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22.

Contractor's expense, by Independent Contractor to the City of Nashua upon completion,
termination, or cancellation of this contract. Alternatively, if the City of Nashua provides its
written approval to Independent Contractor, any books, reports, studies, photographs, negatives or
other documents, data, drawings or other materials inchading but not limited to those contained in
media of any sort (e.g., electronic, magnetic, digital) prepared by or supplied to Independent
Contractor in the performance of its obligations under this contract must be retained by
Independent Contractor for a minimum of four years after final payment is made and all other
pending matters are closed. If, at any time during the retention period, the City of Nashua, in
writing, requests any or all of the materials, then Independent Contractor shall promptly remit and
deliver the materials, at Independent Contractor's expense, to the City of Nashua. Independent
Contractor shall not use, willingly allow or cause to have such materials used for any purpose
other than the performance of Independent Contractor's obligations under this contract without
the prior written consent of the City of Nashua.

PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS Independent Contractor expressly agrees
that all documents ever submitted, filed, or deposited with the City of Nashua by Independent
Contractor (including those remitted to the City of Nashua by Independent Contractor pursuant to
paragraph 20), unless designated as confidential by a specific statue of the State of New
Hampshire, shall be treated as public records and shall be available for inspection and copying by
any person, or any governmental entity.

No books, reports, studies, photographs, negatives or other documents, data, drawings or other
materials including but not limited to those contained in media of any sort (e.g., electronic,
magnetic, digital) prepared by or supplied to Independent Contractor in the performance of its
obligations under this contract shall be the subject of any application for a copyright or patent by
or on behalf of Independent Contractor. The City of Nashua shall have the right to reproduce any
such materials.

Independent Contractor expressly and indefinitely waives all of its rights to bring, including but
not limited to, by way of complaint, interpleader, intervention, or any third party practice, any
claims, demands, suits, actions, judgments, or executions, for damages or any other relief, in any
administrative or judicial forum, against the City of Nashua or any of its officers or employees, in
either their official or individual capacity of the City of Nashua, for violations of or infringement
of the copyright or patent laws of the United States or of any other nation. Independent
Contractor agrees to indemnify, to defend, and to hold harmless the City of Nashua, its
representatives, and employees from any claim or action seeking to impose liability, costs, and
attorney fees incurred as a result of or in connection with any claim, whether rightful or
otherwise, that any material prepared by or supplied to Independent Contractor infringes any
copyright or that any equipment, material, or process (or any part thereof) specified by
Independent Contractor infringes any patent.

Independent Contractor shall have the right, in order to avoid such claims or actions, to substitute
at its expense non-infringing materials, concepts, products, or processes, or to modify such
infringing materials, concepts, products, or processes so they become non-infringing, or to obtain
the necessary licenses to use the infringing materials, concepts, products, or processes, provided
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.

FINAL ACCEPTANCE Upon completion of all work under the contract, Independent Contractor
shall notify the City of Nashua in writing of the date of the completion of the work and request
confirmation of the completion from the City of Nashua. Upon receipt of the notice, the City of
Nashua shall confirm to Independent Contractor in writing that the whole of the work was
completed on the date indicated in the notice or provide Independent Contractor with a written

GC 9 of 11

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25,

26.

list of work not completed. With respect to work listed by the City of Nashua as mcomplete,
Independent Contractor shall promptly complete the work and the final acceptance procedure
shall be repeated. The date of final acceptance of a project by the City of Nashua shall be the date
upon which the Board of Public Works or other designated official accepts and approves the
notice of completion.

TAXES Independent Contractor shall pay all taxes, levies, duties, and assessments of every
nature due 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. Independent Contractor hereby indemnifies and holds harmless the City of
Nashua from any liability on account of any and all such taxes, levies, duties, assessments, and
deductions.

NON-WAIVER OF TERMS AND CONDITIONS None of the terms and conditions of this contract
shall be considered waived by the City of Nashua. 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 of Nashua in a written waiver.

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.

PROHIBITED INTERESTS Independent Contractor shall not allow any officer or employee of the
City of Nashua to have any indirect or direct interest in this contract or the proceeds of this
contract. Independent Contractor warrants that no officer or employee of the City of Nashua has
any direct or indirect interest, whether contractual, noncontractual, financial or otherwise, in this
contract or in the business of Independent Contractor. If any such interest comes to the attention
of Independent Contractor at any time, a full and complete disclosure of the interest shall be
immediately made in writing to the City of Nashua. Independent Contractor 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. Independent Contractor further warrants that no person having such an interest shall
be employed in the performance of this contract. If City of Nashua determines that a conflict
exists and was not disclosed to the City of Nashua, it may terminate the contract at will or for
cause in accordance with paragraph 8.

In the event Independent Contractor (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 of Nashua may terminate the contract at will or for cause in accordance with paragraph 8.
Upon termination, Independent Contractor shall refund to the City of Nashua any profits realized
under this contract, and Independent Contractor shall be liable to the City of Nashua for any costs
incurred by the City of Nashua in completing the work described in this contract. At the
discretion of the City of Nashua, these sanctions shall also be applicable to any such conviction
obtained after the expiration or completion of the contract.

Independent Contractor warrants that no gratuities (including, but not limited to, entertainment or
gifts) were offered or given by Independent Contractor to any officer or employee of the City of
Nashua 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 of Nashua determines that such gratuities were or offered or given, it may
terminate the contract at will or for cause in accordance with paragraph 8.

GC 10 of 11

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28.

29.

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31.

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 of Nashua under this contract or at law.

. THIRD PARTY INTERESTS AND LIABILITIES The City of Nashua and Independent Contractor,

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
of Nashua and Independent Contractor.

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.

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.

MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT This contract constitutes the entire
contract between the City of Nashua and Independent Contractor. 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.

CHOICE OF LAW AND VENUE This contract shall be governed exclusively by the laws of the
State of New Hampshire and any claim or action brought relating to this contract, 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 9th Circuit Court—Nashua and not elsewhere.

GC 11 of 11

Bid Sheet

Contra) lrigaiion Swstom Locution Aj Mine Falls Park
Central rgetien System Location Bi Lincoln Park
Central Irrigation System Location C) Rouse! Park

Central irrigation System Location Dy Vietnam Veterins Park

Cellular and server fees on an annual basts per controller fixed dor 4

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Contact Superintendent Nick Cacuiana, Caggianan
Recreation Deparment walt anv questions.

@nushuanh. gov (63) 589-3362 Nashua. NH. Parks and

pider_ SMact Water Management LLC
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March 16, 20128
1FB0575-032618

CENTRAL IRRIGATION SYSTEMS
ADDENDUM 41

information included in this document becomes a gart of the oreimal fis,

if you ere submitting 4 paper bid, please sign below to indicate receipt of this adeéitional miarmation anc include this
page with your bid submittal. i! you are submitting a bid via Bil fxpress please be sure to ac hnowledce the addeadurs
on the website before submitting your bid

ADDENDUM 1 is being issued to respond to submitted questions.

All other aspects of the arminal dacument remain the same

Failure to acknowledges the addendum will result in the bid submittal being disqualified,

Sincerely,
ee beg kt
AD ay \ A \ 7 5, 5 \ - . i

Darieile Greenberg
City of Nashua - Purchasing Ageni U
greenbergd@inashuanh.gow

Addendum #1 received and incorporated into bid submittal for 1FB0575-032618
Please sign and include this addendurn in your bid package.

3/23/2618 _ _

Dard)

Smact wale. Maaageiest, Lue

iName of Firrm}

PROCS thay it APPR

itt Maus tatecet *« Motion Mow Hotpaetae Gadel = Pree (tae) Ghee Gods e Foe (eed) Shale yg Faye 7

iFBOS75-032618
CENTRAL IRRIGATION SYSTEMS
ADDENDUM #1

UESTION:

Pipe size per location for flow meter? Type of existing controller per site? Availability for internet access ar do
these need to be have cellular capability?

ANSWER:
All four locations have 2 inch mains
All four locations will need cellular or radio communications internat is not available.
The controllers are as follows
Ledge Street 2 controllers a Rain Bird ESP 16{x plus and a Rain Bird Esp-ME
Haines Street has 2 Rain Bird ESp 16 |x plus controllers
Lincoln Park has a Rain Bird ESP LXME

Mine Falls Park has a Rain Bird ESP LXKME

FROZ90-0301 18 ADDENDUM 1 Page 2 of 2
229 Main Street « Nashua, New Hampshire 02061 * Phone (603) 588-3336 « Fax (603) Sa0-3239

\ THE CITY OF NASHUA “The Cate City’

Financial Services

Purchasing Department

cma ee: {TT DN

May 31, 2018
Memo #18-148

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: SINGLE STREAM RECYCLING (VALUE: NOT-TO-EXCEED $400,000)
DEPARTMENT: 168 SOLID WASTE; FUND: SOLID WASTE

Please see the attached communication from Jeff Lafleur, Solid Waste Department Superintendent dated
April 26, 2018 for the information related to this contract.

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 Solid Waste Department Superintendent, Board of Public Works (April 26, 2018 meeting) and the

Purchasing Department recommend the award of this contract in an amount not-to-exceed $400,000 to
Casella Recycling LLC of Charlestown, MA.

Purchasing Manager

Ce: J Lafleur L Fauteux

229 Main Street » Nashua, New Hampshire 03061 « Phone (603) 589-3330 « Fax (603) 589-3233

To:

From:

Re:

DB. Motion:

Discussion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: April 26, 2018
Jeff Lafleur, Superintendent of Solid Waste
Single Stream Recycling Contract

To award a one year contract for the transportation and processing of the City’s
single stream recyclables in the amount not to exceed $400,000 to Casella
Recycling LLC of Charlestown, MA pending approval of the FY19 operating
budget. Funding through Department 168 Solid Waste; Fund: Solid Waste; Account
Classification: 55 Other Contracted Services,

Markets for recycling in general have plummeted and are showing no sign of
recovery in the near future. The City’s contract for recycling ends on June 30, 2018,
therefore the City of Nashua needed to secure a vendor. The Solid Waste
Superintendent opted to solicit bids for a one year contract and re-evaluate market
conditions next spring.

The Solid Waste Department solicited bids for Single Stream Recycling Services
from six potential vendors. The Solid Waste Department has worked with Casella
Recycling for five years and their strength in today’s difficult market conditions
leads us to recommend that the FY 19 one-year contract for Single Stream recycling
be awarded to Casella of the amount not to exceed $400,000.

SINGLE STREAM RECYCLABLE MATERIAL PROCESSING

RFP1058-022318

A CONTRACT BETWEEN

THE CITY OF NASHUA, 229 MAIN STREET, CITY HALL, NASHUA, NH 03060
AND

CASELLA RECYCLING, LLC
and its successors, transferees and assignees (together “Independent Contractor”)
NAME AND TITLE OF INDEPENDENT CONTRACTOR

24 BUNKERHILL INDUSTRIAL PARK , CHARLESTOWN, MA 02129
ADDRESS OF INDEPENDENT CONTRACTOR

WHEREAS, the City of Nashua, a political subdivision of the State of New Hampshire, from time
to time requires the services of an Independent Contractor ; and

WHEREAS, it is deemed that the services of an Independent Contractor herein specified are both
necessary and desirable and in the best interests of the City of Nashua; and

WHEREAS, Independent Contractor 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-- RFP1058-022318- Scope of Work

ATTACHMENTS: Submitted February 23, 2018

ATTACHMENT A: PROPOSAL SUMMARY
ATTACHMENT B: PROPOSAL COSTS
ATTACHMENT C: REFERENCES

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

In the event of a conflict between the terms of the Proposal and the terms of this Agreement, a written
change order and/or fully executed City of Nashua Purchase Order, the terms of this Agreement, the
written change order or the fully executed City of Nashua Purchase Order shall control over the terms of
the Proposal.

2. WORK TO BE PERFORMED Except as otherwise provided in this contract, Independent Contractor
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. Independent Contractor shall perform and complete all work within the
time periods set forth and 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. Independent Contractor
shall begin performance upon receipt of an Executed Contract and a valid Purchase Order issued from the
City of Nashua.

The term of the contract will be for one (1) year with options for a_second and third year of service. The
base contract will commence on or about July 1, 2018 and terminate on or about June 30, 2019, unless
extended by amendment. Each year is subject to annual budget appropriations and at the City of Nashua's
sole discretion. A separate/amended purchase order shall be issued for each year of the contract.

4, COMPENSATION. Independent Contractor agrees to perform the work for a total cost not to exceed
FOUR HUNDRED THOUSAND DOLLARS ($ 400,000.00)

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

Unless Independent Contractor has received a written exemption from the City of Nashua, Independent
Contractor 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
Independent Contractor’s right to payment as the City of Nashua may reasonably require. Independent
Contractor shall submit monthly requests for payment for services performed under this agreement
directly to:

> Electronically via email to VendorAPInvoices@NashuaNH.gov
OR
> Paper Copies via US Mail to:
City of Nashua, City Hall
Accounts Payable
229 Main Street
Nashua, NH 03060

Please_do not submit invoices both electronically and paper copy.

In addition, and to facilitate the proper and timely payment of applications, the City of Nashua requires
that all submitted 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 and accurately invoiced by Independent
Contractor within thirty (30) days from the time of approval by the City of Nashua.

AG 2 of 3