Search

STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONTRACTOR

THIS AGREEMENT is dated as of the day of in the year 2016 by and between the City of
Nashua, New Hampshire (hereinafter called OWNER) and

. (hereinafter called CONTRACTOR).

OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:
ARTICLE 1 - WORK

1.01 CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents.

ARTICLE 2 - THE PROJECT

2.01. The Project for which the Work under the Contract Documents may be the whole or only a part is generally
described as follows:

FY2016 PAVING PROGRAM

ARTICLE 3 - ENGINEER

3.01 The Project has been designed by: Division of Public Works
Engineering Department
9 Riverside St
Nashua, NH 03062

who is hereinafter called ENGINEER and who is to act as OWNER's representative, assume all duties and
responsibilities, and have the rights and authority assigned to ENGINEER in the Contract Documents in connection
with completion of the Work in accordance with the Contract Documents.

ARTICLE 4 - CONTRACT TIMES

4.01 Time of the Essence

A. All time limits for Milestones, if any, Substantial Completion, and completion and readiness for final
payment as stated in the Contract Documents are of the essence of the Contract.

4.02 Dates for Substantial Completion and F inal Payment
A. The Work will be substantially completed by October 15, 2016. Substantial completion occurs when
all paving is complete. The Contract Times commence to run as provided in paragraph 2.03 of the General
Conditions, and completed and ready for final payment, in accordance with paragraph 14.07 of the General
Conditions, by October 31, 2016.

4.03 Liquidated Damages

A. CONTRACTOR and OWNER recognize that time is of the essence of this Agreement and that
OWNER will suffer financial loss if the Work is not completed within the times specified in paragraph 4.02 above, plus

AG -10f6

any extensions thereof allowed in accordance with Article 12 of the General Conditions. The parties also recognize the
delays, expense and

difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by OWNER if the Work is
not completed on time. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as
liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER ONE HUNDRED dollars
($100) for each calendar day that expires after the time specified in paragraph 4.02 for Substantial Completion until
the Work is substantially complete. After Substantial Completion, if CONTRACTOR shall neglect, refuse or fail to
complete the remaining Work within the time specified in paragraph 4.02 for completion and readiness for final
payment or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER TWO HUNDRED
dollars ($200) for calendar each day that expires after the time specified in paragraph 4.02 for completion and
readiness for final payment until the Work is completed and ready for final payment.

B. In the event that the CONTRACTOR fails to pay OWNER the specified liquidated damages amount
within thirty (30) days of CONTRACTOR's being notified of said damages, OWNER may deduct the amount of the
assessed liquidated damages from the final payment or retention withheld pursuant to Article 14 of the General
Conditions.

ARTICLE 5 - CONTRACT PRICE

5.01 Subject to additions and deductions by Change Order, the OWNER shall pay CONTRACTOR, in accordance
with the Contract Documents, the Contract Sum of:

($ )

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

A. for all Unit Price Work, an amount equal to the sum of the established Unit Price for each separately
identified item of Unit Price Work times the estimated quantity of that
item, as indicated in the attached Bid Schedule;

B. as provided in paragraph 11.03 of the General Conditions estimated quantities are not guaranteed, and
determinations of actual quantities and classification are to be made by ENGINEER as provided in paragraph 9.08 of
the General Conditions. Unit prices have been computed as provided in paragraph 11.03 of the General Conditions.

ARTICLE 6 - PAYMENT PROCEDURES
6.01 Submittal and Processing of Payments

A. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the General
Conditions. Applications for Payment will be processed by ENGINEER as provided in the General Conditions.

B. CONTRACTOR shall submit Applications for Payment under this agreement directly to:

City of Nashua

Attn: Accounts Payable
PO Box 2019

Nashua, NH 03061-2019
Atten: 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.

AG - 2 of 6

6.02 Progress Payments; Retainage

A, Progress Payments. The OWNER will once each month make a progress payment to the
CONTRACTOR on the basis of an estimate of the total amount of work done to the time of the estimate and its value as
prepared by the CONTRACTOR and approved by the ENGINEER. All such payments will be measured by the
schedule of values established in paragraph 2.07.A of the General Conditions (and in the case of Unit Price Work based
on the number of units completed) or, in the event there is no schedule of values, as provided in the General
Requirements.

B. Retainage. The OWNER will retain a portion of the progress payment, each month, in accordance
with the following procedures:

1. The OWNER will establish an escrow account in the bank of the OWNER’S choosing.
The account will be established such that interest on the principal will be paid to the
CONTRACTOR. The principal will be the accumulated retainage paid into the account by
the OWNER. The principal will be held by the bank, available only to the OWNER, until
termination of the contract.

2. Until the work is 50% complete, as determined by the ENGINEER, retainage shall be 10% of
the monthly payments claimed. The computed amount of retainage will be deposited in the
escrow account established above.

3. After the work is 50% complete, and provided the CONTRACTOR has satisfied the
ENGINEER in quality and timeliness of the work, and provided further that there is no
specific cause for withholding additional retainage no further amount will be withheld. The
escrow account will remain at the same balance throughout the remainder of the project.

6.03 Final Payment

A. Upon final completion and acceptance of the Work in accordance with paragraph 14.07 of the General
Conditions, OWNER shall hold 2% retainage during the 1_ (one) year warranty period and release it only after the
project has been accepted.

ARTICLE 7 - CONTRACTOR'S REPRESENTATIONS
7.01 In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following representations:

A. CONTRACTOR has examined and carefully studied the Contract Documents and the other related data
identified in the Bidding Documents.

B. CONTRACTOR has visited the Site and become familiar with and is satisfied as to the general, local,
and Site conditions that may affect cost, progress, and performance of the Work.

C. CONTRACTOR is familiar with and is satisfied as to all federal, state, and local Laws and Regulations
that may affect cost, progress, and performance of the Work.

D. CONTRACTOR has carefully studied all (if any): (1) reports of explorations and tests of subsurface
conditions at or contiguous to the Site and all drawings of physical conditions in or relating to existing surface or
subsurface structures at or contiguous to the Site (except Underground Facilities) which have been identified in the
Supplementary Conditions as provided in paragraph 4.02 of the General Conditions and (2) reports and drawings of a
Hazardous Environmental Condition, if any, at the Site which has been identified in the Supplementary Conditions as
provided in paragraph 4.06 of the General Conditions.

AG - 3 of 6

CONTRACTOR is entitled to rely upon the general accuracy of the “technical data” as provided in paragraph 4.2 of the
General Conditions. CONTRACTOR acknowledges that such reports and drawings are not Contract Documents and
may not be complete for CONTRACTOR's purposes. CONTRACTOR acknowledges that OWNER and ENGINEER
do not assume responsibility for the accuracy or completeness of information and data shown or indicated in the
Contract Documents with respect to Underground Facilities at or contiguous to the site.

E. CONTRACTOR has obtained and carefully studied (or assumes responsibility for having done so) all
additional or supplementary examinations, investigations, explorations, tests, studies, and data concerning conditions
(surface, subsurface and Underground Facilities) at or contiguous to the Site which may affect cost, progress, or
performance of the Work or which relate to any aspect of the means, methods, techniques, sequences and procedures of

construction, if any, expressly required by the Contract Documents to be employed by CONTRACTOR, and safety
precautions and programs incident thereto.

F, CONTRACTOR does not consider that any further examinations, investigations, explorations, tests,
studies, or data are necessary for the performance of the Work at the Contract Price, within the Contract Times, and in

accordance with the other terms and conditions of the Contract Documents.

G. CONTRACTOR is aware of the general nature of work to be performed by OWNER and others at the
Site that relates to the Work as indicated in the Contract Documents.

H. CONTRACTOR has correlated the information known to CONTRACTOR, information and
observations obtained from visits to the Site, reports and drawings identified in the Contract Documents and all
additional examinations, investigations, explorations, tests, studies, and data with the Contract Documents.

1. CONTRACTOR has given ENGINEER written notice of all conflicts, errors, ambiguities or
discrepancies that CONTRACTOR has discovered in the Contract Documents, and the written resolution thereof by
ENGINEER is acceptable to CONTRACTOR.

J. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and
conditions for performance and furnishing of the Work.

ARTICLE 8 - CONTRACT DOCUMENTS

8.01 Contents

A. The Contract Documents consist of the following:

1. This Agreement;
2. General Conditions;
3. Supplementary Conditions;
4. Bid Bond;
5. Bid Form;

6. Performance Bond;

7. Payment Bond;

AG - 4 0f 6

8. Certificate of Insurance

9. Technical Specifications as listed in Table of Contents

10. Addenda (numbers to , inclusive);
11. Exhibits, as listed in the Table of Contents, to this Agreement

12. The following which may be delivered or issued on or after the Effective Date of the Agreement
and are not attached hereto:

a. Written Amendments
b. Change Order(s)

14. New Hampshire Department of Transportation “Standard Specifications for Road and Bridge
Construction”, latest edition, incorporated by reference or unless otherwise indicated.

15 “Manual of Uniform Traffic Control Devices”, latest edition, incorporated by reference.

16 City of Nashua, Standard Specifications for Sewers and Drains, Revised, Approved and Adopted
June 15, 1992, incorporated by reference.

17 City of Nashua, Standard Specifications for Road Construction, Approved and Adopted June 11,
1986, incorporated by reference.

18 City of Nashua, Standard Specifications for Sidewalk Construction, Approved and Adopted
August 28, 1995, incorporated by reference.

19 City of Nashua Ordinance O-03-219 (Amended), Approved November 14, 2003.
20 Fully Executed City of Nashua Purchase Order

B. The documents listed in paragraph 8.01.A are attached to this Agreement (except as expressly noted
otherwise above).

Cc. There are no Contract Documents other than those listed above in this Article 8.

D. The Contract Documents may only be amended, modified or supplemented as provided in paragraph
3.04 of the General Conditions.

ARTICLE 9 - MISCELLANEOUS
9.01 Terms
A. Terms used in this will have the meanings indicated in the General Conditions.
9.02. Assignment of Contract
A. No assignment by a party hereto of any rights under or interests in the Contract will be binding on

another party hereto without the written consent of the party sought to be bound; and, specifically but without
limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to

AG - 5 0f 6

the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any
written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility
under the Contract Documents.
9.03 Successors and Assigns

A. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns, and legal
representatives to the other party hereto, its partners, successors, assigns, and legal representatives in respect to all
covenants, agreements, and obligations contained in the Contract Documents.

9.04 Severability

A. Any provision or part of the Contract Documents held to be void or unenforceable under any Law or
Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon OWNER
and CONTRACTOR, who agree that the Contract Documents shall be reformed to replace such stricken provision or
part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the
stricken provision.

9.05 Choice of Law and Venue

A. This Agreement shall be governed 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.
Address for giving notices to Owner: Address for giving notices to Contractor:
Division of Public Works
9 Riverside Street
Nashua, NH 03062

Agent for service of process:

IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed this Agreement in triplicate. One counterpart
each has been delivered to OWNER, CONTRACTOR and ENGINEER. All portions of the Contract Documents have
been signed, initialed or identified by OWNER and CONTRACTOR or identified by ENGINEER on their behalf.

CITY OF NASHUA — OWNER

James Donchess, Mayor City of Nashua

Date:

CONTRACTOR:

By:

(Authorized Representative)

Print Name:

Date:

AG -6 of 6

\ THE CITY OF NASHUA “The Cate City’

Financial Services

Purchasing Department

Be seems oe eee ae ate ee arene te ee a ee ae ee ee ee ee =

February 25, 2016
Memo #16-110

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: CITYWIDE INFILTRATION INFLOW ANALYSIS (VALUE: $168,893)
DEPARTMENT: 169 WASTEWATER; FUND: WASTEWATER
ACTIVITY: INFLOW AND INFILTRATION

Please see the attached communication from Steven Dookran, P.E., City Engineer, dated February 29,
2016 for the 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 by formal, written contract from the lowest responsible bidder, after due notice inviting bids.

The City Engineer, Board of Public Works (February 29, 2016) and the Purchasing Department
recommend the award of this contract in the amount of $168,893 to Wright-Pierce of Manchester, NH.

R |

Pe ly, °
ww! KS o
(FMetyCO2_
- ' Dan Kooken
Purchasing Manager

Coe: S Dookran L Fauteux

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

To:

From:

Re:

G. Motion:

Discussion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: February 29, 2016

Stephen Dookran, P.E., City Engineer
Engineering Department

Citywide Infiltration/Inflow Analysis

To approve the engineering contract for the Citywide Infiltration/Inflow
Analysis to Wright-Pierce of Manchester, NH in an amount not to exceed
$168,893. Funding will be through: Department: 169 - Wastewater; Fund:
Wastewater; Activity: Inflow and Infiltration .

From the large volumes of wastewater being treated by the wastewater facility during
times when the total flow is expected to be low, the City suspects that about 25 to 30 %
of extraneous infiltration and inflow (I/I) are coming into the plant. In addition, the new
discharge permit for the treatment plant requires ongoing efforts to reduce 1/I in the sewer
system.

Extraneous flows including infiltration and inflow reduces the capacity of the wastewater
collection system and increase costs to treat the extraneous water at the Nashua
Wastewater Treatment Facility (NWTF). Also, the discharge at the NWTF is reaching
the flow limit where planning of facility improvements and/or expansion may be
required. The purpose of this phase of this I/I Analysis is to provide citywide metering of
the sewersheds during the spring season which typically has higher groundwater and wet
weather events. Results for this will analysis will identify sewersheds with high
infiltration and inflow and provide recommendations for further investigations and
removal of infiltration and inflow.

A request for proposal was emailed to three engineering consulting firms on December
31, 2015 and posted on the City’s website. Four proposals were received on January 26,
2016 from the following firms:

Weston & Sampson of Portsmouth, NH $ 206,980
Wright-Pierce of Manchester, NH $ 168,893
Hazen of Boston, MA $ 257,527
Woodward & Curran of Andover MA $ 279,000

All four firms are qualified to complete the work. The proposal by Wright Pierce was
thorough and they can complete the required tasks for the least proposed cost. The
Selection Committee recommends Wright Pierce for this study.

CONTRACT FOR PROFESSIONAL SERVICES

CITYWIDE INFILTRATION/INFLOW ANALYSIS

RFP1094-012616

A CONTRACT BETWEEN

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

AND

WRIGHT-PIERCE

NAME AND TITLE OF PROFESSIONAL ENGINEER

75 WASHINGTON AVENUE, PORTLAND, ME 04101
ADDRESS OF PROFESSIONAL ENGINEER

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

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

WHEREAS, Professional Engineer 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 following exhibits are by this reference incorporated
herein and are made part of this contract:

Exhibit A--General Conditions for Contracts
Exhibit B--Scope of Services, Contract Time, Fee Schedule

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.

AG 1 of 3

2. WORK TO BE PERFORMED Except as otherwise provided in this contract, Professional
Engineer shall furnish all services, equipment, and materials and shall perform all operations
necessary and required to carry out and perform in accordance with the terms and conditions of
the contract the work described.

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

4. COMPENSATION. Professional Engineer agrees to perform the work for a total cost not to
exceed
One Hundred Sixty-Eight Thousand Eight Hundred Ninety-Three Dollars _($ 168,893.00)

which, unless otherwise provided in this contract, shall be paid in accordance with the provisions
of the Fee Schedule as submitted or unless Professional Engineer has received a written
exemption from the City Professional Engineer shall submit monthly requests for payment for
services performed under this agreement directly to

City of Nashua

Attn: Accounts Payable

PO Box 2019

Nashua, NH 03061-2019

Atten: Stephen Dookran, City Engineer

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

Requests for payment shall be submitted no later than fifteen (15) days after the end of each
month and must include a detailed summary of the expenditures reported in a form that supports
the approved budget. Specifically, Professional Engineer agrees to provide the following with
each request for payment:

1. Appropriate invoice forms. The forms shall include the project purchase order
number, a listing of personnel hours and billing rates, and other expenditures for which
payment is sought.

2. A progress report. The report shall include, for each monthly reporting period, a
description of the work accomplished, problems experienced, upcoming work, any extra
work carried out, and a schedule showing actual expenditures billed for the period,
cumulative total expenditures billed and paid to date under the contract, and a comparison
of cumulative total expenditures billed and paid to the approved budget.

The City will pay for work satisfactorily completed by Professional Engineer. The City will pay
Professional Engineer within 30 days of approval by the City of the submitted invoice forms and

AG 2 of 3