: Town-s5 Merrimgs —“Séw Hampshire if)
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WY, Va
rca M } Tow L AL, Ti¢ J Wires

DATE oy 21/3262

City of Nashua, New Hampshire
Nashua Transit System
and
Nashua Community College
“UPASS” TRANSPORTATION AGREEMENT
School Year — 2022 - 2023

THIS AGREEMENT, is by and between the City of Nashua, New Hampshire/Nashua
Transit System (“NTS”), and the Nashua Community College (“College”). NTSis a
municipal transit system, with a principal mailing address of 11 Riverside Street,
Nashua, NH 03062; and the College with a principal mailing address of 505 Amherst
Street, Nashua, NH 03063.

1. UNLIMITED FIXED-ROUTE ACCESS PRIVILGEGES

1.1 A valid Nashua Community College student/staff ID card shall be valid for
transportation during all scheduled hours of service, on all fixed-route NTS bus routes.
Riders presenting a valid Nashua Community College student/staff ID card will be
excused from paying a fare at the time of the trip. Compensation made by the College
per Section 4 of this agreement shall cover all fares by all such users of NTS service as
described in Section 2 of this agreement.

1.2 Ridership on any NTS bus by College students or staff under this Agreement is
subject to all NTS rules, terms and conditions of bus ridership. Without limiting the
foregoing, NTS expressly reserves the right to refuse service to any person not
complying with the same.

2. SERVICES

2.1 NTS shall provide its established and regularly publicized fixed-route bus service
and any additional bus service it may at its sole discretion activate. All routes operated
by NTS are open to and available for public use.

2.2 NTS reserves the right to modify bus routes and schedules as needed and in
compliance with federally mandated public transportation regulations per 49 CFR 5307.

3. TERM OF AGREEMENT

3.1 The term of this Agreement at the fee amounts stated in Section 4, shall be
July 1, 2022 through June 30, 2023.

3.2 If the College desires to continue this program after June 30, 2023, NFS must
receive written notification to include expected levels of service by

January 15, 2023. Upon such notification, NTS will review the request and the parties
can enter into negotiations.