Search

portions thereof, shall not apply to liability caused by the sole negligence or willful misconduct of the party
indemnified or held harmless.

11. 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 Service Provider 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 Service Provider
shall automatically revert to the City of Nashua’s discretionary contro! 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 Service Provider. Service Provider shall have no claim of any sort to the
unexpended funds.

12. COMPLIANCE WITH APPLICABLE LAWS. Service Provider, 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. Service Provider 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.

13. NONDISCRIMINATION. In connection with the performance of work under this contract, Service
Provider agrees not to discriminate against any employee or applicant for employment because of race,
religion, 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.

14. SERVICE PROVIDER ENDORSEMENT. Service Provider shall sign, seal, and/or stamp as appropriate
any necessary documents as required under the laws of the State of New Hampshire.

15. ASSIGNMENT, TRANSFER, DELEGATION, OR SUBCONTRACTING. Service Provider 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.

16. CITY OF NASHUA INSPECTION OF CONTRACT MATERIALS. The books, records, documents and
accounting procedures and practices of Service Provider related to this contract shall be subject to inspection,
examination and audit by the City of Nashua.

17. TAXES. Service Provider 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 Jaw. Service Provider
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.

10 | Page

18, 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.

19. 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. Said rights and remedies to be had or exercised
in accordance with section 25, hereof.

20. PROHIBITED INTERESTS. Service Provider shail 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. Service Provider
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 Service Provider. If
any such interest comes to the attention of Service Provider at any time, a full and complete disclosure of the
interest shall be immediately made in writing to the City of Nashua. Service Provider warrants that no
gratuities (including, but not limited to, entertainment or gifts) were offered or given by Service Provider 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.

21. THIRD PARTY INTERESTS AND LIABILITIES. The City of Nashua and Service Provider, 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 Service Provider.

22. 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.

23. 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.

24, MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT. This contract constitutes the entire
contract between the City of Nashua and Service Provider. 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.

25. CHOICE OF LAW AND VENUE. This contract shall be govemed 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.

+1 | Page

IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed and intend to be legally
bound thereby.

City of Nashua, NH (signature) Casella Recycling, LLC (signature)

James Donchess, Mayor
(Printed Name and Title) (Printed Name and Title)

Date Date

12 | Page

EXHIBIT A

City of Nashua

Central Purchasing
229 Main Street
Nashua NH 03060
603-589-3330 Fax: 603-589-3344

January 27, 2016
REQUEST FOR PROPOSALS:

SINGLE STREAM RECYCLABLE MATERIAL PROCESSING
RFP1058-022616

The City of Nashua, Division of Public Works, Solid Waste Department, is seeking proposals from qualified
firms for transporting and processing single stream recyclables from the Four Hills Landfill / Nashua Recycling
Center. The following services shail be included: providing the necessary 100-yard trailers at the Nashua
Recycling Center, transporting materials to the vendor's Single Stream Materials Reprocessing Facility (MRF),

and sorting, preparing and marketing the materials.

INSTRUCTIONS TO VENDORS:

Proposals must be delivered, in duplicate (one (1) original and one (1) photocopy of the same pages), in
sealed envelope(s) or package(s), to the Central Purchasing Office, 229 Main Street, Lower Level, Nashua NH
03060 prior to 3:00 pm prior on Friday, February 26, 2016. Proposals must be marked “RFP1058-022616"
Single Stream Recyclable Material Processing” and submitted In the format provided, addressing ail items
listed in the proposal specifications. Postmarks or other timestamps will not be accepted in lieu of actual
delivery, The firm can use whatever delivery mechanism it chooses as long as it remains clear that the firm is
responsibie for submissions prior to the date and time. Further details are available on the City’s web site,
www.nashuanh.gov, under Citizens Favorites, Current Bid Opportunities, and document RFP1058-022616.
Bids will be opened in public on the due date and time. Results of the bid opening will be posted on the City’s

web site, under Bid Results, within twenty-four (24) hours of the opening.

All proposals are binding until the approval of the FY 2017 budget, or until the effective date of any resulting
contract, whichever is later.

The City of Nashua may reject any or all of the proposals on any basis and without disclosure of a reason.
The faiture to make such a disclosure shall not result in accrual of any right, claim or cause of action by any

unsuccessful participant against the City of Nashua.

The City of Nashua assumes no liability for the payment of costs and expenses incurred by any bidder in
responding to this request for proposals. All proposals become the sole property of the City of Nashua. This
request for proposals is not a contract and alone shall not be interpreted as such but rather serves as an

instrument through which proposals are solicited

The successful vendor shall carry and maintain in effect during the performance of services under this
contract:

> General Liability:
$1,000,000 per Occurrence
$2,000,000 Aggregate

City of Nashua Additional Insured

> Motor Vehicle Liability: ‘Coverage must include al! owned, non-owned and hired vehicles.
$1,000,000 Combined Single Limit

City of Nashua Additional Insured

> Workers’ Compensation Coverage according to Statute of the State of New Hampshire:
$100,000 / $500,000 / $100,000

The certificates and endorsements for each insurance policy must be signed by a person authorized by the
insurer and who is licensed by the State of New Hampshire.

A sample of the City’s contract is provided, Final terms and conditions will be negotiated between the City

and the selected vendor prior to the time of award.

The City of Nashua reserves the right to discontinue the selection process at any time. All contracts and
awards are subject to funding approval. There will be no relmbursement to any candidate if selection is

terminated.

Pursuant to NRO 5-78(F), the purchasing manager shall not solicit a proposal from a contractor who is in
default on the payment of taxes, licenses or other monies due the city. Therefore, this proposal request is

void as to anyone who is in default on said payments.

Questions or coordination of site visits relating to this request may be directed to Sally Hyland, Recycling

Coordinator, via email at hylands@nashuanh.gov .

Respectfully,

oe Mle

an Kooken
Purchasing Manager
City of Nashua

kookend@nashuanh.qov

REQUEST FOR PROPOSALS RFP1058-022616

TABLE of CONTENTS

1. INSTRUCTIONS

2. DEFINITIONS

3. TERM OF AGREEMENT
4. BASIS OF AWARD
5

SCOPE OF SERVICES

§.a. Operation

5.b. Transportation

5.c. Equipment

5.d. Processing Facility

5.e. Marketing Materials

5.f. Reporting Requirements
5.f.1. Scale Weights
5.f.2. Records and Reports

6. RECORDS and ACCESS

7. FEES and PAYMENTS and REVENUE SHARING
8. CITY of NASHUA CONTRACT

9. CONTACT

REQUIRED FORMS:
ATTACHMENTS A and B

REQUEST FOR PROPOSALS RFP1058-022676

DIVISION OF PUBLIC WORKS SOLID WASTE DEPARTMENT
CITY OF NASHUA NH

SINGLE STREAM RECYCLABLE MATERIALS PROCESSING

The Division of Public Works, Solid Waste Department seeks proposals for transporting and processing single
stream recyclable materials collected from the City of Nashua’s recycling program. The following services shall
be included: providing the necessary 100-yard trailers (quantities as determined by the Division of Public Works)
at the Nashua Recycling Center and transporting materials to the vendor's Single Stream Materials Reprocessing

Facility (MRF), and sorting, preparing and marketing the materials.

1. INSTRUCTIONS

The specifications herein describe the minimum acceptable features and performance requirements for
providing this service. Vendors shall own and / or operate the processing facility where recyclables from

Nashua will be handled.

Vendors are to have thoroughly read and understood these specifications prior to proposal submission.

Vendors are required to submit proposals on the Forms provided. A summary of the vendor's proposal shall
be submitted in Attachment A, “PROPOSAL SUMMARY.”

Any deviation from the specifications, as listed by the City in this RFP, should be highlighted and explained in
the PROPOSAL SUMMARY.

Contracts are subject to funding approval. Alt proposals are binding for ninety (90) days following the deadline
for submission of proposals, or until the effective date of any resulting contract, whichever is later.

2. DEFINITIONS

The following words and terms shall, for all purposes of this Proposal, have the following meanings, unless the
context clearly indicates a different meaning or intent:

"Acceptable Material’ means recyclable materials collected by the City, including but not limited to those
materials listed herein under section 5.(a) Operation.

“Agreement” means the contract between the successful vendor and the City of Nashua.

“Annual Tonnage” means the tons of Acceptable Waste from the City picked up, hauled and processed each
service year by the successful vendor.

“City” means the City of Nashua, New Hampshire.
“Effective Date” means the date the contract is to begin (Tentatively July 1, 2016).

“Facility” means the material recovery facility equipped, owned or leased, operated and maintained by the
vendor, including all associated real property, equipment and appurtenances thereto.

“Holiday” means the following annual days, as observed: New Year's Day, Martin Luther King Civil Rights Day,
President's Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran's Day, Thanksgiving

Day and Christmas.

"MRE” means Materials Recycling Facility.

“Processing Fee” means any fee paid by the City to the successful vendor for the cost of processing and
recycling Acceptable Materials

"Service Year” means a twelve (12) month period, beginning on the first day of the month of July of a calendar
year and extending through the last day of June of the next calendar year (or a lesser time pro rata in the
event of termination prior to the conclusion of a full year of service), during which hauling and processing of
Acceptable Materials are provided to the City by the successful vendor. The first “Service Year” shall

commence July 1, 2016 and end June 30, 2017.
“State” means the State of New Hampshire.

“Ton” means a short ton of two thousand (2,000) U.S. pounds.

3. TERM of AGREEMENT

The term of the contract will be for One (1) year, commencing on or about July 1, 2016 and terminating on
June 30, 2017, with the option to extend the contract annually for a total of up to three years. Each year is
subject to annual budget appropriations and the discretion of the City of Nashua.

4. BASIS OF AWARD

A contract wilt be awarded for the proposal that is most advantageous to the City, with consideration given to
the comprehensiveness and feasibility of the proposal, price, references, and the experience, qualifications,
and the compliance and legal history of the vendor and any proposed subcontractors. The City may conduct
discussions with responsible vendors prior to selection. The successful vendor shall begin performance
upon receipt of a Notice to Proceed and a valid purchase order from the City.

The City of Nashua may reject any or all of the proposals on any basis and without disctosure of a
reason, The failure to make such a disclosure shail not result in accrual of any right, claim or cause of action

by any unsuccessful participant against the City of Nashua.

The proposal must be specified ON THE AMENDMENT FORMS PROVIDED; use the back of the page, if
necessary. Failure to complete the information on the forms may result in dismissal of entire proposal.

Attachment A “PROPOSAL COSTS”
Complete the table with the requested information. State any exceptions to the RFP requirements on

this form.

AttachmentB “LIST of REFERENCES”
The vendor shall list five (5) references from communities similar in size and program description to the

City of Nashua, where the vendor has at least one-year's experience with handling the recyclables for
each community. include the name, title and phone number for the contact person.

5. SCOPE OF SERVICES

The successful vendor shall be responsibie for all aspects of providing the requested service: the pickup and
hauling of single stream recyclables from the Four Hills Landfill / Nashua Recycling Center; the processing,
marketing and shipping of recyclables, the disposal of any residue; the maintenance of records and provision of
documents and reports to the City; and the care and maintenance of equipment furnished for this program and
any other associated items. Upon acceptance of recyclables, the successful vendor shall be responsible for alt

handling of said materials.

5. a. Operation

The successful vendor must accept all recyclables that are delivered during the term of its contract. The vendor
shall provide to the City a list of materials and grades currently accepted at the vendor facility, and any minimum
quality specifications, including allowable contamination limits, The vendor shall also provide a description of
unacceptable materials and shall be responsible for inspecting designated recyclables upon delivery. Once said
recyclables are accepted, they shall be the property and sole responsibility of the successful vendor.

If materials are rejected or downgraded by the successful vendor, the City must be notified as to why; by the next
business day following the day the rejection or downgrade occurred. Digital photographs of the rejected or
downgraded materials shal! accompany this notification. The City must be provided with an opportunity for on-

site inspection of materials in question.

If the successful vendor fails to pick up or accept recyclables because of facility or service failure, without
exclusion, even from a force majeure event, the successful vendor shall be responsible for providing alternative

recycling services and compensating the City for any additional costs.

Materials currently accepted at the Nashua Recycling Center, and which shall be included in the vendor's
proposal, are:

Single Stream Recyclables:
Aluminum beverage cans

Tin / Metal cans

Clean aluminum foil and trays
Glass bottles and jars — all colors
Plastics containers: # 1 through #7
Newspapers

Cardboard — corrugated and chipboard
Magazines / phone books

Junk Mail

Mixed Paper / shredded paper

Current annual quantities are in the range of 5000 — 5500 tons of single stream recyclables.

Quantities of acceptable materials do fluctuate and shall not be construed as warranties or guarantees of the
quantity of recyclables that will actually be provided by the City of Nashua.

Materials shalt be transported from the Nashua Recycling Center by the successful vendor's staff or contractor
and equipment; Solid Waste Department equipment and staff shalt be available for live loading the vendor's
trucks. The pickup schedule shall be sufficient to keep the storage area for single stream recycling reasonably

clear.

During the term of the Agreement between the successful vendor and the City, or any extension thereof, Nashua
may expand the definition of Acceptable Materials to include additional household recyclable materials which are
mandated to be recycled by any state or federal agency or which are agreed to by the successful vendor and the

City.

5.b. Transportation
The successful vendor shall provide transportation of recyclable materials directly from the Nashua Recycling

Center to the MRF, utilizing vendor-supplied trucks and drivers to deliver materials to the vendor's MRF.
Pickup and hauling of loads of material by the vendor at the Nashua Recycling Center shal! be during the
hours of 8:00 am and 3:30 pm, Monday through Friday, and loading must be completed by 3:30 pm.

Rain and ordinary snow accumulations shall not be grounds for the cancellation or delay of pickup or delivery
unless both the vendor and the City agree that travel should not occur for safety or health reasons.

The City shall have the right of access to all portions of the facility at all reasonable times, for purposes of
inspection, monitoring and conducting tours. The City’s rights of access shall be conditioned upon compliance
with reasonable safety rules and regulations of the facility.

§.c. Equipment
The successful vendor shall provide and maintain sufficient equipment, in good working condition, to enable

proper servicing of this agreement.

5.d. Processing Facility
The vendor shall provide a description of the processing facility, including the type of equipment used and a

process flow diagram. Please indicate the number of years of operation, capacity, hours of operation and any
scheduled shutdowns. A tour of the facility for City officials will be arranged at a mutually convenient time, if

possibie within two weeks of submittal of the Proposal.

5.e. Marketing Materials

At the request of the City, the successful vendor must be prepared to identify alt processing facilities, secondary
haulers, and markets it intends to use for recycling the materials. This information will be kept confidential upon
request. The successful vendor must also minimize the amount of material entering the processing facility that is

disposed of as unrecyclable residue. This amount must not exceed 10% on an annual basis.

lf, at any time during the life of the contract, there is a change in the processing and / or marketing facility used,
the successful vendor shall request the City's approval for such a termination, amendment or replacement (60)
calendar days prior to the effective date of such termination, amendment and / or replacement and shall provide
the City with the name, address and phone number of the new Processor's office, the name of an individual
responsible for the processing operation, the site of storage and / or processing of the recyclable material, and
the names and addresses of the processor's secondary haulers and end markets.

Properly prepared materials MUST be marketed to end users that will recycle. Materials cannot be landfilled or
incinerated, except within the allowable residue limit.

5. f. Reporting Requirements

5. f.1. Scale Weights
The successful vendor must agree to accept the scale receipts of the Four Hills Landfil! as the official

measure of weight. One ton weighs two thousand pounds.

5.f.2. Records and Reports

The successful vendor shall provide the City with a monthly activity statement and any supporting
documentation requested, of all recyclables tonnage accepted, and a statement of account for revenue /
costs. These monthly statements shall be provided to the City by the end of the second week of each

month for the previous month. A report shall be provided to the City by February 1 annually, detailing
the previous service year's activities.

6. RECORDS and ACCESS

The successful vendor shall maintain record of amounts of acceptable materials delivered from the City. The
successful vendor shall maintain books and records in accordance with generally accepted accounting principles
and practices. The successful vendor shall make available to the City all books and records necessary to verify

the amount of material delivered by the City.