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21.

22.

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 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 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
list of work not completed. With respect to work listed by the City of Nashua as incomplete,
Independent Contractor shall promptly complete the work and the final acceptance procedure

GC 9 of 11

23.

24,

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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 compietion 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.

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.

GC 10 of 11

27.

28.

29.

30.

31.

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

[= L OVW EXHIBIT B

ASSESSMENT SERVICES

January 5, 2017

Attn: Noelle Osborne
Re: CSO Flow Monitoring & Alarming
Dear Noelle,

Please find below the scope we discussed and fee schedule for your review. As you will see, there is
an installation cost included that was not part of our original pricing in the RFP. This is due to the
fact that, at the time, the meters were already installed. Also, I was unsure on the estimated duration
of this project, so I included a monthly cost for operation, maintenance and rental at a slightly
reduced rate than previously quoted in the RFP. Please let me know if you have any questions or if
you would like to move ahead with this project and I can generate a more formal proposal.

FEE SCHEDULE

Item Description of Tasks Estimated Unit Total
# Quantity Cost Cost
1 Installation of Equipment 11 Installs $850.00 | $9,350.00
Item Description of Tasks Total Quantity | Unit Cost | Total Monthly
# Cost
2 Operation, Maintenance & Rental 11 Sites $425.00 $4,675.00
(As Described in RFP0298-072015)

After your review of this information please don’t hesitate to call with any questions.

Best regards,
Flow Assessment Services, LLC

+ f Go

Paul P. Casey
Managing Partner

(ge) THE CITY OF NASHUA reese

Financial Services

Purchasing Department

December 21, 2017
Memo #18-068

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: PURCHASE OF TWO FORD F350 4X4 TRUCKS WITH V PLOWS (VALUE: $98,038)
DEPARTMENT: 177 PARKS AND RECREATION; FUNDS: TRUST/CERF

Please see the attached communication dated December 14, 2017 from Nicholas Caggiano,
Superintendent Parks and Recreation for the information related to this purchase.

Pursuant to § 5-84 Special purchase procedures A. (3) Purchases which can be procured through
cooperative intergovernmental purchase agreements with other governmental jurisdictions.

This item is contingent upon BOA approval.

The Superintendent of the Parks and Recreation Department, Fleet Manager, Board of Public Works
(12/14/2017 Meeting) and the Purchasing Department recommend this purchase in an amount of $98,038
to MHQ of Marlborough, MA.

Respectfully, .

BLGEC—

Purchasing Manager

Cc: N Caggiano L Fautex

229 Main Street e Nashua, New Hampshire 03061 e Phone (603) 589-3330 e Fax (603) 589-3344 |

GENERAL CONDITIONS

ARTICLE 1 - DEFINITIONS AND TERMINOLOGY

1.01 Defined Terms

A. Wherever used in the Contract Documents and printed with initial or all capital letters, the terms listed below will
have the meanings indicated which are applicable to both the singular and plural thereof.

1. Addenda--Written or graphic instruments issued prior to the opening of Bids, which clarify, correct, or change
the Bidding Requirements or the Contract Documents.

2. Agreement--The written instrument which is evidence of the agreement between OWNER and CONTRACTOR
covering the Work.

3. Application for Payment--The form acceptable to ENGINEER which is to be used by CONTRACTOR during the
course of the Work in requesting progress or final payments and which is to be accompanied by such supporting
documentation as is required by the Contract Documents.

4. Asbestos--Any material that contains more than one percent asbestos and is friable or is releasing asbestos
fibers into the air above current action levels established by the United States Occupational Safety and Health
Administration.

5. Bid--The offer or proposal of a bidder submitted on the prescribed form setting forth the prices for the Work to
be performed.

6. Bidding Documents--The Bidding Requirements and the proposed Contract Documents (including all Addenda
issued prior to receipt of Bids).

7. Bidding Requirements--The Advertisement or Invitation to Bid, Instructions to Bidders, Bid security form, if any,
and the Bid form with any supplements.

8. Bonds--Performance and payment bonds and other instruments of security.

9. Change Order--A document recommended by ENGINEER which is signed by CONTRACTOR and OWNER and
authorizes an addition, deletion, or revision in the Work or an adjustment in the Contract Price or the Contract
Times, issued on or after the Effective Date of the Agreement.

10. Claim--A demand or assertion by OWNER or CONTRACTOR seeking an adjustment of Contract Price or
Contract Times, or both, or other relief with respect to the terms of the Contract. A demand for money or services
by a third party is not a Claim.

11. Contract--The entire and integrated written agreement between the OWNER and CONTRACTOR concerning
the Work. The contract supersedes prior negotiations, representations, or agreements, whether written or oral.

12. Contract Documents--The Contract Documents establish the rights and obligations of the parties and include
the Agreement, Addenda (which pertain to the Contract Documents), CONTRACTOR’s Bid (including
documentation accompanying the Bid and any post Bid documentation submitted prior to the Notice of Award)
when attached as an exhibit to the Agreement, the Notice to Proceed, the Bonds, these General Conditions, the
Supplementary Conditions, the Specifications, the Drawings and the Purchases Order as the same are more

GC -4o0f55

To:

From:

Re:

A. Motion:

Attachments:

Discussion:

kes 937
City of Nashua, Public Works Division

Board of Public Works Meeting Date: December 14, 2017

Nick Caggiano, Superintendent
Parks and Recreation Department

Purchase of two Ford F350 4x4 trucks with V plows.

To approve the purchase of two 2018 Ford F350 4x4 service body replacement
trucks with V plows from MHQ (Municipal Headquarters) of Marlborough, MA
for the price of $98,038.08 pursuant to the Plymouth County Contract. Funding
will be through Department: 177 Parks and Recreation; Fund: Trust; Activity:
CERF.

Quote from MHQ

This scheduled purchase will replace units #538 a, 2009 Ford pickup truck, and
#539 a 2009 Ford pickup truck. These vehicles currently have 59,900 and 61,873
miles on them. They are showing corrosion to the floor, frame and brake lines.
These replacement units will be used by maintenance crews in the summer and by
snow crews in the winter caring for the inner city snow routes and schools.

This request is consistent with the City Capital Equipment Reserve Fund (CERF)
detailed schedule. The planned CERF purchase for these vehicles for FY 17 was
deferred until FY 18. The Ford F 350 comes with a 3 year 36,000 mile warranty.
The V plow set up will allow us to do a better job plowing in intercity routes and
the dead ends by being able to shelf up the snow. The Superintendent and Fleet
Manager both recommend this purchase.

U4957]

VEHICLES H EQUIPMENT @ GEAW
VERDES H EQUIPMENT W GEAW

ContactName: Mr.John Stewart Date: November 28, 2017
Company/Dept: NashuaDPWo Valid for: GODays
Street Address: QStadium Drive Customer
City, State, Zip: NashuaNH03062 Contract: MAPC
Phone: ee SalesRep: BrianSmith
Vehicle:

$27,320.

“$557,

50.
$623.7

$0.

SQ.

$0.

2018 Ford F350 - ular Cab Pickup 4x4 27,320.00
Pickup Bed Delete (557.00

1

1

Four Wheel Drive - 1

Color : Green Gem 623.75 1

6.2L V8 Gasoline Engine; with 6 speed Automatic Tr - 1

All Season Tires, Including full size re - 1

Air Conditioning - i

AM/FM radio with digital clock 1 $0.

Dual exterior fold-away mirrors - 1 SO.

40/20/40 Vin it Bench Seat - 1 $0.00
1 50.00
i $441.35
1 5887.55
1 $160.05
1 $179.45
1 $261.90
1 $310.40
1 00
1 286.15

1 Flooring -
18" Steel Whee! Upgrade (GVW to 11,300 Ibs) 441.35
Power group { Windows, Locks, & Mirrors) 887.55
x (6) Factory Upfitter Switches 160.05
actory Snow Plow Prep. Package 179,45
railer Brake Controller 261.90
actory Cab Steps ( Running Boards } 310.40

anually Locking Hubs (for 4WD -
re Tire and Wheel (full size spare 286.15

Vehicle TOTAL: $295,913.60

Equipment:

o

22.11 Steel Cab Guard (Back Rack) 525.00 §525.00
4,10. Whelen Traffic Advisor w/ TADCTL1 Control Hd. 1,055.00 $1,055.00
3.10. Whelen Vertex LED Hide-a-ways 2 in front 2 in rear 455.00 $455,
1.08 Whelen Super LED Beacon 420.00 $840.00
Off MSRP Mounting Plate Brkts for Beacon LED's 40.22 580.44

22.03 Rhino Coat Bedliner (interior and comp. tops) 845.00 $845.00

2.21 Fisher 8.5 V Series Plow 6,995.00 56,995.00

2.30, Steel Cutting Edge for V-Plow 245.00 245,
22,17 Trailer Plug - Ford 7 blade RV Style 175.00 175.00
8.02 8' Steel Utili 495.00 495.00
8.1 Base Coat / Clear Coat paint ta match cab $1,395.00 §1,395.00

Equipment TOTAL $19,105.44

Nashua DPW F350 8' Utility Plow 112817(R2) Page 1 of 2

Grand Total of Quote| $49,019.04]

TERMS AND CONDITIONS

*This quate 1s val tor 60 days trom the ate o quote. Any purchase orders or approved q quotes received outside of the 60 day quote , period will ‘be
subject to price adjustments. By signing this quote, the customer is agreeing to pay, in full, for all items listed above, Any requests for changes,
modifications, replacements, removals or additional items may be subject to additional fees and/or adjusted delivery dates.

M.G.L c. 308 applies to the procurement of all commodities quoted. Contract items have been collectively purchased pursuant to M.G.L ¢ 30B sec 1c
and M.G.L ¢.7 sec 228. The government body is responsible to determine the applicibility of M.G.L. c30B to off contract items, but not limited to, off
contract items that have already been properly procured under M.G.L. ¢30B sec 1c and M.G.L. c7 sec 22A (purchases from a vendor on contract with
the Commonwealth), other contracts procured under M.G.L. c30B sec ic and M.G.L. c. 30B contract between the vendor and the jurisdiction. All off

contract items must be proccured under M.G.L. c, 308.

The ierms and conditions stated herein and the p provisions of any anreement. between MHQ and Buyer. if applicable. shail constitute the complete and.

ORDER ACKNOWLEOGEMEN

By signing this document you are agreeing to the above terms sand conditions of this order from MHQ, Inc.

x
PRINT NAME
TITLE

x

SIGNATURE
Quote provided by Brian Smith, Account Manager at MHQ

Nashua DPW F350 8' Utility Plow 112817(R2) Page 2 of 2

City of Nashua

Office of the Treasurer

229 Main Street - Nashua, NH 03060 (603) 589-3193
Fax (603)589-3228

December 20, 2017

To: Board of Aldermen
From: David G. Fredette, Treasurer/Tax Collector

Re: Purchase replacement for two 2009 Ford F250 % ton 4X4 Pick-up Trucks with Plow (Parks & Rec)

The purpose of this communication is to inform the Board of Aldermen that two vehicles listed in the
FY2018 Adopted Budget under Planned CERF Replacements will exceed the ten percent purchase price
threshold. In particular, the two 2018 Ford F350 4x4 service body pick-ups with V plows has come in at
$98,038.08, which exceeds the 10% threshold by $4,657. (The CERF estimated replacement value is
$84,892). The reason for this variance is because the Parks and Recreation Department is replacing the two
F250 pick-ups with two F350 pick-ups with V plows. This V plow upgrade is necessary to improve the inner
city plowing and allow the ability to shelf-up snow on dead end streets. The Superintendent and Fleet
Manager both recommend this purchase. The vehicles were approved by the Board of Public Works at their
December 14, 2017.

Although the cost of this particular purchase is over the CERF estimated replacement cost the department’s
overall CERF budget was under by approximately $13,000 for the large mower recently purchased under the
CERF replacement program.

Pursuant to NRO 5-127.1 D Capital Equipment reserve Fund, which states: “During that fiscal year, the
city may purchase that equipment, or equipment that will serve the same stated purpose as the listed
equipment as long as the price does not vary by more than ten percent of the estimated replacement
value. All purchases from the Capital Equipment Reserve Fund must comply with the city’s purchasing
approval process. Any requests to use funds from the Capital Equipment Reserve Fund must be
approved by the board of aldermen.”

I respectfully request the concurrence from the Board of Aldermen for this planned purchase, which is
over the ten percent threshold.

17-023