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Jim Donchess
Mayor e City of Nashua

To: Board of Aldermen

From: Mayor Jim Donchess

Date: December 9, 2020

Re: Contract in Excess of SIM Award — Turbine Removal at Jackson Falls Dam

Pursuant to NRO: § 5-74/B: E. Approval by the Finance Committee of a contract award in excess of
$1,000,000 shall be submitted to the full Board of Aldermen at its next regularly scheduled meeting
for final approval prior to award of the contract.

The Finance Committee has approved and placed on file the notification of the award of the
referenced contract at the December 16, 2020 meeting and as such | am requesting the full Board of
Alderman approve the following contract:

Item: Turbine, Generator & Controls Removal, Site Preparation & New
Equipment Installation
Value: $2,664,500
Vendor: Bancroft Contracting Corporation
Purchasing Memo#: 21-064 dated December 9, 2020
Contract Term: n/a
Thank you.

229 Main Street * PO Box 2019 * Nashua, New Hampshire 03061-2019
603.589.3260 * fax 603.594.3450 * NashuaMayor@NashuaNH. gov
www.NashuaNH. gov

City of Nashua re ea a
Community Development Division Code Cnforcovnent 230.3100
City Hall, 229 Main Street, PO Box 2019 Ttaneportation Department 880-0100
Nashua, New Hampshire 03061-2019 eyatenays oo ei19

www.nashuanh.gov

Date: December 4, 2020
To: John Griffin, CFO; Kelly Parkinson, Purchasing Manager
From: Sarah Marchant, Community Development Division Director

Re: = Jackson Mills Turbine, Generator and Controls (TGC) Replacement

Background

The City of Nashua became the owner/operator of the Jackson Mills hydroelectric facility in
January of 2015, after the 30 year lease with the operator expired. This one megawatt facility
produces an average of 4,000,000 kwh of clean power per year which the City net meters to
maximize revenue. This facility was originally built in 1984 and as such is in need of
replacement of the turbine, generator and major controls. The project has been repaired twice
since 2015 in an attempt to keep it going until we can get started on a replacement.

The City has hired The HL Turner Group as the project engineer and has contracted with Mavel
Americas to fabricate the new turbine. The remaining requirement for the project is to hire the
General Contractor that will be responsible for removal of existing turbine, generator, and
controls; preparation of the site and Powerhouse for new equipment; and installation, startup and
testing of new equipment.

Bond Authorization

In preparation for the replacement the Mayor and Board of Aldermen passed R-19-142
authorizing the issuance of bond for improvements to both Mine Falls and Jackson Mills hydro
projects. The issuance of the bond specifically included a new turbine, generator and
replacement controls (TGC) at Jackson Mills.

General Contractor

Bancroft was part of the original installation team in the 1980’s and they are the only general
contracting firm in this region with expertise in hydro facilities. In addition, they have recently
completed work for Pennichuck who recommended Bancroft to the City. In accordance with
NRO 5-84 Special Purchase Procedures competitive bidding shall not be required for specialized
services when evaluated in the context of that NRO.

The City, in conversations with Essex Power Services and HL Turner, solicited Bancroft
Contracting as the general contractor for the project. In evaluating price, the City spoke with
Pennichuck who went out to bid for a major dam project. Bancroft was the lowest bidder on their
dam reconstruction project, which included similar highly specialized work to build coffer dams,
dewater and provide specialized construction services. Pennichuck reported that the project was
completed on time and budget. In addition to Pennichuck’s positive experience with Bancroft,
the team of professionals at Bancroft includes a number of the same staff who originally built

Jackson Mills Dam in the 1980s. Bancroft has extensive experience at this unique dam and
competitive pricing.

Timeline

The timeline of this project is extremely sensitive to completing the work in low flow conditions,
generally late summer into early fall. As such, part of selecting a general contractor is their
ability to deliver the installation during the summer and fall of 2021.

Attached is a high level scope of work Bancroft will provide. After many months of analysis the
Community Development Division recommends awarding the contract for the General
Contractor for the Jackson Mills Hydroelectric Turbine, Generator and Controls replacement to
Bancroft Contracting Corporation of South Paris, ME, in the amount of $2,664,500.

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STANDARD FORM OF AGREEMENT

BETWEEN OWNER AND CONTRACTOR

THIS AGREEMENT is dated as of the day of in the year 2020 by and between
the City of Nashua, New Hampshire (hereinafter called OWNER) and Bancroft Contracting Corporation
and its successors, transferees and assignees together (hereinafter called CONTRACTOR).

OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as
follows:

ARTICLE 1 - WORK
1.01 CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents.
ARTICLE 2 - THE PROJECT

2.01 The Project for which the Work under the Contract Documents may be the whole or only a part is
generally described as follows:

The work is located at the Jackson Mills Hydroelectric project. The work includes removal of
existing turbine, generator, and controls: preparation of the site and Powerhouse for new equipment:
and installation, startup and testing of new equipment.

ARTICLE 3 - ENGINEER

3.01 The Project has been designed by: The HL Turner Group
27 Locke Road
Concord, NH 03301

who is hereinafter called ENGINEER and who is to act as OWNER's representative, assume all duties and
responsibilities, and have the rights and authority assigned to ENGINEER in the Contract Documents in
connection with completion of the Work in accordance with the Contract Documents.

ARTICLE 4 - CONTRACT TIMES
401 Time of the Essence

A. All time limits for Milestones, if any, Substantial Completion, and completion and readiness
for final payment as stated in the Contract Documents are of the essence of the Contract.

4.02 Dates for Substantial Completion

A. The anticipated start date of the contract is on or about _December 31, 2020. Project will
begin once a written “Notice to Proceed” is issued. Substantial Completion shall be by January 1, 2022.
Substantial Completion occurs when all work is complete except punch list items. Final completion shall be
by February 28, 2022. Final completion occurs when all work including the punch list items is completed
and ready for final payment.

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Substantial completion is defined as that point in time at or after commissioning when the local
power utility, Eversource, accepts the facility as a “merchant power plant” satisfying the requirements of grid
interconnection to transport and receive compensation for the power/energy it delivers to Eversource.

Merchant power plants are a form of non-utility or independent power generation designed for
competitive wholesale power marketplaces. Unlike conventional independent power projects, merchant
plants do not have upfront, long-term power purchase agreements to cover their output. Merchant plants are
being built to sell to competitive, spot markets.

4.03 Liguidated Damages

A. CONTRACTOR and OWNER recognize that time is of the essence of this Agreement and
that OWNER will suffer financial loss if the Work is not completed within the times specified in paragraph
4.02 above, plus any extensions thereof allowed in accordance with Article 12 of the General Conditions.
The parties also recognize the delays, expense and difficulties involved in proving in a legal or arbitration
proceeding the actual loss suffered by OWNER if the Work is not completed on time. Accordingly, instead
of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but
not as a penalty) CONTRACTOR shall pay OWNER ONE HUNDRED dollars ($100) for each calendar
day that expires after the time specified in paragraph 4.02 for Substantial Completion until the Work is
substantially complete. After Substantial Completion, if CONTRACTOR shall neglect, refuse or fail to
complete the remaining Work within the time specified in paragraph 4.02 for completion and readiness for
final payment or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER
TWO HUNDRED dollars ($200) for each calendar day that expires after the time specified in paragraph
4.02 for completion and readiness for final payment until the Work is completed and ready for final payment.

B. In the event that the CONTRACTOR fails to pay OWNER the specified liquidated damages amount
within_thirty (30) days of CONTRACTOR being notified of said damages, OWNER may deduct the

amount of the assessed liquidated damages from the final payment or retention withheld pursuant to Article
14 of the General Conditions.

ARTICLE 5 - CONTRACT PRICE

5.01 Subject to additions and deductions by Change Order, the OWNER shall pay CONTRACTOR, in
accordance with the Contract Documents, the Contract Sum of:

TWO MILLION, SIX HUNDRED SIXTY-FOUR THOUSAND, FIVE HUNDRED DOLLARS ($2,664,500)

The Contract Sum shall include all items and services necessary for the proper execution and completion of
the Work determined below:

A. for all Unit Price Work, an amount equal to the sum of the established Unit Price for each
separately identified item of Unit Price Work times the estimated quantity of that item, as indicated in the
attached Bid Schedule;

B. as provided in paragraph 11.03 of the General Conditions estimated quantities are not
guaranteed, and determinations of actual quantities and classification are to be made by ENGINEER as
provided in paragraph 9.08 of the General Conditions. Unit prices have been computed as provided in
paragraph 11.03 of the General Conditions.

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Board of Aldermen Page 23
August 9, 2016

A viva voce roll call was taken which resulted as follows:

Yea: Alderman Wilshire, Alderman Clemons, Alderman Deane, 15
Alderman Cookson, Alderman Dowd, Alderman Caron,
Alderman Siegel, Alderman Schoneman, Alderwoman Melizzi-Golja,
Alderman McGuinness, Alderman LeBrun, Alderman Moriarty,
Alderman O’Brien, Alderman Lopez, Alderman McCarthy

Nay: 0
MOTION CARRIED

R-16-059
Endorser: Mayor Jim Donchess
Alderman-at-Large David W. Deane
Alderman Richard A. Dowd
Alderman Ken Siegel
Alderwoman Mary Ann Melizzi-Golja
Alderman Michael B. O’Brien, Sr.
Alderman Tom Lopez
Alderman June M. Caron
AUTHORIZING THE MAYOR AND CITY TREASURER TO BORROW AN AMOUNT NOT
TO EXCEED SEVEN HUNDRED SEVENTY NINE THOUSAND DOLLARS ($779,000)
THROUGH THE ISSUANCE OF BONDS AND/OR A LOAN THROUGH THE NEW HAMPSHIRE
DEPARTMENT OF ENVIRONMENTAL SERVICES STATE REVOLVING LOAN FUND FOR THE
WASTEWATER TREATMENT PLANT BOOSTER STATIONS PROJECT
Given its first reading;

MOTION BY ALDERMAN DOWD TO ACCEPT THE FIRST READING OF R-16-059 BY ROLL CALL,
ASSIGN IT TO THE BUDGET REVIEW COMMITTEE AND THE BOARD OF PUBLIC WORKS; AND,
THAT A PUBLIC HEARING BE SCHEDULED FOR MONDAY, AUGUST 22, 2016, AT 7:00 PM IN THE
ALDERMANIC CHAMBER

A viva voce roll call was taken which resulted as follows:

Yea: Alderman Wilshire, Alderman Clemons, Alderman Deane, 15
Alderman Cookson, Alderman Dowd, Alderman Caron,
Alderman Siegel, Alderman Schoneman, Alderwoman Melizzi-Golja,
Alderman McGuinness, Alderman LeBrun, Alderman Moriarty,
Alderman O’Brien, Alderman Lopez, Alderman McCarthy

Nay: 0
MOTION CARRIED

R-16-060
Endorser: Mayor Jim Donchess
Alderman-at-Large David W. Deane
Alderman Tom Lopez
AUTHORIZING AN AMENDMENT TO DEED COVENANTS RELATIVE TO LAND SOLD TO
PROPERTY OWNERS ALONG RADCLIFF DRIVE AND SHORE DRIVE

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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.

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 to 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 exclusive 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

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C. Clarifications as set forth CONTRACTOR’S Bid Proposal, as incorporated herein and
attached hereto as Exhibit A.

ARTICLE 6 - PAYMENT PROCEDURES
6.01 Submittal and Processing of Payments

A. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the
General Conditions. Applications for Payment will be processed by ENGINEER as provided in the General
Conditions.

B. Applications for Payment under this agreement shall be submitted electronically via email to

VendorAPInvoices(@NashuaNH. gov
and
Deb Chisholm: chisholmd@NashuaNH. gov

In addition, and to facilitate the proper and timely payment of applications, the OWNER requires that
all submitted invoices contain a valid PURCHASE ORDER NUMBER

6.02 Progress Payments; Retainage

A. — Progress Payments. The OWNER will once each month make a progress payment to the
CONTRACTOR on the basis of an estimate of the total amount of work done to the time of the estimate and
its value as prepared by the CONTRACTOR and approved by the ENGINEER. All such payments will be
measured by the schedule of values established in paragraph 2.07.A of the General Conditions (and in the
case of Unit Price Work based on the number of units completed) or, in the event there is no schedule of
values, as provided in the General Requirements.

B. — Retainage. The OWNER will retain a portion of the progress payment, each month, in
accordance with the following procedures:

1. The OWNER will establish an escrow account in the bank of the OWNER’s choosing.
The account will be established such that interest on the principal will be paid to the
CONTRACTOR. The principal will be the accumulated retainage paid into the account
by the OWNER. The principal will be held by the bank, available only to the OWNER,
until termination of the contract.

2. Until the work is 50% complete, as determined by the ENGINEER, retainage shall be 10%
of the monthly payments claimed. The computed amount of retainage will be deposited in
the escrow account established above.

3. After the work is 50% complete, and provided the CONTRACTOR has satisfied the
ENGINEER in quality and timeliness of the work, and provided further that there is no

specific cause for withholding additional retainage no further amount will be withheld. The
escrow account will remain at the same balance throughout the remainder of the project.

6.03 Final Payment

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A. — Upon final completion and acceptance of the Work in accordance with paragraph 14.07 of the
General Conditions, OWNER shall hold 2% retainage of the escrow account balance during the 1 (one) year
warranty period and release it only after the project has been accepted.

ARTICLE 7 - CONTRACTOR'S REPRESENTATIONS

7.01 In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following
representations:

A. CONTRACTOR has examined and carefully studied the Contract Documents and the other
related data identified in the Bidding Documents.

B. CONTRACTOR has visited the Site and become familiar with and is satisfied as to the
general, local, and Site conditions that may affect cost, progress, and performance of the Work.

C. CONTRACTOR is familiar with and is satisfied as to all federal, state, and local Laws and

Regulations that may affect cost, progress, and performance of the Work.
D. CONTRACTOR has carefully studied (if any): (1) reports of explorations and tests of subsurface
conditions at or contiguous to the Site and all drawings of physical conditions in or relating to existing
surface or subsurface structures at or contiguous to the Site (except Underground Facilities) which have been
provided by the ENGINEER including site survey, bathymetric survey as well as point cloud survey as provided
in paragraph 4.02 of the General Conditions and (2) reports and drawings of Hazardous Environmental
Condition, if any, at the Site which has been identified in the Supplementary Conditions as provided in
paragraph 4.06 of the General Conditions.

E. CONTRACTOR is entitled to rely upon the general accuracy of the “technical data” as
provided in paragraph 4.2 of the General Conditions. CONTRACTOR acknowledges that such reports and
drawings are not Contract Documents and may not be complete for CONTRACTOR's purposes.
CONTRACTOR acknowledges that OWNER and ENGINEER do not assume responsibility for the
accuracy or completeness of information and data shown or indicated in the Contract Documents with
respect to Underground Facilities at or contiguous to the site.

F. CONTRACTOR has obtained and carefully studied (or assumes responsibility for having
done so) all additional or supplementary examinations, investigations, explorations, tests, studies, and data
concerning conditions (surface, subsurface and Underground Facilities) at or contiguous to the Site which
may affect cost, progress, or performance of the Work or which relate to any aspect of the means, methods,
techniques, sequences and procedures of construction, if any, expressly required by the Contract Documents
to be employed by CONTRACTOR, and safety precautions and programs incident thereto.

G. CONTRACTOR does not consider that any further examinations, investigations,
explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price,
within the Contract Times, and in accordance with the other terms and conditions of the Contract
Documents.

H. CONTRACTOR is aware of the general nature of work to be performed by OWNER and
others at the Site that relates to the Work as indicated in the Contract Documents.

I. CONTRACTOR has correlated the information known to CONTRACTOR, information
and observations obtained from visits to the Site, reports and drawings identified in the Contract Documents
and all additional examinations, investigations, explorations, tests, studies, and data with the Contract
Documents.

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J. CONTRACTOR has given ENGINEER written notice of all conflicts, errors, ambiguities or
discrepancies that CONTRACTOR has discovered in the Contract Documents, and the written resolution
thereof by ENGINEER is acceptable to CONTRACTOR.

K. The Contract Documents are generally sufficient to indicate and convey understanding of all
terms and conditions for performance and furnishing of the Work.

ARTICLE 8 - CONTRACT DOCUMENTS
8.01 Contents

A.
1. The Contract Documents are defined in Article 1 of the General Condition as amended
herein.
2. The following documents are incorporated by reference or otherwise indicated:

a. CONTRACTOR’S Bid Proposal attached hereto as Exhibit A;

b. Project Description - Jackson Mills Turbine Replacement Project - City of Nashua
attached hereto as Exhibit B;

c. CONTRACTOR’S Project Schedule attached hereto as Exhibit C;

d. CONTRACTOR’S labor rates provided pursuant to paragraph 11.01 of the General
Conditions and attached hereto as Exhibit D; and

e. CONTRACTOR’S equipment rates provided pursuant to paragraph 11.01 of the
General Conditions and attached hereto as Exhibit E.

In the event of a conflict between the terms of the proposal and the terms of this Agreement, a
written change order and/or fully executed City of Nashua Purchase Order, the terms of this

Agreement, the written change order or the fully executed City of Nashua Purchase Order shall control
over the terms of the proposal.

ARTICLE 9 - MISCELLANEOUS
9.01 Terms

A. Terms used in this will have the meanings indicated in the General Conditions.
9.02. Assignment of Contract

A. No assignment by a party hereto of any rights under or interests in the Contract will be
binding on another party hereto without the written consent of the party sought to be bound; and, specifically
but without limitation, moneys that may become due and moneys that are due may not be assigned without
such consent (except to the extent that the effect of this restriction may be limited by law), and unless
specifically stated to the contrary in any written consent to an assignment, no assignment will release or

discharge the assignor from any duty or responsibility under the Contract Documents.

9.03 Successors and Assigns

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