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CONTRACT
QUAKER CITY AUCTIONEERS, INC
409 EASTON STREET, SUITE 101

WILLOW GROVE, PA 19090
(215) 426-5300
Fax: (215) 426-6897

It is hereby agreed that Quaker City Auctioneers, Inc. hereinafter known as the
Auctioneer, is to sell for the the city of Nashua, New Hampshire , hereinafter known as
Municipality, at public online auction, all personal property as designated and represented by you
and located at premises known as, Ultima NIMCO, 1 Pine Street Extension, Nashua, New
Hampshire 03060, on the following terms and conditions:

1. The personal property shall be offered for sale by Auctioneer and sold to the highest
bidder(s) without limit or reserve unless otherwise agreed upon prior to sale via an online auction
hosted by BIDSPOTTER.

2 Municipality will receive, from Auctioneer, $10,000.00 prior to the commencement of the
auction. The first $100,000.00 of revenue collected will go to Auctioneer including expenses for
advertising and labor, projected to be $40,000.00 (Bidspotter $350.00 event fee is included),
assuming the sale generates proceeds in excess of the $10,000.00 payment to Municipality and
at least $40,000.00 in revenue; if the sale fails to generate $50,000.00 then Auctioneer will
sustain the outlay of expense loss). All revenue In excess of $100,000.00. will be split 50% to
Municipality and 50% to Auctioneer. An 18% buyers’ premium will be charged with 3% being
paid to Bidspotter and Auctioneer retaining 15%.

3 Auctioneer represents that it has knowledge of the names and addresses of persons and
firms who can be considered likely ta be interested in buying such personal property. Auctioneer
will catalog and inventory the personal property which will-be offered for sale; will send notices
and information to prospective buyers, informing them of the kind and character of the personal
property to be offered; will place advertisements in trade journals and newspapers, within such
limits as outlined in paragraph 4 of this agreement.

4, Municipality agrees Auctioneer will be reimbursed expenses from the revenue derived
from the Auction for advertising and other sales expenses, assuming the sale generates revenue
greater than the $10,000.00 payment to the Municipality; if there is a shortfall Auctioneer will
sustain the loss of expenses for revenue that is less than $50,000.00.

5. Municipality warrants that there are no outstanding creditor claims, delinquent mortgages
or liens of any kind pending or affecting the sale of the personal property to be sold by
Auctioneer, for your account at public and /or private sale, and all materials sold are in conformity
with the Uniform Commercial Code of the State of New Hampshire and, further agrees to hold
harmless and relieve Auctioneer of any liability and responsibility of any litigation resulting from
said public and/or private sale due to defective or encumberes title or creditor's claims.

6. Complete accounting and settlement in full of the proceeds received from the public and/
or private sale of the personal property shall be made by either and/or all parties to this
agreement within Fourteehn(14) days from date of auction, whichever occurs last. However,
Municipality authorizes Auctioneer to retain the first $100,000.00 of revenue collected from the
sale, with all revenue above $100,000.00 to be split equally (50-50) between Municipality and
Auctioneer.

7. Auctioneer agrees to collect full payment of invoices prior to removal of purchased
assets. If Auctioneer allows removal of items prier to payment, Auctioneer will be responsible for
the unpaid balances of those items. However, Auctioneer shall be held harmless for any
uncollected funds from Buyers that did not pay and remove their ifoms.

Page Two CONTRACT

8. Online auction shall commence in early October (and last until end time, usually 6 days
from the start of the sale).

9. if any assets as designated in this agreement are sold on or after the signing of this
agreement, it shall be considered to have been sald by the Auctioneer and will become part of
the revenue from the sale of the assets. However, if in the event of a fire, acts of God, or other
damage, caused to said personal property not due to negligence of Auctioneer, but preventing
sale thereof, due to such damage, Municipality agrees to compensate Auctioneer in accordance
with Paragraph 4 of this agreement to the extent of such sums as are recovered from insurance
companies or such other amounts recovered from all sources, Total settlements and all, shall be
considered as gross.receipts of sale.

10, Auctioneer will provide clerking services and a full accounting of the Auction to the
Municipality. Auctioneer will invoice and collect payments for the liems sold,

11. It is agreed by all parties that the personal property being offered for sale will be sold on
an “as is, where is” basis, without warranty or guarantee as to condition of said property.
Successful bidders of any personal property shall furnish all necessary labor and expense of
moving and an/or all personal property. All machinery movers and Riggers will furnish insurance
certificates naming Municipality as additional insured,

12. Auctioneer will use its best efforts to secure the highest and best prices for all personal
property offered and further warrants to Municipality that it will not purchase any of said personal
property for its own account or benefit.

13. Auctioneer agrees to furnish evidence of liability and property damage insurance in
aggregate amount of Four Million Dollars ($1,000,000.00 plus a 3,000,000.00 umbrella policy)
naming Municipality as additional insured.

14, Personal property may remain on the premises at said location for a period not to

exceed 30 days from date of auction, rental free thereon, unless otherwise extended in writing,
and Auctioneer will have its representative present during such period. Auctioneer may abandon
any unsold and unclaimed items from the Auction and will not be required to remove trash or
debris from the facility.

15, Municipality agrees to put for sale by online auction, the items of equipment currently

located at the facility known as Ultima NIMCO, located at 1 Pine Street Extension, Nashua, New

Hampshire 03060,

_ 16. In the event that the said sale does not take place through no fault or act on the part of

the Auctioneer, the Municipality shall pay fo Auctioneer as liquidated damages, any and all
expenses incurred by Auctioneer uncer paragraphs 4 and 10, including but not limited to the
stated amount in Paragraph 4, ,

Page Three CONTRACT

17, Whenever under this Agreement notice is required to be given, it shall be in writing, sent
by registered mail, return receipt requested, and shall be deemed to have been given on the date
when such notice is posted:

a) lf to Municipality:

James W. Donchess
229 Main street
Nashua, New Hampshire, 03061

b) If to Auctioneer:

Eric Merback

Quaker City Auctionsers, Inc,
409 Easton Road, Suite 1014
Willow Grave, PA 19090

18, This agreement shall be governed and construed in accordance with the law of the State
of New Hampshire. Any action, cause of action, or claim arising pursuant to this magreement,
the work performed or to be performed thereunder, or in any way referable thereto shall be
brought.in the New Hampshire Superior Court for the Southern District of Hillsborough County or
the New Hampshire 9" Circuit Court — Nashua and not elsewhere.

IN WITNESS WHEREOF, the parties hereto have, by their duly authorized representatives,
pljaced their hands and seals on the date first above written.

By Municipality
City of Nashua By Auctioneer
QUAKER CITY AUCTIONEERS, INC.

By. _ By C Ate WM erluek,
James W. Donchess / Eric Merbaék,
Mayor, City of Nashua President

Date: Date: 8 ~ 26 - ZOlF

(

Py

THE CITY OF NASHUA “The Gate City’

Financial Services

Purchasing Department

August 29, 2019
Memo #20-021

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: LOW FLOOR CUTAWAY VAN (VALUE $123,894)
DEPARTMENT: 181 COMMUNITY DEVELOPMENT; FUND: TRANSIT GRANTS
ACTIVITY: CERF

Please see attached communication from Camille Pattison, Transportation Manager, dated August 8,
2019 for information related to this contract award.

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 Community Development Department and the Purchasing Department recommend the award of this
purchase to New England Wheels of Billerica, MA in an amount of $123,894.

fb
Dan Kéoken
Purchasing Manager

Cc: C. Pattison J. Graziano

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

s Community Development 589-3095
City of Nashua Planning and Zoning 589-3090

. Las Building Safet 589-3080
Community Development Division Code Enforcanent 589.3100
City Hall, 229 Main Street, PO Box 2019 Can Programs mission bonaree
Nashua, New Hampshire 03061-2019 Transportation 880-0100
www.nashuanh.gov FAX 589-3119

Date: August 8, 2019
To: Jim Donchess, Mayor
From: Camille Pattison, Transportation Manager

Re: Finance Committee — Purchase of 1 Low Floor Cutaway Van

In August, the Nashua Transit System (NTS) was awarded $110,000 dollars in 5310 funds from the
State of NH to purchase 1 Low Floor Cutaway Van.

The Nashua Transit System (NTS) went out to bid under RF'P0/52-071919 Preposal for Low Floor
Cutaway Vans for NTS to replace one of its para-transit vans, with the option for up to five more,
over the summer of 2019, in accordance with both the City of Nashua and FTA procurement
procedures. We received proposals for four different vehicles from two companies. New England
Wheels provided a proposal for a Front Runner and Creative Bus Sales provided proposals for two
Arboc Vans and the Lonestar Promaster. Per FTA requirements, the City determined that New

England Wheels met the criteria as a responsive and responsible contractor in accordance with 49
USS.C. § 5325) of the United States Code.

The proposal from New England Wheels was presented at a base cost of $114,618 for each Low
Floor Cutaway Van. The City requested costs for additional options. The City selected 6 additional
options and asked New England Wheels to send a best and final offer, which resulted in a final cost
of $123,894.

In addition, the City of Nashua worked with the Nashua Regional Planning Commission (NRPC)
and the State of NH, to secure matching funds from the State to offset the City’s costs in this
purchase. The State of NH has committed to pay half of the local match ($6,947), through their
FY19 fiscal budget and State Transportation Improvement Plan (STIP), which leaves only ($6,947)
of the total contract to be funded by the City. The City’s portion is part of the approved CERF
funding plan for FY17.

Nashua Transit recommends awarding the contract to replace one of the City’s Low Floor Cutaway
Vans to New England Wheels, Billerica, MA, in the amount of $123,894.

Contract
8/16/19

CITY OF NASHUA CONTRACT FOR
THE SALE OF GOODS

This Contract for the Sale of Goods ("Contract") is made and entered into as of the
__ day of 2019 ("Effective Date") by and between the City of Nashua, a
municipal corporation ("City" or "Buyer"), and New England Wheels, ("Seller") and
hereby acknowledges the request to purchase one (1) Low Floor Cutaway Van with the
option to buy up to 5 additional vans. This Contract, all exhibits to the Contract, and
Appendix A Van Specifications, are collectively referred to as the "Contract Documents."

RECITALS
City issued the RFP on June 7, 2019 which RFP is incorporated herein by this reference;

A. City is in need of up to six (6) low floor cutaway vans ("Vans" or "Goods"), as
more fully described in the Contract Documents;

B, Seller submitted a proposal in response to the RFP which is acceptable to the City;

C. City has determined that Seller is capable of providing the Vans at a reasonable
price and in a timely manner; and,

D. City agrees to purchase the Vans from Seller, subject to the terms and conditions of
the Contract Documents.

NOW, THEREFORE, in consideration of the mutual covenants and promises of
City and Seller contained herein and the receipt of good and valuable consideration, the
receipt of which is hereby acknowledged, City and Seller hereby agree as follows:

AGREEMENT

1. Recitals. The above Recitals are true and correct and incorporated herein by
reference.

2. Purchase of Vans. Seller agrees to sell to City and City agrees to purchase from
Seller one (1) Van as an initial purchase with the option to purchase five (5) more Vans all
pursuant to the terms of this Contract and the other Contract Documents. A complete
listing of the required specifications for the Vans is contained in "Section 5 Technical
Specifications” of the RFP. In the event of a conflict between this Contract and the other
Contract Documents, the terms of this Contract shall control for all purposes.

3. Term of Contract. This Contract shall be effective as of the Effective Date
executed and shall terminate five (5) years from the Effective Date or after all five (5)
optional Vans have been purchased and delivered, whichever is later, unless earlier
terminated or extended as provided for herein. Provided, however, that in no event shall the
term of this Contract be for longer than 5 years.

4. Purchase Price for Low Floor Cutaway Vans. The total price of the Low
Floor Cutaway Vans, as further summarized on Exhibit A of this Contract, shall not exceed
$ 123,894 each for Vans, without City's prior written approval.

5. Invoicing and Payment. Seller shall invoice the City for the full price of each
Low Floor Cutaway Van within thirty (30) calendar days following the date of final
acceptance for such Van. For purposes of this Contract, "date of final acceptance" shall
mean the date each Low Floor Cutaway Van is inspected and accepted pursuant to Section
7 of this Contract. No finance charges shall be paid by the City. The City shall pay Seller
within thirty (30) calendar days of receipt of an undisputed invoice or payment will be
made ina reasonable length of time after approval and receipt of funds from FTA or other
funding sources, where applicable. There will be no prepayments or down payments made
on this procurement.

A. Invoicing. Seller’s invoices must include the City’s Purchase Order number,
be billed and payable in U.S. dollars and paid by payment methods agreed to by both the
Seller and City. All requests for payment shall be mailed to: Accounts Payable, City of
Nashua, 229 Main St., Nashua, New Hampshire 03060.

6. Delivery of Goods. Unless otherwise specified in writing by the City, Seller
shall deliver the Low Floor Cutaway Vans to City at City's offices located at 11 Riverside
Street Nashua, New Hampshire with shipping and insurance charges included in the price.
Shipments shall be accepted Monday through Friday, 8:00 AM to 4:00 PM, excluding
holidays. Seller is required to notify the City’s purchasing agent in advance if delivery
cannot be made during these hours.

Delivery must be at a mutually agreed upon time, no later than February 30, 2020.
The Low Floor Cutaway Vans shall be delivered to City by Seller free of any liens and
encumbrances.

7. Inspection and Acceptance. The Low Floor Cutaway Vans shall be received
by City subject to City's reasonable inspection, testing, approval, and acceptance. If the
Low Floor Cutaway Vans are rejected by the City as nonconforming, City may return the
Low Floor Cutaway Vans to Seller at Seller's risk and expense, and the Low Floor
Cutaway Vans shall not be replaced or repaired by Seller without written authorization
from City. If City does not provide written acceptance or a list of deficiencies within the
thirty (30) calendar days following Seller's delivery of the Low Floor Cutaway Vans as
required by Section 6 of this Contract, the Low Floor Cutaway Vans shall be deemed
accepted.

8. Title/Risk of Loss. Title, ownership, and risk of loss or damage of the Low
Floor Cutaway Vans shall remain with Seller until the Low Floor Cutaway Vans are
delivered to, inspected and accepted by City, except when such loss or damage is due to the
fault or negligence of City. Once accepted by City, title, ownership, and risk of loss shall
transfer to City.

9. Termination and Suspension. The City, in its sole discretion, shall have the
right to terminate, abandon, or suspend all or part of the project and contract at will. Ifthe
City chooses to terminate, abandon, or suspend all or part of the project, it shall provide
Seller thirty (30) day’s written notice of its intent to do so. If all or part of the project is
suspended for more than ninety (90) days, the suspension shall be treated as a termination
at will of all or that part of the project and contract.

Upon receipt of notice of termination, abandonment, or suspension at will, Seller

shall:
a. Immediately discontinue work on the date and to the extent specified in the
notice.
b. Provide the City with a list of all unperformed services.
c. Place no further orders or sub-contracts for materials, services, or facilities,

other than as may be necessary or required for completion of such portion of
work under the contract that is not terminated.

d. Immediately make every reasonable effort to obtain cancellation upon terms
satisfactory to the City of all orders or sub contracts to the extent they relate
to the performance of work terminated, abandoned, or suspended under the
notice, assign to the City any orders or sub contracts specified in the notice,
and revoke agreements specified in the notice.

e. Not resume work after the effective date of a notice of suspension until
receipt of a written notice from the City to resume performance.

In the event of a termination, abandonment, or suspension at will, Seller shall
receive all amounts due and not previously paid to Seller for work satisfactorily completed
in accordance with the Contract Documents prior to the date of the notice and
compensation for work thereafter completed as specified in the notice. No amount shall be
allowed or paid for anticipated profit on unperformed services or other unperformed work.

TERMINATION FOR CAUSE

This agreement may be terminated by the City on ten (10) calendar day’s written
notice to Seller in the event of a failure by Seller to adhere to any or all the terms and
conditions of the contract or for failure to satisfactorily, in the sole opinion of the City, to
complete or make sufficient progress on the work in a timely and professional manner.
Seller shall be given an opportunity for consultation with the City prior to the effective date
of the termination.

Upon receipt of notice of termination for cause, Seller shall:
1. Immediately discontinue work on the date and to the extent specified in the notice.

3

City of Nashua

Purchasing Department

Administrative Services Division (603) 589-3330
229 Main Street - Nashua, NH 03060 Fax (603) 594-3233
July 27, 2022
Memo #23-315
TO: Mayor Donchess
Finance Committee
SUBJECT: ESRI GIS Enterprise Agreement Renewal in the amount not to exceed $115,308 funded

from 54407 Software Maintenance/General Fund

Please see attached communications from Kimberly Kleiner, Director of Administrative Services, dated July
26, 2022 for project specific details related to this purchase. Below please find a summary of the purchase
approval request:

Item: 3 year contract for GIS Enterprise License
Value: $38,436 per year, total $115,308
Vendor: ESRI

Department: 106 Administrative Services
Source Fund: 54407 Software Maintenance/ General Fund

Ordinance: Pursuant to § 5-84 Special purchase procedures. A/(4) Sole-source procurements, where
the proposed purchase is manufactured by only one company.

Administrative Services Division, and the Purchasing Department respectfully request your approval of
this contract.

Regards,

Amy Girard

Purchasing Manager

Ce: K Kleiner
J Graziano

2. Provide the City with a list of all unperformed services.

3. Place no further orders or sub-contracts for materials, services, or facilities, other
than as may be necessary or required for completion of such portion of work under
the contract that is not terminated.

4. Immediately make every reasonable effort to obtain cancellation upon terms
satisfactory to the City of all orders or sub contracts to the extent they relate to the
performance of work terminated, abandoned, or suspended under the notice, assign
to the City any orders or sub contracts specified in the notice, and revoke
agreements specified in the notice.

5. Not resume work after the effective date of a notice of termination unless and until
receipt of a written notice from the City to resume performance.

In the event of a termination for cause, Seller shall receive all amounts due and not
previously paid to Seller for work satisfactorily completed in accordance with the contract
prior to the date of the notice, less all previous payments. No amount shall be allowed or
paid for anticipated profit on unperformed services or other unperformed work. Any such
payment may be adjusted to the extent of any additional costs occasioned to the City by
reasons of Seller’s failure. Seller shall not be relieved of liability to the City for damages
sustained from the failure, and the City may withhold any payment to the Seller until such
time as the exact amount of damages due to the City is determined. All claims for payment
by the Seller must be submitted to the City within 30 days of the effective date of the
notice of termination.

If after termination for the failure of Seller to adhere to any of the terms and conditions
of the contract or for failure to satisfactorily, in the sole opinion of the City, to complete or
make sufficient progress on the work in a timely and professional manner, it is determined
that Seller had not so failed, the termination shall be deemed to have been a termination at
will. In that event, the City shall, if necessary, make an adjustment in the compensation
paid to Seller such that Seller receives total compensation in the same amount as it would
have received in the event of a termination-at-will.

GENERAL PROVISIONS FOR TERMINATION

Upon termination of the contract, the City may take over the work and prosecute it
to completion by agreement with another party or otherwise. Upon termination, City shall
be entitled to all work and goods produced or received as of the date of termination, unless
otherwise returned or rejected by the City. Upon termination of the contract or in the event
Seller shall cease conducting business, the City shall have the right to solicit applications
for employment from any employee of the Seller assigned to the performance of the
contract. Neither party shall be considered in default of the performance of such
obligations is prevented or delayed by any cause, existing or future, which is beyond the
reasonable control of such party. Delays arising from the actions or inactions of one or
more of Seller’s principals, officers, employees, agents, subcontractors, sub consultants,
vendors, or suppliers are expressly recognized to be within Seller’s control.