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R-2 1-166

RESOLUTION

RELATIVE TO THE APPROVAL OF AN UPDATED NEW HAMPSHIRE
DEPARTMENT OF TRANSPORTATION PROJECT AGREEMENT AND
ACCEPTANCE AND APPROPRIATION OF FEDERAL AID SURFACE
TRANSPORTATION FUNDS FROM THE STATE OF NEW HAMPSHIRE FOR THE
PURPOSE OF IMPROVING THE EXISTING SIGNALIZED INTERSECTION WHERE
EAST HOLLIS STREET AND CANAL STREET MEET BRIDGE STREET

CITY OF NASHUA

In the Year Two Thousand and Twenty-One

WHEREAS, Resolution R-13-154 authorized the Mayor to enter into a Transportation
Project Agreement with the State of New Hampshire for the purpose of constructing a multi-lane
roundabout replacing the existing signalized intersection where East Hollis Street and Canal
Strect mect Bridge Street and to accept and appropriate $3.661,000 for the project; and

WHEREAS, said multi-lane roundabout is no longer contemplated and as such, that
Agreement and Resolution are no longer applicable and a new Agreement has been put forth by
the New Hampsitre Department of Transportation as described below.

NOW THEREFORE, BE IT RESOLVED by: the Board of Aldermen of the Citv of
Nashua that the Mayor is authorized to execute the attached New Hampshire Department of
Transportation Project Agreement for the purpose of improving the existing signalized
intersection where East Hollis Street and Canal Street meet Bridge Street.

The Mayor is hereby further authorized to accept and appropriate 80% federal funding
for this project in the amount of $2,929,000 and 20% State funding in the amount of $732,000
for a total appropriation of $3,661,000.

FURTHER RESOLVED that should the project cost exceed $3,661,000 up to an amount
of $4,576,250 (an additional $915,250), the City is authorized to accept and appropriate 80%
federal funding up to the amount of $732,200. In this event, the required City matching funds up
to the amount of $183,050 (20%) are available in the FY2022 General Fund Capital
Improvements appropriation (Account # 81-81100). Should project costs exceed $4,576,250, the
City is authorized to accept and appropriate 50% federal funding for the costs, and 50%
matching City funds would be required. The intention is to fund additional required matching

RESOLUTION R-21-166

funds through a future General Fund Capital Improvements appropriation, which would happen
in a subsequent budget or other resolution.

FURTHER RESOLVED that the Mayor, with the assistance of the Office of Corporation
Counsel, is authorized to prepare and execute the Project Agreement and all documents
contemplated by, related or required to effectuate the Project Agreement.

Nashua Division of Public Health and Community Services
proudly serving the Greater Nashua Region

900

PROMOTE PROTECT £PRESERVE

18 Mulberry St., Nashua | 603-589-4500 | NashuaNH.gov/DPHCS

The Attorney General's Office at the Department of Justice, Transportation and Construction Unit, has
approved this template for use in municipally-managed projects.

FEDERAL AID SURFACE TRANSPORTATION PROGRAM
PROJECT AGREEMENT
FOR

NASHUA
STATE VENDOR #: 177441
STATE PROJECT #: 16314
FEDERAL PROJECT #: X-A001{236)

THIS AGREEMENT, executed in triplicate, is made and entered into this _. day of

, 2021, between the NEW HAMPSHIRE DEPARTMENT OF TRANSPORTATION,

hereinafter called the “DEPARTMENT”, and the CITY of NASHUA, hereinafter called the “PROJECT
SPONSOR”.

WITNESSETH that,

WHEREAS, the DEPARTMENT and the PROJECT SPONSOR entered into a Federal Aid Surface
Transportation Program Project Agreement for Nashua, State Project # 16314, Federal Project # X-A001(236)
on March 7, 2014, which was to construct a mului-lane roundabout where East Hollis Street and Canal Street
meet Bridge Street in Nashua ("March 2014 Agreement”): and

WHEREAS, said multi-lane roundabout is no longer contemplated and for other reasons, with the
approval and signature of this Agreement, the March 2014 Agreement will be terminated in its entirety and no
longer in effect; and

WHEREAS, the DEPARTMENT and the PROJECT SPONSOR have determined that a project to
make improvements to the existing signalized intersection where East [Hollis Street and Canal Street meet
Bridve Street in the City of Nashua is an eligible project for funding under the Federal Aid Program created
under a federal Jaw known as the FAST-ACT (Fixing America’s Surface Transportation System Act): and

WHEREAS, the DEPARTMENT has established Federal Aid Surface Transportation Program
Project #16314 (ihe “Project”) for the aforesaid project, with the project finding and target advertising date
represented in the table below; and

Ad Year: 2021 | Federat Share State Share | City Share Non- Total Budget
80% 20% 0% Participation

Current Day
Estimate $2,929,000.00 | $732,000.00 $0.00 $0.00 $3,66 1,000.00

WHEREAS, the PROJECT SPONSOR desires to act as Sponsor and Manaver of the Project; and

WHEREAS, the DEPARTMENT desires to cooperate with the PROJECT SPONSOR in
accomplishing the Project;

NOW, THEREFORE, in consideration of the above premises and in further consideration of the
avreements herein set forth by and between the parties hereto, it is mutually agreed as follows:

The above recitals are hereby incorporated into this Agreement as if fully set forth herein.

DUTIES AND RESPONSIBILITIES OF THE PROJECT SPONSOR:

A.

F.

The PROJECT SPONSOR shall comply with all Federal and State of New Hampshire laws
and rules, regulations, and policies as applicable under the Federal-aid Highway Program for
Federal Aid Construction Contracts.

The PROJECT SPONSOR shall manage the design, environmental study, right-of-way
acquisition and construction of the Project. This management is described in the current
version of the DEPARTMENT’s document titled “Local Public Agency Manual for the
Development of Projects”. as it may be amended from time to time, and, by reference, is
hereby made a part of this AGREEMENT.

The PROJECT SPONSOR shall provide or cause to provide for both the maintenance of the
Project during construction and subsequent maintenance of all Project clements together with
the maintenance of sidewalks, which includes winter snow and ice removal in accordance with
the requirements of 23 CFR 1.27 and 28 CFR 35.133, once the work under this AGREEMENT
is completed, Should operational adjustments be necessary, the PROJECT SPONSOR agrees
that no changes will be made without prior approval of the DEPARTMENT and the Federal
Highway Administration.

The PROJECT SPONSOR shall submit monthly progress reports and invoices to the
DEPARTMENT for reimbursement by the DEPARTMENT of its share of the amounts paid
to engineering, environmental and/or right-of-way consultants and construction contractors
for the performance of the work set forth in the Application or agreed upon at the scoping
meeting. The invoice structure shall include details of work completed consistent with the
Scope of Work as defined in the Application, as well as backup information to support the
charges. The PROJECT SPONSOR shall certify that the invoices properly represent payment
for work that has been completed and paid for by the PROJECT SPONSOR.

The PROJECT SPONSOR is required to maintain all project and financial records pertinent
to the development of the Project for three (3) years bey ond the date of the DEPARTMENT’s
final voucher. The DEPARTMENT will send a letter to the PROJECT SPONSOR with the
date of this approval. If there is a failure to maintain this documentation, NHDOT and/or
Federal Highway Administration could take an action up to and including requesting a refund
of all reimbursed project costs. Any and all of these project and financial records must be
made available to the DEPARTMENT and Federal Highway Administration at their request.

The PROJECT SPONSOR shall defend, indemnify and hold harmless the DEPARTMENT
and its officials, agents and employees from and against any and all claims, liabilities or suits
arising from (or which may be claimed to arise from) any act or omission of the PROJECT
SPONSOR or ils subcontractors in the performance of this AGREEMENT. Notwithstanding
the foregoing, nothing herein contained shall be deemed to constitute a waiver of the sovereign
immunity of the State of New Hampshire or the DEPARTMENT, which immunity is hereby
reserved. This covenant shall survive the termination of this AGREEMENT.

Non-Discrimination:

t, The PROJECT SPONSOR agrees that it will comply with Title V1 of the Civil Rights Act
of 1964, 78 Stat. 252, 432 U.S.C. 2000d—2000d-4 (referred to as the ACT), and all
requirements imposed by or pursuant to Title 49, Code of Federal Regulations, US
Department of Transportation, Subtitle A, Office of the Secretary, Part 21. “Non-
discrimination in Federally-Assisted Programs of The Department of Transportation —

Effectuation of Title VI of the Civil Rights Act of 1964" (referred to as the *“REGULA-
TIONS’), the Federal-aid Highway Act of 1973, and other pertinent directives, to the end
that no person shall on the grounds of race, color, national origin, sex, age, Or disability,
be excluded from participation in, be denied the benefits of, or be subjected to
discrimination under any program or activity for which the PROJECT SPONSOR receives
Federal financial assistance extended by the State of New Hampshire. This
AGREEMENT obligates the PROJECT SPONSOR for the period during which Federal
financial assistance is extended.

2. The PROJECT SPONSOR hereby gives assurance as required by subsection 2 1.7(a}{1) of
the REGULATIONS that it will promptly take any measures necessary to effectuate this
AGREEMENT, including but not limited to the following specific assurances:

a. That each “program” and each “facility” as defined in subsections 21.23(e) and
21.23(b) of the REGULATIONS will be conducted or operated in compliance with
all requirements of the REGULATIONS.

b. That the PROJECT SPONSOR shall insert the following notification in all
solicitations for negotiated agreements or bids for work or material made in
connection with this Project: The PROJECT SPONSOR hereby notifies all bidders
that it will affirmatively insure that in anv contract entered into purstant to this
advertisement, disadvantaged business enterprises will be afforded full opportunity to
submit bids in response to this invitation and will not be discriminated against on the
grounds of race, color, national origin, sex, age, or disability in consideration for an
covard.

ec. That the PROJECT SPONSOR shall not discriminate on the basis of race, color,
national origin, or sex in the award and performance of any DEPARTMENT-assisted
contract or in the adiministration of its DBE program or the requirements of 49 CFR
part 26, The PROJECT SPONSOR shall take all necessary and reasonable steps under
49 CFR part 26 to ensure nondiscrimination in the award and administration of
DEPARTMENT-assisted contracts. The DEPARTMENT's DBE program, as required
by 49 CFR part 26 and as approved by the United States Department of
Transportation, is incorporated by reference in this AGREEMENT. Implementation
of this program is a legal obligation and failure to carry our its terms shall be treated
as a violation of this AGREEMENT. Upon notification to the PROJECT SPONSOR
of its failure to carry out ils approved program. the DEPARTMENT may impose
sanctions as provided for under part 26 and may, in appropriate cases, refer the matter
for enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act
of 1986 (31 U.S.C. 3801 ef seg.

ad. That the PROJECT SPONSOR shall include the following assurance in each contract
sizned with a contractor, and each subcontract the prime contractor signs with a
subcontractor: The contractor or subcontractor stall not discriminate on the basis of
race. color, national origin, sex, ave. or disability in the performance of this contract.
The contractor shall carry out applicable requirements of 49 CFR Part 26 in the
award and administration of DEPARTMENT-assisted contracts. Failure by the
contractor to carry out these requirements is aamaterial breach of this contract. which
may result in the termination of the contract or such ater remedy, as the recipient
deems appropriate.

3. The PROJECT SPONSOR shall insert a copy of the required provisions of Federally-
assisted construction contracts in accordance with Executive Order 11246, Equal
Employment Opportunity, and 41 CFR Part 60-4, Affirmative Action Requirements, in

Le)

ill.

H.

each contract entered into pursuant to this AGREEMENT, Required Federal contract
provisions can be obtained through the DEPARTMENT’s Labor Compliance Office (271-
6612) or Online at: http://Avww.nh.gowdot/org‘administration/ofe/documents.

The PROJECT SPONSOR certifies by entering into this Agreement that neither it nor its
principals are presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from entering into this Agreement by any federal agency or by any
department, agency or political subdivision of the State of New Hampshire. The term
“principal” for purposes of this Agreement means an officer, director, key employee or other
person with primary management or supervisory responsibilities, or a person who has critical
influence on or substantive control over the operations of the PROJECT SPONSOR. The
PROJECT SPONSOR also certifies that it will verify the state and federal suspension and
debarment status for all parties (consultant/vendor/contractor, etc.) receiving funds under this
Agreement as a sub-Agreement and shall be solely responsible for any recoupment, penalties
or costs that might arise from use of a suspended or debarred party. The PROJECT SPONSOR
shall immediately notify the Department ifany sub-Agreement party is debarred or suspended,
and shall, at the DEPARTMENT'S request. take all steps required by the State to terminate
its sub-Agreement relationship with the party for work to be performed under this Agreement.

If there is a default of any nature to this AGREEMENT, the PROJECT SPONSOR shall be
required to rermburse the DEPARTMENT and/or the Federal Highway Trust Fund for all
funds expended under this Project.

DUTIES AND RESPONSIBILITIES OF THE DEPARTMENT:

A.

B.

The DEPARTMENT shall review the Project engineering plans, environmental documents
and contract documents applicable to the Federal Highway Administration and State of New
Hampshire requirements for a Federally-funded project and submit appropriate documentation
to the Federal Highway Administration (FHWA) to receive Federal approval, The PROJECT
SPONSOR shall provide twelve (12) weeks advance notice of cach submittal requiring
DEPARTMENT action and/or review. [f the full submittal requiring only DEPARTMENT
action is received as scheduled, return of review comments and/or approval by the
DEPARTMENT shall be no later than four (4) weeks of PROJECT SPONSOR'S submittal to
the DEPARTMENT. Submittals requiring action by FHWA will be processed in a timely
manner, however a timeframe for approval by FHWA cannot be guaranteed.

The DEPARTMENT shall reimburse its share to the PROJECT SPONSOR after receipt and
approval of properly documented invoices that have been certified by the PROJECT
SPONSOR as properly representing work that has been completed and paid for by the
PROJECT SPONSOR.

The DEPARTMENT shall use its best efforts to obtain authorization of the Project from the
Federal Highway Administration,

IT IS FURTHER UNDERSTOOD AND AGREED BETWEEN THE DEPARTMENT AND
THE PROJECT SPONSOR:

A.

B.

That the PROJECT SPONSOR will not incur any Project costs nor enter into any agreement
with any third party, including but not limited to consultants. contractors, or engineers until
such time that it receives a written notice to proceed from the DEPARTMENT to do so.

That the maximum amount of funds available for this Project for reimbursement under this
AGREEMENT from the DEPARTMENT shall be as set forth in the table on page 1. As the
scope of the Project is finalized, should the costs for the Project exceed the amount budgeted,

E.

the DEPARTMENT and CITY agree to review Project to determine whether to reduce the
scope of the project or to seek additional funding sources. If the Department has additional
funds available for allocation to the project, the CITY will be responsible to provide funding
as follows:

Total Project Portion to be shared Funding Split for costs above current

Cost with City Total Project Cost

Up to $0 NVA
$3,66 1,000.00

Above Up to 80% Federal / 20% City
$3,661 ,000.00 $915,250.00

up to
$4,576,250.00

Above Amount over 50% Federal ! 50% City
$4,576,250.00 $4,576,250.00

The above table is intended to demonstrate how costs above the current budget would be
shared, but does not commit either party to provide additional funds. If a scope reduction
cannot be agreed upon, or if one or both parties cannot provide additional funds, the City will
be responsible for reimbursement as laid out in Section LI above.

Neither the DEPARTMENT nor the Federal Highway Administration will be responsible for
any expenses or costs incurred by the PROJECT SPONSOR under this AGREEMENT in
excess of the amounts shown on page | unless the DEPARTMENT expressly authorizes
additional funding prior to the work being performed.

That the PROJECT SPONSOR shall invoice the DEPARTMENT for incurred costs on a
monthly basis and the DEPARTMENT will process these invoices for payment in an
expeditious manner.

That the PROJECT SPONSOR agrees to commence the Project within three (3) months after
the date of this AGREEMENT and substanually complete the Project within five (5) years
after the date of the first notice to proceed date given by the DEPARTMENT, unless earlier
terminated as provided herein. The PROJECT SPONSOR may apply to the DEPARTMENT
for an extension. Failure to meet either deadline without good cause may cancel the
DEPARTMENT’s participation in this Project at its discretion. Any remaining funds wall be
forfeited. The PROJECT SPONSOR is responsible for informing and coordinating a new
Project completion date that will need to be approved by the DEPARTMENT if any condition
arises that may result in either deadline being unattainable.

That the PROJECT SPONSOR will attend a meeting with the DEPARTMENT’s
representative after signing this AGREEMENT to discuss the Project's scope. budget and
schedule. The PROJECT SPONSOR will subsequently provide a schedule showing project
milestones with dates, Failure to meet these dates could delay funding for construction.

That this AGREEMENT is contingent upon the appropriation of sufficient funds from the
State of New Hampshire Legislature and/or the Federal Highway Administration. [f sufficient
funds are not appropriated, the DEPARTMENT may terminate this AGREE-MENT upon