Search

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

progress reports. The City will make no payments until the invoice forms and progress reports
have been submitted and approved.

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 REPRESENTATIVE: REPRESENTATIVE:

Stephen Dookran, P.E., City Engineer Paul Birkel, P.E., Senior Vice President
City of Nashua, DPW Engineering Wright-Pierce

9 Riverside Street 75 Washington Avenue

Nashua, NH 03062 Portland, ME 04101

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 or Professional Engineer may change the address or
representative by giving written notice to the other party.

IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed and intend to be
legally bound thereby.

City of Nashua, NH (signature) Wright-Pierce (signature)

James Douchess, Mayor
(Printed Name and Title) (Printed Name and Title)

Date Date

AG 3 of 3

a aA YM eH

9

10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
21.
22.
23.
24,
25.
26.
27.
28.
29.

EXHIBIT A
TABLE OF CONTENTS
GENERAL CONDITIONS
DEFINITIONS

PROFESSIONAL ENGINEER STATUS AND PROVISION OF WORKERS’
COMPENSATION COVERAGE

STANDARD OF CARE

CITY REPRESENTATIVE
CHANGES TO SCOPE OF WORK
CITY COOPERATION

DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR
DISCREPANCIES

TERMINATION OF CONTRACT

DISPUTE RESOLUTION

NO DAMAGES FOR DELAY

INSURANCE

INDEMNIFICATION

FISCAL CONTINGENCY

COMPENSATION

COMPLIANCE WITH APPLICABLE LAWS
NONDISCRIMINATION

FEDERAL SUBCONTRACTING REQUIREMENTS
ENDORSEMENT

ASSIGNMENTS, TRANSFER, DELEGATION, OR SUBCONTRACTING
CITY INSPECTION OF CONTRACT MATERIALS
DISPOSITION OF CONTRACT MATERIALS
PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS
FINAL ACCEPTANCE

TAXES

NON- WAIVER OF TERMS AND CONDITIONS
RIGHTS AND REMEDIES

PROHIBITED INTERESTS

THIRD PARTY INTERESTS AND LIABILITIES

SURVIVAL OF RIGHTS AND OBLIGATIONS

GC 1 of 12

GC--3

GC--3
GC--4
GC--4
GC--4
GC--5

GC--5
GC--5
GC--7
GC--7
GC--7
GC--8
GC--8
GC--8
GC--8
GC--9
GC--9
GC--10
GC--10
GC--10
GC--10
GC--10
GC--11
GC--11
GC--11
GC--11
GC--11
GC--12
GC--12

30. SEVERABILITY GC--12
31. MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT GC--12

32. CHOICE OF LAW AND VENUE GC--13

GC 2 of 12

GENERAL CONDITIONS

1, DEFINITIONS. Unless otherwise required by the context, "Professional Engineer” includes any of
the Professional Engineer's consultants, sub consultants, contractors, and subcontractors

2. PROFESSIONAL ENGINEER STATUS AND PROVISION OF WORKERS’ COMPENSATION
COVERAGE. The parties agree that Professional Engineer shall have the status of and shall perform all
work under this contract as a Professional Engineer, maintaining control over all its consultants, sub
consultants, contractors, or subcontractors. The only contractual relationship created by this contract is
between the City and Professional Engineer, and nothing in this contract shall create any contractual
relationship between the City and Professional Engineer's consultants, sub consultants, contractors, or
subcontractors. The parties also agree that Professional Engineer is not a City employee and that there
shall be no:

(1) Withholding of income taxes by the City:

(2) Industrial insurance coverage provided by the City;

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

(4) Participation or contributions by either the Professional Engineer or the City to the
public employee’s retirement system;

(5) Accumulation of vacation leave or sick leave provided by the City;

(6) Unemployment compensation coverage provided by the City.

Professional Engineer agrees, if applicable and before commencing any work under the contract, to
complete and to provide the following written request to its insurer:

Wright-Pierce has entered into a contract with the City of Nashua to perform work upon
receipt of an Executed Contract_and_a valid Purchase Order issued from the City and requests
that the Insurer provide to the City of Nashua 1) a certificate of coverage, and 2) notice of any
lapse in coverage or nonpayment of coverage that the Professional Engineer is required to
maintain. The certificate and notice should be mailed to:

Risk Management
City of Nashua
229 Main Street
Nashua, NH 03060

Professional Engineer agrees, if not exempt, to maintain required workers’ compensation coverage
throughout the entire term of the contract. If Professional Engineer does not maintain coverage
throughout the entire term of the contract, Professional Engineer agrees that City may, at any time the
coverage is not maintained by Professional Engineer, order the Professional Engineer to stop work,
suspend the contract, or terminate the contract. For each six-month period this contract is in effect,
Professional Engineer agrees, prior to the expiration of the six-month period, to provide another written
request to its insurer for the provision of a certificate and notice of lapse in or nonpayment of coverage. If
Professional Engineer does not make the request or does not provide the certificate before the expiration
of the six-month period, Professional Engineer agrees that City may order the Professional Engineer to
stop work, suspend the contract, or terminate the contract.

3. STANDARD OF CARE. Professional Engineer shall be responsible for the professional quality,
technical accuracy, timely completion, and coordination of all work performed under this contract.
Professional Engineer warrants that all work shall be performed with the degree of professional skill,
care, diligence, and sound practices and judgment that are normally exercised by recognized professional
firms with respect to services of a similar nature. It shall be the duty of Professional Engineer to assure at
its own expense that all work is technically sound and in conformance with all applicable federal, state,

GC 3 of 12

and local laws, statutes, regulations, ordinances, orders, or other requirements. In addition to all other
rights which the City may have, Professional Engineer 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 Professional Engineer's failure to perform in accordance
with this standard of care. Any approval by the City of any products or services furnished or used by
Professional Engineer shall not in any way relieve Professional Engineer of the responsibility for
professional and technical accuracy and adequacy of its work. City review, approval, or acceptance of, or
payment for any of Professional Engineer's work under this contract shall not operate as a waiver of any
of the City's rights or causes of action under this contract, and Professional Engineer shall be and remain
liable in accordance with the terms of the contract and applicable law.

Professional Engineer shall furnish competent and skilled personnel to perform the work under this
contract. The City reserves the right to approve key personnel assigned by Professional Engineer to
perform work under this contract. Approved key personnel shall not be taken off of the project by
Professional Engineer without the prior written approval of the City, except in the event of termination of
employment. Professional Engineer shall, if requested to do so by the City, remove from the job any
personnel whom the City determines to be incompetent, dishonest, or uncooperative.

4, CITY REPRESENTATIVE. The City may designate a City representative for this contract. If
designated, all notices, project materials, requests by Professional Engineer, and any other communication
about the contract shall be addressed or be delivered to the City Representative.

5. CHANGES TO SCOPE OF WORK. The City 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 Professional Engineer's performance under the
contract. Professional Engineer shall provide to the City 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 to be able to adequately analyze the
proposal. The City will then determine in writing if Professional Engineer should proceed with any or all
of the proposed change. If the change causes an increase or a decrease in Professional Engineer'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 Professional Engineer for adjustment under this
clause shall be asserted in writing within 30 days of the date the City notified Professional Engineer of the
change.

When Professional Engineer seeks changes, Professional Engineer shall, before any work commences,
estimate their effect on the cost of the contract and on its schedule and notify the City in writing of the
estimate. The proposal for a change shall provide enough detail, including personnel hours for each sub-
task and cost breakdowns of tasks, for the City to be able to adequately analyze the proposal. The City
will then determine in writing if Professional Engineer should proceed with any or all of the proposed
change.

Except as provided in this paragraph, Professional Engineer shall implement no change unless the City in
writing approves the change. Unless otherwise agreed to in writing, the provisions of this contract shall
apply to all changes. The City may provide verbal approval of a change when the City, in its sole
discretion, determines that time is critical or public health and safety are of concern. Any verbal approval
shall be confirmed in writing as soon as practicable. Any change undertaken without prior City approval
shall not be compensated and is, at the City's election, sufficient reason for contract termination.

6. CITY COOPERATION. The City agrees that its personnel will cooperate with Professional
Engineer in the performance of its work under this contract and that such personnel will be available to
Professional Engineer for consultation at reasonable times and after being given sufficient advance notice
that will prevent conflict with their other responsibilities. The City also agrees to provide Professional
Engineer with access to City records in a reasonable time and manner and to schedule items that require

GC 4 of 12

action by the Board of Public Works and Finance Committee in a timely manner. The City and
Professional Engineer also agree to attend all meetings called by the City or Professional Engineer to
discuss the work under the Contract, and that Professional Engineer may elect to conduct and record such
meetings and shall later distribute prepared minutes of the meeting to the City.

7. DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR DISCREPANCIES,
PROFESSIONAL Professional Engineer warrants that it has examined all contract documents, has brought
all conflicts, errors, discrepancies, and ambiguities to the attention of the City in writing, and has
concluded that the City's resolution of each matter is satisfactory to Professional Engineer. All future
questions Professional Engineer may have concerning interpretation or clarification of this contract shall
be submitted in writing to the City within 10 calendar days of their arising. The writing shall state clearly
and in full detail the basis for Professional Engineer's question or position. The City representative shall
render a decision within 15 calendar days. The City's decision on the matter is final. Any work affected
by a conflict, error, omission, or discrepancy which has been performed by Professional Engineer prior to
having received the City's resolution shall be at Professional Engineer's risk and expense. At all times,
Professional Engineer shall carry on the work under this contract and maintain and complete work in
accordance with the requirements of the contract or determination of the City. Professional Engineer is
responsible for requesting clarification or interpretation and is solely liable for any cost or expense arising
from its failure to do so.

8. TERMINATION OF CONTRACT

A. TERMINATION, ABANDONMENT, OR SUSPENSION AT WILL. The City, in its sole
discretion, shall have the right to terminate, abandon, or suspend all or part of the project and contract at
will. If the City chooses to terminate, abandon, or suspend all or part of the project, it shall provide
Professional Engineer 10 day’s written notice of its intent to do so.

If all or part of the project is suspended for more than 90 days, the suspension shall be treated as a
termination at will of all or part of the project and contract.

Upon receipt of notice of termination, abandonment, or suspension at will, Professional Engineer shall:

1. Immediately discontinue work on the date and to the extent specified in the notice.

2. Place no further orders or subcontracts for materials, services, or facilities, other than as
may be necessary or required for completion of such portion of work under the contract
that is not terminated.

3. Immediately make every reasonable effort to obtain cancellation upon terms satisfactory
to the City of all orders or subcontracts to the extent they relate to the performance of
work terminated, abandoned, or suspended under the notice, assign to the City any orders
or subcontracts specified in the notice, and revoke agreements specified in the notice.

4. Not resume work after the effective date of a notice of suspension until receipt of a
written notice from the City to resume performance.

In the event of a termination, abandonment, or suspension at will, Professional Engineer shall receive all
amounts due and not previously paid to Professional Engineer for work satisfactorily completed in
accordance with the contract prior to the date of the notice and compensation for work thereafter
completed as specified in the notice. No amount shall be allowed or paid for anticipated profit on
unperformed services or other unperformed work.

B. TERMINATION FOR CAUSE. This agreement may be terminated by the City on 10
calendar day’s written notice to Professional Engineer in the event of a failure by Professional Engineer to
adhere to all the terms and conditions of the contract or for failure to satisfactorily, in the sole opinion of
the City, pursue the project or to complete work in a timely and professional manner. Professional
Engineer shall be given an opportunity for consultation with the City prior to the effective date of the

GC 5 of 12

termination. Professional Engineer may terminate the contract on 10 calendar days written notice if,
through no fault of Professional Engineer, the City fails to pay Professional Engineer for 30 days after the
date of approval of any submitted invoice forms and progress reports.

In the event of a termination for cause, Professional Engineer shall receive all amounts due and not
previously paid to Professional Engineer for work satisfactorily completed in accordance with the
contract prior to the date of the notice, less all previous payments. No amount shall be allowed or paid for
anticipated profit on unperformed services or other unperformed work. Any such payment may be
adjusted to the extent of any additional costs occasioned to the City by reasons of Professional Engineer's
failure. Professional Engineer shall not be relieved of liability to the City for damages sustained from the
failure, and the City may withhold any payment to the Professional Engineer until such time as the exact
amount of damages due to the City is determined. All claims for payment by the Professional Engineer
must be submitted to the City within 30 days of the effective date of the notice of termination.

If after termination for the failure of Professional Engineer to adhere to all the terms and conditions of the
contract or for failure to satisfactorily, in the sole opinion of the City, pursue the project or to complete
work in a timely and professional manner, it is determined that Professional Engineer had not so failed,
the termination shall be deemed to have been a termination at will. In that event, the City shall make an
equitable adjustment in the compensation paid to Professional Engineer. The adjustment shall include a
reasonable profit for services or other work performed up to the effective date of termination less all
previous payments.

Cc. GENERAL PROVISIONS FOR TERMINATION. Upon termination of the contract, the City
may take over the work and prosecute it to completion by agreement with another party or otherwise. In
the event Professional Engineer shall cease conducting business, the City shall have the right to solicit
applications for employment from any employee of the Professional Engineer assigned to the
performance of the contract.

Neither party shall be considered in default of the performance of its obligations hereunder to the extent
that performance of such obligations is prevented or delayed by any cause, existing or future, which is
beyond the reasonable control of such party. Delays arising from the actions or inactions of one or more
of Professional Engineer's principals, officers, employees, agents, subcontractors, consultants, vendors, or
suppliers are expressly recognized to be within Professional Engineer's control.

9. DISPUTE RESOLUTION. Any dispute not within the scope of section 7 or section 8 shall be
resolved under this paragraph. Either party shall provide to the other party, in writing and with full
documentation to verify and substantiate its decision, its stated position concerning the dispute. No
dispute shall be considered submitted and no dispute shall be valid under this provision unless and until
the submitting party has delivered the written statement of its position and full documentation to the other
party. The parties shall then attempt to resolve the dispute through good faith efforts and negotiation
between the City Representative and a Professional Engineer representative. At all times, Professional
Engineer shall carry on the work under this contract and maintain and complete work in accordance with
the requirements of the contract or determination or direction of the City. If the dispute is not resolved
within 30 days, either party may request that the dispute be submitted to the Board of Public Works for
final resolution. The decision of the Board of Public Works shall be final and binding on the parties. If
either party is dissatisfied with the decision of the Board of Public Works, that party may immediately
terminate the contract under this paragraph, with Professional Engineer being entitled to compensation for
work actually and satisfactorily performed up to the time of the termination and the City being entitled to
all contract materials in accordance with paragraph 21, and compensation for any additional damages or
expenses incurred in completing the work under the contract, including, without limitation, the costs of
securing the services of other Professional Engineers.

GC 6 of 12