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that such substituted or modified materials, concepts, products, or processes shall meet all the
requirements and be subject to all the terms and conditions of this contract.

23. FINAL ACCEPTANCE. Upon completion of all work under the contract, Professional
Engineer shall notify the City in writing of the date of the completion of the work and request
confirmation of the completion from the City. Upon receipt of the notice, the City shall confirm
to Professiona! Engineer in writing that the whole of the work was completed on the date
indicated in the notice or provide Professional Engineer with a written list of work not
completed. With respect to work listed by the City as incomplete, Professional Engineer shall
promptly complete the work and the final acceptance procedure shall be repeated. The date of
final acceptance of a project by the City shall be the date upon which the Board of Public Works
or other designated official accepts and approves the notice of completion.

24. TAxes. Professional Engineer shall pay all taxes, levies, duties, and assessments of
every nature duc in connection with any work performed under the contract and make any and all
payroll deductions required by law. The contract sum and agreed variations to it shall include all
taxes imposed by law. Professional Engineer hereby indemnifies and holds harmless the City
from any liability on account of any and all such taxes, levies, duties, assessments, and
deductions.

25. NON-WAIVER OF TERMS AND CONDITIONS. None of the terms and conditions of this
contract shall be considered waived by the City. There shall be no waiver of any past or future
default, breach, or modification of any of the terms and conditions of the contract unless
expressly stipulated to by the City in a written waiver.

26. RIGHTS AND REMEDIES. The duties and obligations imposed by the contract and the
rights and remedies available under the contract shall be in addition to and not a limitation of any
duties, obligations, rights, and remedies otherwise imposed or available by law.

27. PROHIBITED INTERESTS. Professional Engineer shall not allow any officer or employee
of the City to have any indirect or direct interest in this contract or the proceeds of this contract.
Professional Enginecr warrants that no officer or employee of the City has any direct or indirect
interest, whether contractual, noncontractual, financial or otherwise, in this contract or in the
business of Professional Engineer. If any such interest comes to the attention of Professional
Engineer at any time, a full and complete disclosure of the interest shall be immediately made in
writing to the City. Professional Engineer also warrants that it presently has no interest and that it
will not acquire any interest, direct or indirect, which would conflict in any manner or degree
with the performance of services required to be performed under this contract. Professional
Engineer further warrants that no person having such an interest shall be employed in the
performance of this contract. If City determines that a conflict exists and was not disclosed to
the City, it may terminate the contract at will or for cause in accordance with paragraph 8.

In the event Professional Engineer (or any of its officers, partners, principals, or employees
acting with its authority) is convicted of a crime involving a public official arising out or in
connection with the procurement of work to be done or payments to be made under this contract,
City may terminate the contract at will or for cause in accordance with paragraph 8. Upon
termination, Professional Engineer shall refund to the City any profits realized under this
contract, and Professional Engineer shall be liable to the City for any costs incurred by the City
in completing the work described in this contract. At the discretion of the City, these sanctions

GC 12 of 13

shall also be applicable to any such conviction obtained after the expiration or completion of the
contract,

Professional Engineer warrants that no gratuities (including, but not limited to, entertainment or
gifts) were offered or given by Professional Engineer to any officer or employee of the City with
a view toward securing a contract or securing favorable treatment with respect to the awarding or
amending or making of any determinations with respect to the performance of this contract. If
City determines that such gratuities were or offered or given, it may terminate the contract at will
or for cause in accordance with paragraph 8.

The rights and remedies of this section shall in no way be considered for be construed as a
waiver of any other rights or remedies available to the City under this contract or at law.

28. THIRD PARTY INTERESTS AND LIABILITIES. The City and Professional Engineer,
including any of their respective agents or employees, shall not be liable to third parties for any
act or omission of the other party. This contract is not intended to create any rights, powers, or
interest in any third party and this agreement is entered into for the exclusive benefit of the City
and Professional Engineer.

29. | SURVIVAL OF RIGHTS AND OBLIGATIONS. ‘The rights and obligations of the parties that
by their nature survive termination or completion of this contract shall remain in full force and
effect.

30. SEVERABILITY. In the event that any provision of this contract is rendered invalid or
unenforceable by any valid act of Congress or of the New Hampshire legislature or any court of
competent jurisdiction, or is found to be in violation of state statutes or regulations, the invalidity
or unenforceability of any particular provision of this contract shall not affect any other
provision, the contract shall be construed as if such invalid or unenforceable provisions were
omitted, and the parties may renegotiate the invalid or unenforceable provisions for sole purpose
of rectifying the invalidity or unenforceability.

31. MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT. This contract constitutes the
entire contract between the City and Professional Engineer. The parties shall not be bound by or
be liable for any statement, representation, promise, inducement, or understanding of any kind or
nature not set forth in this contract. No changes, amendments, or modifications of any terms or
conditions of the contract shall be valid unless reduced to writing and signed by both parties.

32. CHOICE OF LAW AND VENUE. This contract shall be governed exclusively by the laws

of the State of New Hampshire and any litigation shall be brought in a court located in the State
of New Hampshire.

GC 13 of 13

Exhibit B

Scope of Services & Fee

SCOPE OF SERVICES:

Greenman Pedersen, Inc. hereinafter referred to as “the CONSULTANT” hereby proposes to provide professional
services to City of Nashua (“the CLIENT”) in accordance with the Scope of Services as specified below and on attached
pages. The CONSULTANT has prepared this Contract for construction engineering services for roadway improvements
along Amherst Street (NH Route 101A) between Charron Avenue and Diesel Road in Nashua, New Hampshire.

The CONSULTANT is the design engineer on record for the project. It has been requested by the City of Nashua that the
CONSULTANT provide Construction Services including full time construction inspection during the construction of the
Amherst Street improvements. All work will be performed in conformance with the standards, policies, and procedures
of the City of Nashua and the New Hampshire Department of Transportation (NHDOT), as applicable.

Construction Services

The CONSULTANT will provide construction administration services relative to work on Amherst Street and Charron
Avenue. This work will include attendance at a pre-construction conference with the City, review and approval of shop
drawings, consultation, participation at weekly site meetings (as requested}, full-time inspection of work, assistance in
final inspection, signal timing adjustments, and the certification that all work is completed in accordance with the
design drawings. A field report will be prepared after each field inspection and submitted to the CLIENT for their
records,

For purposes of budgeting, we are presently estimating the following hours will be required, based on a 16-week
overall construction schedule:

Task Hours/Week Weeks Total Hours
Pre-Construction Conference 3 1 3
Shop Drawing Review 8 2 16
Office Consultation 4 16 64
Full-Time Field Inspection 40 16 640
Punch List, Final Inspection & Certification 8 2 16
Total: 739

Based on the above, 739 hours have been budgeted for construction administration, inspection, and related services.
Construction services will be billed on a monthly basis at cost plus fixed fee as detailed in Exhibit C. Any substantial
changes to the scope of work as described herein will require a Contract Amendment to complete the additional
services.

This contract provides an upset limit for material testing services which will likely be required during construction. If
requested by the CLIENT, the CONSULTANT can procure the services of a sub-consultant to perform the testing as
needed.

This contract also does not include any construction layout or field survey services. It is assumed that the CLIENT will
provide all necessary layouts.

Page 1 of 2

FEE:

The Owner will be invoiced on a monthly basis at cost plus fixed fee as detailed in Exhibit C. Labor and overhead salary
caps apply as described in Exhibit C. Non-salary expenses shall be invoiced at cost, and include reasonable cost of
transportation; printing and reproduction; identifiable supplies; laboratory fees; and charges by reviewing authorities.
The Fee Schedule is as follows and further detailed in Exhibit C.

Tasks Estimated Fee Schedule
1. Construction Services $72,864.36 As Needed
2. Reimbursable Expenses:
Materia! Testing $2,000 As Incurred
Misc. Expenses $3,000 As Incurred
Total $77,864.36

Page 2 of 2

Exhibit C

Work Hour Estimate
Project Amherst Strteet Improvements - Charron Avenue to Diesel Road
Location Route 101A (Amherst Street)
TowrCity, State Nashua, NH Date 1/28/2016
HOURLY RATE SUMMARY
- PIC PM SE Eng AE ET [|
IMKRECT HOURLY RATE ($) $60.00 $60.00 $52.36 $4124 $2618 $28.16
HOURLY RATE ($) $168.30 $168.30 $146.87 $11568 $73.43 $78.99
WORK HOUR AND FEE SUMMARY
TASK DESCRIPTION | Pre PM SE Eng AL ET Task Hours] ‘Task Fee
1 Construction Services
Pre-Construction Conference 3 $ 440.61
Shop Drawing Review 12 16 $ = 1,975.62
Offices Consultabon 64 64 $ 9,399.67
Full-Time Inspeciton 120 $20 640 $ 58,698 55
Punch List, Final Inspection & Certification 16 16 $ 2,349.92
| TOTAL WORK-IIOURS 0 0 207 12 0 520 739
| TOTAL FEE $ 72,864.36
ACTUAL PERCENTAGES 0 0 28 2 a 70
(TYPICAL PERCENTAGES) 1-3% 10-15% 15-25% 25-35% 10-15% 10-15%
DESIGN CONSTRUCTION TOTALS
{a} Salary Costs $ 25,976.60 § “ $ 25,976.60
(b} Indirect Casts (%) 155.00% $ 40,263.73 $ . $ 40,263.73
(c} Net Fee (%} 10.00% $ 662403 $ - $ 6,624.03
TOTAL LIMITING FEE $ 72,864 36 §$ * $ 72,864 36
{d) Direct Expenses $ §,000.00 § ~ $ 5,000.00
MAXIMUM PAYMENT AMOUNT $ 77,864 36 §$ $ 77,864 36
MAXIMUM OBLIGATION $ 77,864 36

Page 1 of 1

D\ THE CITY OF NASHUA “The Gate Cy

Financial Services

Purchasing Department

March 31, 2016
Memo #16-125

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: FY16 ASPHALT TESTING (VALUE: $23,600)
DEPARTMENT: 161 STREET; FUND: GENERAL
ACTIVITY: PAVING
DEPARTMENT: 161 STREET: FUND: TRUST
ACCOUNT CATEGORY; 54 PROPERTY SERVICES

Please see ‘1e attached communication from Steven Dookran, P.E., City Engineer, dated March 24, 2016
for information related to this purchase.

Pursuant to § 5-78 Major purchases (greater than $10,000) A. All supplies and contractual services,
except as otherwise provided herein, when the estimated cost thereof shall exceed $10,000 shall be
purchased oy formal, written contract from the lowest responsible bidder, after due notice inviting bids.

The City Engineer, Board of Public Works (March 24, 2016) and the Purchasing Department recommend
the awarc. of this contract to John Turner Consulting of Dover, NH in an amount of $23,600.

Respectiully, - Lo
ad rd we , :

\ Dan Kooken
Purchasing Manager

Cc: S$ Dookran L Fauteux

229 Main Street Nashua, New Hampshire 03061 © Phone (603) 589-3330 « Fax (603) 589-3344

To:

From:

Re:

D. Motion:

Discu

wa
oA

ion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: March 24, 2016
Stephen Dookran, P.E., City Engineer
Engineering Department

FY16 Asphalt Testing

To approve the award of the FY16 Asphalt Testing contract to John Turner
Consulting, Inc. of Dover, NH in the amount of $23,600. Funding will be through:
Department: 161 Street; Fund: General; Activity: Paving, Department: 161 Street;
Fund: Trust; Account Caiegory: 54 Property Services

The purpose of the FY16 Asphalt Testing contract is to test the asphali used during
2016 Paving Program. Testing is being conducted to ensure compliance with contract
specifications for compaction, liquid asphalt content, pavement thickness, and
aggregate gradation.

The contract was advertised on January 28, 2016. Six bids were received on February
25, 2016 but only the following three were fully responsive in meeting all the
requirements:

John Turner Consulting, Inc. of Dover, NH $23,600.00
S.W. Cole Engineering, Inc. of Londonderry, NH $32,100.00
ConTest Consultants, Inc. of Goffstown, NH $57,050.00

John Turner Consulting of Dover, NH ai a bid price of $23,600 is the qualified low

bidder.

CONTRACT FOR SERVICE PROVIDER

FY 2016 ASPHALT TESTING
IF B0660-022516

A CONTRACT BETWEEN

THE CITY OF NASHUA, 229 MAIN STREET, NASHUA, NH 03061-2019
AND

JOHN TURNER CONSULTING, INC. (JTC)
NAME AND TITLE OF SERVICE PROVIDER

19 DOVER STREET, DOVER, NH 03820
ADDRESS OF SERVICE PROVIDER

WHEREAS, the City of Nashua, a political subdivision of the State of New Hampshire, from time to
time requires the services of a Service Provider; and

WHEREAS, it is deemed that the services of a Service Provider herein specified are both necessary and
desirable and in the best interests of the City of Nashua; and

WHEREAS, Service Provider represents they are duly qualified, equipped, staffed, ready, willing and
able to perform and render the services hereinafter described;

Now, THEREFORE, in consideration of the agreements herein made, the parties mutually agree as
follows:

1. DOCUMENTS INCORPORATED. The Service Provider shall complete the work described in the Contract
Documents. The following are by reference incorporated herein and are made part of this contract:

1. This Agreement signed by the City of Nashua and Service Provider, including the General Terms and
Conditions;

2. JTC Proposal #16-058, dated February 19,2016;

3. Insurance Certificate;

4, Written change orders or orders for minor changes in the Work issued after execution of this
Agreement; and

5. Fully Executed City of Nashua Purchase Order

The Contract represents the entire and integrated agreement between the parties and supersedes prior
negotiations, proposals, representations or agreements, either written or oral. Any other documents which are
not listed in this Article are not part of the Contract.

2. WORK TO BE PERFORMED. Except as otherwise provided in this contract, Service Provider shall furnish
all services, equipment, and materials and shall perform all operations necessary and required to carry out and
perform the work as described in and in accordance with the specifications in the City of Nashua’s request for
proposals and the terms and conditions of the contract.

3. PERIOD OF PERFORMANCE, Service Provider shall perform and complete all work within the time periods
set forth. The time periods may only be altered by the parties by a written agreement to extend the period of
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performance or by termination in accordance with the terms of the contract. Service Provider upon receipt of
shall begin performance upon receipt of an Executed Contract and a valid Purchase Order issued from the
City.

4. COMPENSATION. Service Provider agrees to perform the work for a total cost not to exceed
Twenty-Three Thousand Six Hundred 90/100 Dollars” ($23,600.00)

The Contract Sum shall include all items and services necessary for the proper execution and completion of
the Work.

Unless Service Provider has received a written exemption from the City of Nashua, Service Provider shall
submit an itemized Application for Payment for operations completed in accordance with the values stated in
the Agreement. Such applications shall be supported by such data substantiating the Service Provider's right
to payment as the City of Nashua may reasonably require. Service Provider shall submit monthly requests for
payment for services performed under this agreement directly to:

City of Nashua
Accounts Payable

PO Box 2019

Nashua, NH 03061-2019
Attn: Todd Welch

To facilitate the proper and timely payment of applications, the City of Nashua requires that all invoices
contain a valid PURCHASE ORDER NUMBER.

Applications for Payment shall be submitted no later than fifteen (15) days after the end of each month. The
City of Nashua will pay for work satisfactorily completed by Service Provider within thirty (30) days from
the time of final approval by the City of Nashua of the submitted Application for Payment

5. EFFECTIVE DATE OF CONTRACT. This contract shall not become effective until and unless approved by
the City of Nashua,

6. NOTICES. All notices, requests, or approvals required or permitted to be given under this contract shall
be in writing, shall be sent by hand delivery, overnight carrier, or by United States mail, postage prepaid, and
registered or certified, and shall be addressed to:

CITY OF NASHUA REPRESENTATIVE: SERVICE PROVIDER REPRESENTATIVE:
City of Nashua — Division of Public Works John Turner, President
9 Riverside Street John Turner Consulting, Inc. (JTC)
Nashua, NH 03062 19 Dover Street
Atten: Todd Welch Dover, NH 03820

Any notice required or permitted under this contract, if sent by United States mail, shall be deemed to be
given to and received by the addressee thereof on the third business day after being deposited in the mail. The
City of Nashua or Service Provider may change the address or representative by giving written notice to the

other party

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General Terms and Conditions

1. DEFINITIONS. Unless otherwise required by the context, "Service Provider” includes any of the
Service Provider's consultants, sub consultants, contractors, and sub-contractors

2. SERVICE PROVIDER STATUS AND PROVISION OF WORKERS’ COMPENSATION COVERAGE. The
parties agree that Service Provider shall have the status of and shall perform ail work under this contract as an
independent contractor, maintaining control over all its consultants, sub- consultants, contractors, or sub-
contractors. The only contractual relationship created by this contract is between the City of Nashua and
Service Provider, and nothing in this contract shall create any contractual relationship between the City of
Nashua and Service Provider's consultants, sub consultants, contractors, or sub-contractors. The parties also
agree that Service Provider is not a City of Nashua employee and that there shall be no:

1. Withholding of income taxes by the City of Nashua:

2. Industrial insurance coverage provided by the City of Nashua;

3. Participation in group insurance plans which may be available to employees of the City of
Nashua;

4. Participation or contributions by either the Service Provider or the City of Nashua to the
public employee’s retirement system;

5. Accumulation of vacation leave or sick leave provided by the City of Nashua;

6. Unemployment compensation coverage provided by the City of Nashua.

3. STANDARD OF CARE. Service Provider shall be responsible for the quality, accuracy, timely
completion, and coordination of all work performed under this contract. Service Provider warrants that all
work shall be performed with the degree of skill, care, diligence, and sound practices and judgment that are
normally exercised by recognized firms with respect to services of a similar nature. It shall be the duty of
Service Provider to assure at its own expense that all work is technically sound and in conformance with all
applicable federal, state, and local laws, statutes, regulations, ordinances, orders, or other requirements. In
addition to all other rights which the City of Nashua may have, Service Provider shall, at its own expense
and without additional compensation, re-perform work to correct or revise any deficiencies, omissions, or
errors in the work or the product of the work or which result from Service Provider's failure to perform in
accordance with this standard of care. Any approval by the City of Nashua of any services furnished or used
by Service Provider shall not in any way relieve Service Provider of the responsibility for professional and
technical accuracy and adequacy of its work. City of Nashua review, approval, or acceptance of, or payment
for any of Service Provider's work under this contract shall not operate as a waiver of any of the City of
Nashua's rights or causes of action under this contract, and Service Provider shall be and remain liable in
accordance with the terms of the contract and applicable law, Service Provider shall furnish competent and
skilled personnel to perform the work under this contract.

4, CHANGES TO SCOPE OF WORK. The City of Nashua may, at any time, by written order, make
changes to the general scope, character, or cost of this contract and in the services or work to be performed,
either increasing or decreasing the scope, character, or cost of Service Provider's performance under the
contract. Service Provider shall provide to the City of Nashua within 10 calendar days, a written proposal for
accomplishing the change. The proposal for a change shall provide enough detail, including personnel hours
for each sub-task and cost breakdowns of tasks, for the City of Nashua to be able to adequately analyze the
proposal. The City of Nashua will then determine in writing if Service Provider should proceed with any or
all of the proposed change. If the change causes an increase or a decrease in Service Provider's cost or time
required for performance of the contract as a whole, an equitable adjustment shall be made and the contract
accordingly modified in writing. Any claim of Service Provider for adjustment under this clause shall be
asserted in writing within 30 days of the date the City notified Service Provider of the change.

5, DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR DISCREPANCIES.
PROFESSIONAL Service Provider warrants that it has examined all contract documents, has brought all
conflicts, errors, discrepancies, and ambiguities to the attention of the City of Nashua in writing, and has
concluded that the City of Nashua’s resolution of each matter is satisfactory to Service Provider. All future

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