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City of Nashua Planning ahd Zoning.
Community Development Division Cee ee ent
City Hall, 229 Main Street, PO Box 2019 Froneportetion Department
Nashua, New Hampshire 03061-2019 Waterways

www.nashuanh.gov

589-3095
589-3090
589-3080
589-3100
589-3085
880-0100
589-3092
589-3119

Date: December 19, 2019
To: John Griffin, CFO; 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 major controls. 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
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 turbine, generator and
replacement controls (TGC) at Jackson Mills.

Turbine Replacement

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 this year. 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.

Engineer of Record

With a TGC vendor selected, we then tured our attention to an engineering firm with the
experience and capabilities to implement the removal of the existing TGC and installation of a
suitable replacement including design, permitting, and construction administration. There are a
limited number of experienced engineering firms in New England that have expertise in hydro
facilities. Additionally, H.L Turner Group has extensive involvement with the Jackson Mills dam
and hydroelectric facility including installation of the original hydro facility and the conversion
of the dam to a hydraulic crestgate in 2012. In accordance with NRO 5-83 Professional Services

competitive bidding shall not be required for specialized services when evaluated in the context
of that NRO.

The City, in conversations with Essex Power Services, solicited HL Turner Group as the
Engineer of Record for the project. Discussions with Pennichuck who recently went out for bid
for a major dam project, support the high quality performance of HL Turner Group.

Timeline

The timeline of this project is extremely sensitive to completing the work in low flow conditions,
generally late summer into early fall. As such, part of selecting a general contractor is their
ability to deliver the installation during the summer and fall of 2020 or we risk having to
postpone the project for a full year.

Attached is the scope of work HL Turner Group will provide. After many months of analysis the
Community Development Division recommends awarding the contract for the Engineer of
Record for the Jackson Mills Hydroelectric Turbine, Generator and Controls replacement to HL
Turner Group of Concord, NH in the amount of $442,521.

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CONTRACT FOR PROFESSIONAL SERVICES

JACKSON MILLS HYDRO TURBINE/GENERATOR/CONTROLS
UPGRADE PROJECT

A CONTRACT BETWEEN

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

THE H.L. TURNER GROUP INC.
and its successors, transferees and assignees (together “Professional Engineer”)
NAME AND TITLE OF PROFESSIONAL ENGINEER

27 LOCKE ROAD, CONCORD, NH 03301
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 it is 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:

J. 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.

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.

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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.

SCOPE OF WORK:

Generally, the Jackson Mills Hydro Turbine/Generator/Controls (TGC) Upgrade Project
involves the removal of the existing hydroelectric TGC system and its replacement with
modern TGC equipment. Ancillary to the primary work of TGC equipment upgrading will
be structural modifications to the existing powerhouse involving concrete demolition and
reconstruction; and new powerhouse electrical and mechanical services. To accomplish this
work, an earthen temporary river cofferdam will be utilized. This work is more specifically
described in a separate Agreement between Bancroft Contracting Corporation and the City of
Nashua.

The subject of this Contract for Professional Services (engineering and technical) is the
attendant engineering design, construction/environmental permitting and construction
administration/project commissioning. The summary description of these services is
described in Exhibit B ~ Scope of Services, Contract Time, and Fee Schedule by The H.L.
Turner Group Inc., dated November 8, 2019 that is attached and incorporated herein by
reference as Exhibit B to this Agreement.

3. PERIOD OF PERFORMANCE. Professional Engineer shall perform and complete all work by
September 17, 2021. Date shall only be altered by mutually approved written agreement to
extend the period of performance or by termination in accordance with the terms of the contract.

4, COMPENSATION. Professional Engineer agrees to perform the work for a Lump Sum total cost of
FOUR HUNDRED FORTY-TWO THOUSAND FIVE HUNDRED TWENTY-ONE DOLLARS
($442,521.00)

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

Unless Professional Engineer has received a wnitten exemption from the City of Nashua,
Professional Engineer shall submit requests for payment for services performed under this
agreement in accordance with the values stated in the Agreement. Such requests shall be
supported by such data substantiating the Professional Engineer’s right to payment as the City of
Nashua may reasonably require. Professional Engineer shall submit requests for payment for
services performed under this agreement as follows:

> Electronically via email to VendorAPInvoices@NashuaNH.gov

OR
> Paper Copies via US Mail to:

City of Nashua, City Hall
Accounts Payable
229 Main Street

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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.

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 of Nashua will pay for work satisfactorily completed by Professional Engineer. The
City of Nashua will pay Professional Engineer within 30 days of approval by the City of Nashua
of the submitted invoice forms and progress reports. The City of Nashua 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 OF NASHUA REPRESENTATIVE: PROFESSIONAL ENGINEER REPRESENTATIVE:

Deb Chisholm, Waterways Manager Paul M. Becht, PE, Vice President
City of Nashua The H.L. Turner Group Inc.

229 Main Street 27 Locke Road

Nashua, NH 03060 Concord, NH 03301

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

AG 3 of 4

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) The H.L. Turner Group, Inc. (signature)
James W. Donchess, Mayor Paul M. Becht. PE, Vice President
(Printed Name and Title) (Printed Name and Title)
Date Date

AG 4 of 4

NAY FSF YY >

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EXHIBIT A
TABLE OF CONTENTS
GENERAL CONDITIONS

DEFINITIONS

PROFESSIONAL ENGINEER STATUS
STANDARD Or CARE

CITY OF NASHUA REPRESENTATIVE
CHANGES TO SCOPE OF WORK
CITY OF NASHUA 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
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
SEVERABILITY
MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT
CHOICE OF LAW AND VENUE
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1,

General Terms and Conditions

DEFINITIONS. Unless otherwise required by the context, "Professional Engineer”, and
its successors, transferees and assignees (together “Professional Engineer”) includes
any of the Professional Engineer's consultants, subconsultants, contractors, and
subcontractors.

PROFESSIONAL ENGINEER STATUS. 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, subconsultants, contractors, or
subcontractors. The only contractual relationship created by this contract is between the
City of Nashua and Professional Engineer, and nothing in this contract shall create any
contractual relationship between the City of Nashua and Professional Engineer's
consultants, subconsultants, contractors, or subcontractors. The parties also agree that
Professional Engineer 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 Professional Engineer 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.

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 shall use reasonable care to comply with all applicable
federal, state, and local laws, statutes, regulations, ordinances, orders, or other
requirements in effect at the time services are rendered, which to the best of
Professional Engineer knowledge, information and belief applies to Professional
Engineers obligation under this agreement. In addition to all other nghts which the City
of Nashua 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 Nashua 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 of
Nashua 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 of
Nashua'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.

GC 2 of 13

Professional Engineer shall furnish competent and skilled personnel to perform the work
under this contract. The City of Nashua 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 of Nashua, except in the event of termination of employment.
Professional Engineer shall, if requested to do so by the City of Nashua, remove from the
job any personnel whom the City of Nashua determines to be incompetent, dishonest, or
uncooperative.

CITY OF NASHUA REPRESENTATIVE. The City of Nashua may designate a City of Nashua
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 of Nashua Representative.

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
Professional Engineer's performance under the contract. Professional Engineer 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 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 of Nashua 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 of Nashua 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 of Nashua to be able to adequately analyze the proposal. The City of Nashua
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 of Nashua in writing approves the change. Unless otherwise agreed to in
writing, the provisions of this contract shall apply to all changes. The City of Nashua may
provide verbal approval of a change when the City of Nashua, 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 of Nashua approval shall not be compensated and is, at the City of
Nashua's election, sufficient reason for contract termination.

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6. CITY OF NASHUA COOPERATION. The City of Nashua 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 of Nashua also agrees to provide Professional
Engineer with access to City of Nashua records in a reasonable time and manner and to
schedule items that require action by the Board of Public Works and Finance Committee
in a timely manner. The City of Nashua and Professional Engineer also agree to attend all
meetings called by the City of Nashua 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 of Nashua.

7, DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR DISCREPANCIES.
Professional Engineer 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 Professional Engineer. All future questions Professional Engineer may
have concerning interpretation or clarification of this contract shall be submitted in writing
to the City of Nashua 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 of Nashua representative shall render a decision within 15 calendar days. The City
of Nashua’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 of Nashua'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 of Nashua. 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 of Nashua, 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 of Nashua 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.

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