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persons, and Professional Engineer is encouraged to purchase such additional
insurance, as it deems necessary.

> The insurance provided herein is primary, and no insurance held or owned by the City
of Nashua shall be called upon to contribute to a loss.

> Professional Engineer is responsible for and required to remedy all damage or loss to any
property, including property of the City of Nashua, caused in whole or part by
Professional Engineer or anyone employed, directed, or supervised by Professional
Engineer.

12, INDEMNIFICATION Regardless of any coverage provided by any insurance, Professional Engineer

1

1

—
aT

3.

4.

agrees to indemnify and hold harmless the City of Nashua, its agents, officials, employees and
authorized representatives and their employees from and against any and all suits, causes of
action, legal or administrative proceedings, arbitrations, claims, demands, damages, liabilities,
interest, attorney’s fees, costs and expenses of any kind or nature in any manner caused,
occasioned, or contributed to in whole or in part by reason of any negligent act, omission, or fault
or willful misconduct, whether active or passive, of Professional Engineer or of anyone acting
under its direction or control or on its behalf in connection with or incidental to the performance
of this contract. Professional Engineer’s indemnity and hold harmless obligations, or portions
thereof, shall not apply to liability caused by the sole negligence or willful misconduct of the
party indemnified or held harmless.

FISCAL CONTINGENCY All payments under this contract are contingent upon the availability to
the City of Nashua of the necessary funds. This contract shall terminate and the City of Nashua's
obligations under it shall be extinguished at the end of any fiscal year in which the City of Nashua
fails to appropriate monies for the ensuing fiscal year sufficient for the performance of this
contract.

Nothing in this contract shall be construed to provide Professional Engineer with a right of
payment over any other entity. Any funds obligated by the City of Nashua under this contract
that are not paid to Professional Engineer shall automatically revert to the City of Nashua’s
discretionary control upon the completion, termination, or cancellation of the agreement. The
City of Nashua shall not have any obligation to re-award or to provide, in any manner, the
unexpended funds to Professional Engineer. Professional Engineer shall have no claim of any sort
to the unexpended funds.

COMPENSATION Review by the City of Nashua of Professional Engineer's submitted monthly
invoice forms and progress reports for payment will be promptly accomplished by the City of
Nashua. If there is insufficient information, the City of Nashua may require Professional
Engineer to submit additional information. Unless the City of Nashua, in its sole discretion,
decides otherwise, the City of Nashua shall pay Professional Engineer in full within 30 days of
approval of the submitted monthly invoice forms and progress reports.

. COMPLIANCE WITH APPLICABLE LAWS Professional Engineer, at all times, shall fully and

completely comply with all applicable local, state and federal laws, statutes, regulations,
ordinances, orders, or requirements of any sort in carrying out the obligations of this contract,
including, but not limited to, all federal, state, and local accounting procedures and requirements,
all immigration and naturalization laws, and the Americans With Disabilities Act. Professional
Engineer shall, throughout the period services are to be performed under this contract, monitor for
any changes to the applicable laws, statutes, regulations, ordinances, orders, or requirements,
shall promptly notify the City of Nashua in writing of any changes to the same relating to or
affecting this contract, and shall submit detailed documentation of any effect of the change in
terms of both time and cost of performing the contract.

GC 7 of 11

16.

17.

18.

19.

NONDISCRIMINATION If applicable or required under any federal or state law, statute, regulation,
order, or other requirement, Professional Engineer agrees to the following terms. Professional
Engineer will not discriminate against any employee or applicant for employment because of
physical or mental handicap in regard to any position for which the employee or applicant for
employment is qualified. Professional Engineer agrees to take affirmative action to employ,
advance in employment, or to otherwise treat qualified, handicapped individuals without
discrimination based upon physical or mental handicap in all employment practices, including but
not limited to the following: employment, upgrading, demotion, transfer, recruitment,
advertising, layoff, termination, rates of pay, or other forms of compensation and selection for
training, including apprenticeship.

Without limitation of the foregoing, Professional Engineer's attention is directed to “Title
41”Public Contracts and Property Management” C.F.R. Subtitle B “Other Provisions Relating to
Public Contracts” Section 60 “Office of Federal Contract Compliance Programs, Equal
Employment, Department of Labor” which, by this reference, is incorporated in this contract.

Professional Engineer agrees to assist disadvantaged business enterprises in obtaining business
opportunities by identifying and encouraging disadvantaged suppliers, consultants, and sub
consultants to participate to the extent possible, consistent with their qualification, quality of
work, and obligation of Professional Engineer under this contract.

In connection with the performance of work under this contract, Professional Engineer agrees not
to discriminate against any employee or applicant for employment because of race, creed, color,
national origin, sex, age, or sexual orientation. This agreement includes, but is not limited to, the
following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising,
layoff or termination, rates of pay or other forms of compensation, and selection for training,
including apprenticeship.

Professional Engineer agrees, if applicable, to insert these provisions in all subcontracts, except
for subcontracts for standard commercial supplies or raw materials. Any violation of any
applicable provision by Professional Engineer shail constitute a material breach of the contract.

ENDORSEMENT Professional Engineer shall seal and/or stamp and sign professional documents
including drawings, plans, maps, reports, specifications, and other instruments of service prepared
by Professional Engineer or under its direction as required under the laws of the State of New
Hampshire.

ASSIGNMENT, TRANSFER, DELEGATION, OR SUBCONTRACTING Professional Engineer shall not
assign, transfer, delegate, or subcontract any rights, obligations, or duties under this contract
without the prior written consent of the City of Nashua. Any such assignment, transfer,
delegation, or subcontracting without the prior written consent of the City of Nashua is void. Any
consent of the City of Nashua to any assignment, transfer, delegation, or subcontracting shall only
apply to the incidents expressed and provided for in the written consent and shall not be deemed
to be a consent to any subsequent assignment, transfer, delegation, or subcontracting. Any such
assignment, transfer, delegation, or subcontract shall require compliance with or shall incorporate
all terms and conditions set forth in this agreement, including all incorporated Exhibits and
written amendments or modifications. Subject to the foregoing provisions, the contract inures to
the benefit of, and is binding upon, the successors and assigns of the parties.

CITY INSPECTION OF CONTRACT MATERIALS The books, records, documents and accounting
procedures and practices of Professional Engineer related to this contract shall be subject to

GC 8 of 11

20.

21.

inspection, examination and audit by the City of Nashua, including, but not limited to, the
contracting agency, the Board of Public Works, Corporation Counsel, and, if applicable, the
Comptroller General of the United States, or any authorized representative of those entities.

DISPOSITION OF CONTRACT MATERIALS 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 Professional
Engineer in the performance of its obligations under this contract shall be the exclusive property
of the City of Nashua and all such materials shall be remitted and delivered, at Professional
Engineer's expense, by Professional Engineer to the City of Nashua upon completion,
termination, or cancellation of this contract. Alternatively, if the City of Nashua provides its
written approval to Professional Engineer, 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 Professional
Engineer in the performance of its obligations under this contract must be retained by
Professional Engineer 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 Professional Engineer shall promptly remit and
deliver the materials, at Professional Engineer's expense, to the City of Nashua. Professional
Engineer shall not use, willingly allow or cause to have such materials used for any purpose other
than the performance of Professional Engineer's obligations under this contract without the prior
written consent of the City of Nashua.

PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS Professional Engineer expressly agrees
that all documents ever submitted, filed, or deposited with the City of Nashua by Professional
Engineer (including those remitted to the City of Nashua by Professional Engineer 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 Professional Engineer 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 Professional Engineer. The City of Nashua shall have the right to reproduce any
such materials.

Professional Engineer 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. Professional Engineer
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 Professional Engineer infringes any copyright or that any equipment,
material, or process (or any part thereof) specified by Professional Engineer infringes any patent.

Professional Engineer 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

GC 9 of 11

22.

23.

24.

25.

26.

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, Professional Engineer
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 Professional Engineer in writing that the whole of the work was
completed on the date indicated in the notice or provide Professional Engineer with a written list
of work net completed. With respect te work listed by the City of Nashua as incomplete,
Professional Engineer shall promptly complete the work and the final acceptance procedure 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 Professional Engineer 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. Professional Engineer 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 Professional Engineer 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. Professional Engineer 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 Professional Engineer. If any such interest comes to the attention of
Professional Engineer at any time, a full and complete disclosure of the interest shall be
immediately made in writing to the City of Nashua. Professional Engineer 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. Professional Engineer 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 Professional Engineer (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, Professional Engineer shall refund to the City of Nashua any profits realized under
this contract, and Professional Engineer 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 completion of the contract.

GC 10 of 11

27.

28.

29.

30.

31.

Professional Engineer warrants that no gratuities (including, but not limited to, entertainment or
gifts) were offered or given by Professional Engineer 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 te the City of Nashua under this contract or at law.

THIRD PARTY INTERESTS AND LIABILITIES The City of Nashua and Professional Engineer,
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 exciusive benefit of the City
of Nashua and Professional Engineer.

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 Professional Engineer. 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

THE CITY OF NASHUA “The Gate City"

Financial Services

Purchasing Department

June 13, 2019
Memo #19-158

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: PURCHASE OF ROBY PARK SHADE (VALUE: $58,759)
DEPARTMENT: 177 PARKS & RECREATION; FUND: GRANT

Please see the attached communication from Nicholas Caggiano, Superintendent of Parks and
Recreation Department, dated May 23, 2019 for 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.

The Superintendent of Parks and Recreation Department, Board of Public Works (May 23, 2019 meeting)

and the Purchasing Department recommend this purchase in an amount of $58,759 from Superior
Recreational Products of Carrollton, GA.

Regpectfully,
an Kooken
Purchasing Manager

Ce: N Caggiano L Fauteux

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

To:

From:

Re:

A. Motion:

Atiachiments:

City of Nashua, Public Works Division
Board of Public Works Meeting Date: May 23, 2019

Nicholas Caggiano - Superintendent
Parks and Recreation Department

Purchase of Shade Canopies for the Jeff Morin Fields at Roby Park Playground.

To approve the purchase of shade canopies for the Jeff Morin Fields at Roby Park
Playground from Superior Recreational Products of Carrollton, Georgia through
the Buy Board Cooperative Purchasing Group for $58,759. Funding will be
through Department: 177 Park and Recreation; Fund: Grant; Account
Classification: 55 Other Services.

Concept drawing

The popular Roby Park Playground was installed in 2002. Cver the past 6 years or
so we have received a large number of resident concerns about the lack of shade
at the playground. We have looked into options to create shade, but have been
unable to secure funding for the project. Through discussions with the Morin
family over the past 6 months, they have agreed to fund the project through the
Jeff Morin Foundation. We received a check for $60,000 on May 10" and the
funds are going through the grant acceptance protocol with the Board of
Alderman. The purchase will be contingent on the City accepting the grant.

We have been working with the Morin family since 2011 when they met with us
and explained what they wanted to do in memory of their son Jeff who had passed
away. The two fields at the park were named after Jeff. The Foundation has
supported the Parks Department ever since with program scholarships, funding
for uniforms for the Biddy Basketball and Summer Camp Programs and funding
to produce the 4" of July Field Day event and the Special Olympics Field Day
Picnic. They also help fund improvements to the park.

Based on the acceptance of the grant, it is the recommendation of the Park &
Recreation Department to award the purchase to Superior Recreational Products
of Carrollton, Georgia through the Buy Board Cooperative Purchasing Group for
the amount of $58,759.

SUPERIOR

RECREATIONAL PRODUCTS

1050 Columbia Or.
Carrollton, GA 30117

1.800.327.8774
superiorrecreation.com

PROJECT NAME
Roby Park Option 1 (Rev QUO0169474)

BILLTO
Accounts Payable
City of Nashua
229 Main Street
Nashua NH 03060

QTy

1 _ Custom Shade Design - COLUMNS FOR CUSTOM SAIL SHADE:
, 2-5 YEAR OLD PLAYGROUND OPTION 1

ITEM

QU00177781

CREATED: 4/23/2019
EXPIRES: 5/23/2019

NOTES
Roby Park Option 1 (Rev QU00169474)

SHIP TO

UNIT PRICE
$12,233.00

(2) COLUMNS: 6” SCH 40 @ 14’ HT + 6” RECESS TO BASE

PLATE.

(2} COLUMNS: 8” SCH 40 @ 14' HT + 6” RECESS TO BASE

PLATE.

(1) COLUMN: 10” SCH 40 @ 14 HT + 6” RECESS TO BASE

PLATE.

FRAIME COLOR: TBD

SHIPPING WEIGHT: 2,783 LBS

TERMS
Net 30

EXTENDED PRICE
$12,233.00

Thank you for the opportunity to quote your upcoming project! If you have any questions, please contact our Customer Service Department at
1.800.327.8774. Quotes do not include installation or safety surfacing unless otherwise noted. In the event of any inconsistencies in regards to terms, the

terms stated on this quote shall control.

PREPARED BY: Hattie M Martin
Page 1 of 4

vhb

As part of this task, VHB will arrange for up to three pre-application meetings with the
Conservation Commission and/or their representative and NHDES pursuant to Env-Wt 311.02.

Task 3. Stream Geomorphic Assessment

Although the project area is in a highly-modified reach of the Nashua River, NHDES has advised
that the proposed new pedestrian bridge will need to comply with Env-Wt 900. Therefore, a VHB
water resources scientist will conduct a geomorphic assessment of Nashua River at the
proposed new pedestrian bridge crossing as required by NH Administrative Rule Env-Wt 904.01
and 904.08. VHB will document field conditions at the proposed crossing and will attempt to
determine bank full width and depth and flood prone width, and will complete the
corresponding NHDES Wetiands Permit Application Stream Crossing Worksheet as needed. VHB
anticipates that an appropriate reference reach may be lacking, and may employ regional
regression equations in making bankfull determinations if needed. VHB understands that
bathymetry will be provided by others. This field work will allow VHB to address the
requirements for stream crossings as outlined in NH Administrative Rule Env-Wt 900 during

permitting of the proposed bridge if required.

Task 4. Rare Species Coordination

VHB will identify state-listed rare species using the NH Natural Heritage Bureau's Online Data
Check Tool and the USFWS IPaC. Our team will consult with the NH Natural Heritage Bureau and
the NH Fish & Game Department Non-Game Program to address recommended avoidance
measures if any rare species are identified. Generally, these avoidance measures can be
negotiated without extensive field surveys. However, if additional field surveys or mitigation
plans are required, VHB’s biologists would be available to conduct field surveys as needed.

Task 5. NHDES Wetlands Permit Application

Because wetland impacts appear to be unavoidable, the project team would develop up to two
wetlands permit applications according to RSA 482-A. Elements of the permit applications will

include:
° Wetlands Permit Application Form
e Project Narrative, including brief Alternatives Analysis
* Attachment to the Wetlands Permit Application addressing review criteria
° USGS Site Location Map
e Evidence of Natural Resource Agency Review
e Representative Site Photographs
e Tax Map, Abutters List, and Abutters Notifications
e Existing Conditions Plan

= GCHIDEoDIQg
SUPERIOR
RECREKTIONAL PROOUCTS

1050 Columbia Dr. TV 4 7Q-
Carrollton, GA 30117 QUOC i TT /8 i

1 800.327.8774 CREATED: 4/23/2019
superiorrecreation.com EXPIRES: 5/23/2019

QTy : ITEM UNIT PRICE | EXTENDED PRICE

1 ' Custom Shade Design - CANOPIES FOR CUSTOM SAIL SHADE: $3,805.67 $3,805.67
2-5 YEAR OLD PLAYGROUND OPTION 1

» (2) TRIANGULAR CANOPIES EACH FITTING AN OPENING
, APPROXIMATELY 11° X 25’ X 27’ WITH QUICK TENSION AND
RELEASE MECHANISMS, CABLES, & CLAMPS.

(1) TRIANGULAR CANOPY TO FIT AN OPENING
APPROXIMATELY 22' X 27' X 27' WITH QUICK TENSION AND
_ RELEASE MECHANISMS, CABLES, & CLAMPS.
_ FABRIC COLOR: TBD
" SHIPPING WEIGHT: 104 LBS
NOTE: COLUMNS / WALL BRACKETS MUST BE INSTALLED

BEFORE FABRIC MEASUREMENTS ARE TAKEN TO ASSURE
' PROPER FIT.

1 Custom Shade Design - COLUMNS FOR CUSTOM SAIL SHADE: $31,411.00 $31,411.00
5-12 YEAR OLD PLAYGROUND OPTION 1

| {2) COLUMNS: 8” SCH 40 @ 14' HT + 6” RECESS TO BASE
PLATE.

(2) COLUMNS: 12” SCH 40 @ 16’ HT + 6” RECESS TO BASE
PLATE.

(3) COLUMN: 14" SCH 40 @ 16’ HT + 6" RECESS TO BASE
PLATE.

i
|
| FRAME COLOR: TBD
|

SHIPPING WEIGHT: 6,814 LBS |

Thank you for the opportunity to quote your upcoming project! If you have any questions, please contact our Customer Service Department at
1.800.327.8774. Quotes do not include installation or safety surfacing unless otherwise noted. In the event of any inconsistencies in regards lo terms, the
terms stated on this quote shall control.
PREPARED BY: Hattie M Martin
Page 2 of 4