Search

City of Nashua Central Purchasing Department
ADMINISTRATIVE SERVICES DIVISION

EX] Request to Include on Finance Committee Agenda

Date of Request: 4/8/20

Proposed Finance Meeting Date:

Project or Item Title:
Amount: $1,271,700

Lawson RO#

Or Lawson

POF if

Change

Order

Funding Description: __ Bond

Accounting (Finance Committee):

4/15/20

_] Request to Solicit Bid or Proposal

Mavel Turbine, Generator, Controls for Jackson Falls Turbine Replacement

Acctg Unit

Requesting Department:
[_] Information Technology
[_] Engineering

] Streets

[_] Traffic

(_] Park Recreation

[_| Wastewater

[] Solid waste

[| Library

Has Legal reviewed this request? If no, please explain in Other comments
Has Risk reviewed this item? If no, please explain in Other comments

Are CDBG Funds being used for this item?
Is this a time sensitive project?
For Solicit Bid — is a list of bidders attached?

Reason for request:

Acct Sub Acct Activity

L_] Police Department

[] Fire Rescue

[x] Community Development
[] Public Health

[_] Financial Services

L] Other

[_] Other

XI] Yes L] No
J Yes [1 No
[| Yes No
XI Yes L] No

N/A LJ Yes LJ No

Acct Category

The City will be replacing the turbine at Jackson Falls Dam. Mavel is being engaged for design, manufacture, delivery and
installation oversight of the turbine, generator and controls for the replacement project.

Other comments:

Attach supporting documents (bid document, bid tabulation, contract, etc.)

Approval Signatures:
Requester: Deb Chisholm

CFO (or designee):

Division Director: Sarah Marchant

Date:

Director — Admin Services:

Date:

Note: This form wili be returned unless fully completed.

Gi ty of Nashua Planning an Development
Community Development Division Bulding Safely
City Hall, 229 Main Street, PO Box 2019 Transpo terion Department
Nashua, New Hampshire 03061-2019 Waterways

www nashuanh.gov

589-3095
589-3090
589-3080
589-3100
589-3085
880-0100
§89-3092
589-3479

Date: April 3, 2020

To: John Griffin, CFO; Kim Kleiner, Admin Services Director;
Daniel Kooken, Purchasing Manager

From: Sarah Marchant, Community Development Division Director

Re: Jackson Mills Turbine, Generator and Controls (TGC) Replacement

Background

The City of Nashua became the owner/operator of the Jackson Mills hydroelectric facility in
January of 2015, after the 30 year lease with the operator expired. This one megawatt facility
produces an average of 4,000,000 kwh of clean power per year which the City net meters to
maximize revenue. This facility was originally built in 1984 and as such is in need of
replacement of the turbine, generator and controls (TGC). The project has been repaired twice
since 2015 in an attempt to keep it going until we can get started on a replacement.

Bond Authorization

In preparation for the replacement the Mayor and Board of Aldermen passed R-19-142 on July
10, 2019 authorizing the issuance of bond for improvements to both Mine Falls and Jackson
Mills hydro projects. The issuance of the bond specifically included a new (TGC) at Jackson
Mills.

TGC Vendor

Turbine technology has changed since the 1980s and the existing custom turbine cannot simply
be duplicated. In partnership with our operator Essex Power Services and sub-consultant HL
Turner Group, the TGC replacements were put out to bid in the spring of 2019. In total we
received five submissions from AmJET Turbine, Mavel, NORCAN, Ossberger(Zeco) and Rickly
Propel. The team reviewed the proposals based on cost (including general construction to make a
new unit fit), reliability and generation capability/technology. The top three vendors were
narrowed down to Ossberger (Zeco), AmJET and Mavel. With these three vendors a more
detailed feasibility analysis of the exact scope of product, costs, guaranteed power and energy
estimates was completed. Through the above process one vendor, Mavel, rose to the top of the
analysis as the best solution for the Jackson Mills project.

Turbine Replacement Timeline

The TGC Replacement Project will involve 3 major subcontracts with the City; the Project
Engineer responsible for engineering design, environmental and construction permitting,
construction administration and project commissioning; the TGC vendor responsible for design,
manufacturing, delivery and installation oversight of the TGC producis; and the General
Contractor responsible for all site work, and electrical and mechanical work associated with the
installation of the TGC products. The Project Engineer, HL Turner Group, was approved in

January 2020, and they have assisted in negotiating some of the technical details contained in the
Mavel contract documents.

The timeline of this project is extremely sensitive to completing the work in low flow conditions,
generally late summer into early fall. Because of the length of time needed for proper permitting
and manufacturing of the TGC, the replacement is scheduled to take place m 2021. Upon
contract approval, Mavel will work closely with HL Turner, the Project Engineer, to finalize the
Project schedule and provide the design drawings HL Turner will need to initiate the permitting
process with Municipal, State and Federal agencies. The timeframe for manufacturing the
turbine, generator and controls is approximately 11 months, with delivery of the TGC to
correspond with completion of the site preparation work to be performed by a General
Contractor.

Attached is the scope of work Mavel Americas, Inc. will provide. After many months of analysis
the Community Development Division recommends awarding the contract for design,
manufacture, delivery and installation of the turbine, generator and controls for the Jackson Mills
Hydroelectric to Mavel Americas, Inc. of Boston, MA in the amount of $1,271,700.

ko
~
fae

ff

www.mavel.com

AGREEMENT No: 0-29029

THIS AGREEMENT for the supply of Equipment made this day of 2020, the Effective Date

BETWEEN: City of Nashua
229 Main Street
Nashua, NH 03060
(herein called the “Purchaser”)

OF THE FIRST PART

AND: Mavel Americas, Inc.
121 Mount Vernon Street
Boston, MA 02108 USA
(herein called the “Supplier”)
OF THE SECOND PART

The Purchaser and Supplier are herein referred to, individually, as a “Party” and, collectively, as the “Parties”.

WITNESSES that the Supplier and Purchaser covenant and agree as follows:

1. Contract Documents

1.1 The following documents are Contract Documents and shall constitute the Contract in order of
priority:

Change Orders

Purchase Order

This Agreement (Part 0)

General Conditions (Part 1)

Mavel’s Conformed Proposal (Part 2)(“Proposal”)
Field Services Protocol (Part 3)

In the event of a conflict between the terms of the Proposal or the Field Services Protocol and the terms of this
Agreement or the General Conditions, a written change order and/or fully executed Purchaser Purchase Order, the
terms of this Agreement, the General Conditions, the written change order or the fully executed Purchaser
Purchase Order shall control over the terms of the Proposal or Field Services Protocol.

2. Supplier’s Obligations
The Supplier undertakes and agrees to:

2.1 perform the Work within the scope specified in the Contract Documents

For: Project: Jackson Mills Hydroelectric Project
Agreement No.: 0-29029
Project Site: Jackson Falls Dam on the Nashua River, City of Nashua, NH, USA.

2.2 do and fulfill everything indicated by the Contract, as applicable to the Supplier; and
2.3 commence the Work on the Commencement Date, which will be the later of the Effective Date and
the receipt of Milestone Payment No. 1, and deliver the Equipment to the Project Site according to
the Contract Times, as may be adjusted, as outlined in Article 6;
3. Purchaser’s Obligations
The Purchaser undertakes and agrees to:

3.1 do and fulfill everything indicated in the Contract Documents as applicable to the Purchaser; and

3.2 make payments to the Supplier in a timely manner in the amounts and times specified in the
Milestone Schedule set forth in Article 8.1.1 of this Agreement.

4. Prior Agreements and Amendments:

4.1 The Contract Documents supersede all prior communications, negotiations, representations, or
agreements, either written or oral, relating in any manner to the Work, including the bidding or
proposal documents that are not expressly listed in Article 1 of the Agreement.

4,2 The Contract may be amended only as provided in the Contract.

5. Subject of the Contract

The subject of the Contract is the design, fabrication and delivery of the Equipment such as but not

limited to the turbine, generator, related equipment and technical documentation and provision of

technical assistance at the Project Site (Field Services) during the installation and commissioning of the

Equipment {the “Work”) as set forth in detail in Part 2 of the Contract Documents.

6. Delivery Schedule

6.1

6.2

6.3

The Supplier will deliver the Equipment according to the Delivery Times in the following Delivery
Schedule below:

Preliminary Design: 8 weeks from Commencement Date
Detailed Design: 12 weeks from Commencement Date
Embedded Parts: 48 weeks from Commencement Date
Turbine: 48 weeks from Commencement Date
Generator: 48 weeks from Commencement Date

The Supplier, with the written approval of Purchaser, may deliver Equipment before the dates set
forth in the Delivery Schedule, The above times are valid if the Commencement Date is within
ten (10} days of the Effective Date or, otherwise, the times shall be extended by the same
amount of time as the difference between the Commencement Date and the Effective Date.

The Parties will agree to a detailed Work Schedule, within three weeks of the Commencement
Date. The agreed upon Work Schedule shall be signed by the Parties and shall supersede any
other schedule and shall be amended only by a Change Order.

Time is of the essence for Supplier's and Purchaser's obligations under this Contract.

Contract Price

7.1

7.2

73

7.4

7.5

The total Contract Price is $1,271,700 (one million two hundred seventy-one thousand seven
hundred US dollars}.

The Contract Price is subject to adjustments, additions, deductions and deletions as provided in the
Contract Documents.

The Contract Price is valid under the condition that Commencement Date is within thirty (30) days of
the Effective Date otherwise the Supplier shall be entitled to an adjustment of Contract Price based
on escalations of material, subcontracted items and labor cost.

The Contract Price is for delivery terms of INCOTERMS 2010 DDP.

Technical Services provided by Supplier for the installation and commissioning of the Equipment at
the Project Site is included in the Contract Price. If the number of per person days required exceeds
fifty-five (55) days, due to reasons not attributable to the Supplier, the Purchaser will be charged at
the rate of $1,300 per man day once an approved Change Order is issued. Related expenses, including
travel, accommodations, work will be charged at cost plus fifteen percent (15%). Technical Services
will be invoiced every two weeks according to Section 8. Conditions of the Technical Services are
described in Part 3 of this Contract.

Payment, Retainage and Guarantees

8.1

Progress Payments and Retainage

8.1.1 Subject to the provisions of the Contract Documents, the Purchaser will, in US Dollars, make
progress payments to the Supplier in accordance with the following milestones within thirty
(30) days of receipt of the Supplier’s invoice. Such invoice will include documentation as
specified in the Contract and in amounts consistent with the following Payment Milestone
Schedule.

Milestone Payment Schedule

No. | Payment Milestone Percentage
of Total

1 Initial Payment within 10 days of the Contract signing 10%

2 Delivery of Design Documents / Start of Production 20%

3 Equipment 50% Complete 20%

4 Embedded Parts Ready to Ship 10%

5 Equipment 100% Ready to Ship 25%

6 Earlier of Delivery of Equipment or 90 days from Milestone 5* 5%

7 Earlier of Commercial Operation or 180 days from Milestone 5* 5%

8 Earlier of Final Completion or 240 days from Milestone 5* 5%
Total 100%

* Days from Milestone No. 5 condition will only be applicable for time period of any delays not
attributable to Supplier.

8.1.2

The Purchaser will retain a portion of the progress payment each month in accordance with
the following procedures:

8.1.2.1

8.1.2.2

8.1,2..3

8.1.2.4

The Purchaser will establish an escrow account in the financial institution of the
Purchaser’s choosing. Interest on the principal will be paid to the Supplier no
later than the final payment. The principal will be the accumulated retainage
paid inte the account by the Purchaser.

The principal will be held by the financial institution, available only to the
Purchaser until termination of the contract.

Until the work is 50% complete, as determined by the Engineer, retainage shall
be 1% of the monthly payments claimed. The computed amount of retainage
will be deposited in the escrow account established above.

After the work is 50% complete, and provided the Supplier 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.

8.2 Invoices for the Milestone Payments described in Articles 8.1.1 above will be addressed to:

VendorAPInvoices@nashuanh.gov

OR

City of Nashua
Accounts Payable
229 Main Street

Nashua, NH 03060 USA

Please do not submit invoices both electronically and paper copy

8.3 Payments will be made by wire transfer or by check issued to Mavel Americas, Inc.

If mailed to: Mavel Americas, Inc.
121 Mount Vernon Street
Boston, MA 02108 USA
Attn: Jeanne L. Hilsinger

if by wire transfer to: Account Holder: Mavel Americas, Inc.
Bank: First Republic Bank
Account No: 80003586013
ABA: 321081669

The payment shalt be considered as accepted and fulfilled upon clearance of the check at the
Supplier’s bank or upon receipt of the wire transfer into Supplier’s account above.

8.4 The Supplier shall submit to the Purchaser, prior to final payment, the following:

8.4.1 adeclaration, reasonably acceptable to Purchaser, verifying that all subcontractors,
labor and accounts for services, materials, machinery and equipment, and any other
indebtedness incurred by the Supplier in the performance of the Work have been fully
paid and that no claims have been filed against the Supplier for such work;

8.4.2 a written statement identifying all current outstanding claims against the Purchaser in
connection with the Project; and

8.4.3 all record documents, showing changes as constructed, operating and maintenance
manuals, guarantees, warranties, certificates, reports, and spare parts as required by
the Contract Documents.

8.5 Should the Purchaser be more than one hundred and twenty days (120 } days late with any
undisputed payments, Supplier will have the right to suspend work until such payment is made. A
corresponding time amount for this stoppage will be added to the required Delivery Times by means
of a written Change Order.

Supplier's Representations And Warranties
The Supplier represents and warrants to the Purchaser that:

9.1 the Supplier has the skills, experience, resources, personnel and capability to expeditiously and
diligently perform all aspects of the Work in a timely and professional manner consistent with the
Contract Documents and with sound engineering and project management practices under similar
conditions at the same time and locality and all within the Contract Time;

9.2 the Supplier has all required permits, licenses, and authorizations and has paid all the necessary
premiums or fees necessary to carry on its business and to conduct the work in the Supplier's
country;

9.3 subject to any applicable legislation, the title to any and all materials, equipment and supplies
provided by the Supplier for incorporation into the Work are and will be free from any and all claims,
liens, charges, encumbrances or security interests if any kind whatsoever; and

9.4 the Supplier owns or has the right to use all intellectual property rights, licenses, franchises, and
permits necessary to perform the Work without conflict with the rights of others.

9.5 there are no pending or threatened litigation or claims against the Supplier that would affect or
prevent the Supplier from performing its obligations under this Contract

10 Purchaser's Representations and Warranties
Purchaser represents and warrants to the Supplier that:

10.1 the Purchaser has the skills, experience, resources, personnel and capability to expeditiously and
diligently perform Purchaser's obligations in a timely and professional manner under the Contract

10.2 the Purchaser has or will obtain all necessary permits, licenses, and authorizations and has paid all
the necessary premiums or fees necessary to carry on its business;

10.3 the Purchaser has the necessary financial resources to meet the obligations outlined in the Contract
Documents and, upon request of the Supplier, shall provide Supplier with reasonable evidence of
such financial resources.

10.4 there are no pending or threatened litigation or claims against the Purchaser that would affect or
prevent the Purchaser from performing its obligations under this Contract.

11. Receipt of and Addresses for Notices

Communications in writing between the Parties shall be deemed to have been received by the addressee
on the date of delivery if delivered by hand or sent by courier, facsimile or registered mail to the
individual or to a member of the firm or to an officer of the corporate for whom they are intended and if
sent by regular mail shall be deemed to have been delivered within five (5} days of the date of mailing
when addressed as follows:

The Purchaser at: City of Nashua
229 Main Street
Nashua, NH 03060
Attn: Deb Chisholm

With a copy to Celia K. Leonard
Deputy Corporation Counsel
City of Nashua

229 Main Street

Nashua, NH 03060

The Supplier at: Mavel Americas, Inc.
121 Mount Vernon Street
Boston, MA 02108
Attn: — Jeanne Hilsinger

12 Succession

The Contract Documents shall inure to the benefit of and be binding upon the Parties hereto, their
respective heirs, legal representatives, successors and assigns.

13 Jurisdiction

This agreement 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 te be performed thereunder,
or referable in anyway thereto shail be brought in Hillsborough County (New Hampshire} Superior Court
Southern Judicial District or in the New Hampshire 9th Circuit Court—Nashua and not elsewhere.

14 Force Majeure

Except for a duty to make timely payments hereunder, neither party shall be liable in damages or have
the right to terminate this Contract for any delay or default in performing hereunder if such delay or
default is caused by conditions solely beyond its reasonable control as specified in the General Conditions
{Part 1, Clause 29}.

15 Liquidated Damages and Limitation of Liability
15.1 Liquidated Damages for Deiay

15.1.1 Purchaser and Supplier recognize that time is of the essence of this Agreement and that
Purchaser will suffer financial loss if the Equipment is not delivered to the Project Site
within the times specified in Article 6 of this Agreement, plus any extensions thereof
allowed in accordance with the Contract Documents.

15.1.2 Further, Purchaser and Supplier recognize that it will be difficult to quantify the actual
damages, expenses and costs that the Purchaser will sustain if complete, acceptable
Equipment is not delivered on time. Accordingly, instead of requiring such proof,
Purchaser and Supplier agree that as liquidated damages for delay (but not as a penalty}
and as sole remedy for delay, Supplier shall pay Purchaser $5,000 (five thousand US
dollars} per day for the first sixty (60) days, and $10,000 (ten thousand US dollars) for
each subsequent day that the delivery of acceptable Equipment extends beyond the
deadline for such Equipment as specified in Paragraph 6 above.

15.1.3 Supplier will only be obligated to pay these liquidated damages for delay outlined above
if the cause of such delay is solely due to the Supplier and Purchaser has complied with
all of its material obligations under the Contract.

15.1.4 [In the event that the Supplier fails to pay Purchaser the specified liquidated damages
amount within thirty (30) days of Supplier being notified of said damages, Purchaser
may deduct the amount of the assessed liquidated damages from any remaining
payments and retention withheld pursuant to Article 8 above.

15.1.5 The maximum amount that Purchaser will be entitled to receive for Liquidated Damages
for delay will be one hundred percent (100%) of the Contract Price.

15.2 Performance Guarantee and Associated Remedies