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THE CITY OF NASHUA “The Gate City"

Financial Services

Purchasing Department

June 30, 2016
Memo #1 7-006

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: NWTF CAPACITY ANALYSIS STUDY UPDATE (VALUE: $19,898)
DEPARTMENT: 169 WASTEWATER; FUND: WASTEWATER
ACCOUNT CLASSIFICATION: 53 - PROFESSIONAL & TECHNICAL SERVICES

Please see the attached communication from David A. Simmons, Superintendent Wastewater
Department, dated June 23, 2016 for the information related to this purchase.

Pursuant to NRO § 5-83 Professional Services (A) In the purchase of accounting, architectural, auditing,
engineering, legal, medical and ambulance services and purchases of independent professional
consultant services for personnel, data processing, actuarial, planning, management and other
comparable purchases competitive bidding shall not be required.

The Superintendent Wastewater Department, Board of Public Works (6/23/2016 Meeting) and the

Purchasing Department recommend the award of this contract in an amount of $19,898 to Hazen &
Sawyer of Livermore, ME.

Respectfully,

ths Kéoken
Purchasing Manager

Cc: D Simmons L Fauteux

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

To:

From:

H. Motion:

Attachments:

Discussion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: June 23, 2016

David A. Simmons, Superintendent
Wastewater Department

NWTE Capacity Analysis Update

To approve a contract to Hazen & Sawyer for professional services for an
update to the plant capacity analysis in an amount of $19,898, Funding will be
through: Department: 169 Wastewater; Account Classification: 53
Professional & Technical Services.

Hazen Sawyer Scope of Work and Fee.

The Wastewater Treatment Facility (WWTF) has been using the services of
Hazen & Sawyer (Hazen) for analyzing the WWITF capacity to determine
constraints and limitations of all treatment processes that specifically impact
secondary treatment capacity based on current and future predicted wastewater
flow rates. Hazen completed a WWTF capacity analysis in 2014 and prepared
a final report in March 2015. The capacity analysis was based on plant data
collected from July 2013 to January 2014. However, during this time period,
the plant was not always working at optimal capacity due to on-going repairs
and equipment upgrades. Since completion of the March 2015 Capacity
Analysis Report (Report), these repairs and upgrades have been completed and
recent plant data indicates improved solids settling characteristics which may
impact the findings presented in the Report.

One of the findings from the Report was that the wastewater plant is limited in
capacity due to lower than optimal capacity of the anaerobic digester as a result
of lower solids concentration that existed at the time of the study. Recent plant
data suggests that the plant is operating with a higher solids concentration. A
re-evaluation of the data is necessary to confirm if the plant capacity is greater
than previously thought.

The update of the March 2015 Capacity Analysis Report is also tied into the
WWTF’s NPDES discharge permit. The permit requires the permittee to
submit to the permitting authorities a projection of loadings, and a program for
maintaining satisfactory treatment levels if the effluent discharged over 3
consecutive months exceeds 80 percent of the facility's 16 million gallons per
day (MGD) design flow, so it is critical to have updated capacity report.

Hazen is ready to begin this update to the March 2015 Capacity Analysis
Report right away. Any updates to Report will be conveyed to the EPA prior
to the WWTF engaging in any project needed as stated in the original report.

CONTRACT FOR PROFESSIONAL SERVICES

NASHUA WWTF CAPACITY ANALYSIS

A CONTRACT BETWEEN

THE CITY OF NASHUA, 229 MAIN STREET, NASHUA, NH 03061-2019
AND

HAZEN AND SAWYER, P.C.
and its successors, transferees and assignees (together “Professional Engineer”)
NAME AND TITLE OF PROFESSIONAL ENGINEER

24 FEDERAL STREET, 5" FLOOR, BOSTON, MA 02110
ADDRESS OF PROFESSIONAL ENGINEER

WHEREAS, the City of Nashua, a political subdivision of the State of New Hampshire,
from time to time requires the services of a Professional Engineer ; and

WHEREAS, it is deemed that the services of a Professional Engineer herein specified are
both necessary and desirable and in the best interests of the City of Nashua; and

WHEREAS, Professional Engineer represents they are duly qualified, equipped, staffed,
ready, willing and able to perform and render the services hereinafter described;

Now, THEREFORE, in consideration of the agreements herein made, the parties mutually
agree as follows:

1. DOCUMENTS INCORPORATED. The following exhibits are by this reference incorporated
herein and are made part of this contract:

Exhibit A--General Conditions for Contracts
Exhibit B--Scope of Services, Contract Time, Fee Schedule

The Contract represents the entire and integrated agreement between the parties and supersedes
prior negotiations, proposals, representations or agreements, either written or oral. Any other
documents which are not listed in this Article are not part of the Contract.

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.

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2. WORK TO BE PERFORMED Except as otherwise provided in this contract, Professional
Engineer shall furnish all services, equipment, and materials and shall perform all operations
necessary and required to carry out and perform in accordance with the terms and conditions of
the contract the work described.

3. PERIOD OF PERFORMANCE, Professional Engineer shall perform and complete all work within
the time periods set forth and may only be altered by the parties by a written agreement to extend
the period of performance or by termination in accordance with the terms of the contract.
Professional Engineer shall begin performance upon receipt of an Executed Contract and a valid
Purchase Order issued from the City of Nashua.

4. COMPENSATION. Professional Engineer agrees to perform the work for a total cost not to

exceed
Nineteen Thousand Eight Hundred Ninety-Eight Dollars (3 19.898.00)

which, unless otherwise provided in this contract, shall be paid in accordance with the provisions
of Exhibit B or unless Professional Engineer has received a written exemption from the City of
Nashua. Professional Engineer shall submit monthly requests for payment for services performed
under this agreement directly to

City of Nashua

Attn: Accounts Payable
PO Box 2019

Nashua, NH 03061-2019
Atten: William Keating

To facilitate the proper and timely payment of applications, the City of Nashua requires that
all invoices contain a valid PURCHASE ORDER NUMBER.

Requests for payment shall be submitted no later than fifteen (15) days after the end of each
month and must include a detailed summary of the expenditures reported in a form that supports
the approved budget. Specifically, Professional Engineer agrees to provide the following with
each request for payment:

1. Appropriate invoice forms. The forms shall include the project purchase order
number, a listing of personnel hours and billing rates, and other expenditures for which
payment is sought.

2. A progress report. The report shall include, for each monthly reporting period, a
description of the work accomplished, problems experienced, upcoming work, any extra
work carried out, and a schedule showing actual expenditures billed for the period,
cumulative total expenditures billed and paid to date under the contract, and a comparison
of cumulative total expenditures billed and paid to the approved budget.

The City of Nashua will pay for work satisfactorily completed by Professional Engineer. The
City of Nashua will pay Professional Engineer within 30 days of approval by the City of Nashua
of the submitted invoice forms and progress reports. The City of Nashua will make no payments
until the invoice forms and progress reports have been submitted and approved.

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5. EFFECTIVE DATE OF CONTRACT. This contract shall not become effective until] and unless
approved by the City of Nashua.

6. NOTICES. All notices, requests, or approvals required or permitted to be given under this
contract shall be in writing, shall be sent by hand delivery, overnight carrier, or by United States
mail, postage prepaid, and registered or certified, and shall be addressed to:

CITY OF NASHUA REPRESENTATIVE: REPRESENTATIVE:
William Keating, Wastewater Project Engineer Frank Ayotte, P.E.

Nashua WWTF Hazen and Sawyer, P.C.

2 Sawmill Road 24 Federal Streets, 5" Floor
Nashua, NH 03062 Boston, MA 02110

Any notice required or permitted under this contract, if sent by United States mail, shall be
deemed to be given to and received by the addressee thereof on the third business day after being
deposited in the mail. The City of Nashua or Professional Engineer may change the address or
representative by giving written notice to the other party.

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) Hazen and Sawyer (signature)

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

Date Date

AG 3 of 3

4yonN MY FY NY

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EXHIBIT A
TABLE OF CONTENTS
GENERAL CONDITIONS
DEFINITIONS
PROFESSIONAL ENGINEER STATUS
STANDARD OF CARE
Ciry OF NASHUA REPRESENTATIVE
CHANGES TO SCOPE OF WORK
CITY OF NASHUA COOPERATION

DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR
DISCREPANCIES

TERMINATION OF CONTRACT

DISPUTE RESOLUTION

NO DAMAGES FOR DELAY

INSURANCE

INDEMNIFICATION

FISCAL CONTINGENCY

COMPENSATION

COMPLIANCE WITH APPLICABLE LAWS
NONDISCRIMINATION

FEDERAL SUBCONTRACTING REQUIREMENTS
ENDORSEMENT

ASSIGNMENTS, TRANSFER, DELEGATION, OR SUBCONTRACTING
CITY INSPECTION OF CONTRACT MATERIALS
DISPOSITION OF CONTRACT MATERIALS
PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS
FINAL ACCEPTANCE

TAXES

NON-WAIVER OF TERMS AND CONDITIONS
RIGHTS AND REMEDIES

PROHIBITED INTERESTS

THIRD PARTY INTERESTS AND LIABILITIES

SURVIVAL OF RIGHTS AND OBLIGATIONS

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30. SEVERABILITY GC--13
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32. CHOICE OF LAW AND VENUE GC--13

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General Terms and Conditions

iF DEFINITIONS. Unless otherwise required by the context, "Professional Engineer”, and its
successors, transferees and assignees (together “Professional Engineer”) includes any of the
Professional Engineer's consultants, sub consultants, contractors, and subcontractors

2. PROFESSIONAL ENGINEER STATUS. The parties agree that Professional Engineer shall
have the status of and shall perform all work under this contract as a Professional Engineer,
maintaining control over all its consultants, sub consultants, contractors, or subcontractors. The
only contractual relationship created by this contract is between the City of Nashua and
Professional Engineer, and nothing in this contract shall create any contractual relationship
between the City of Nashua and Professional Engineer's consultants, sub consultants,
contractors, or subcontractors. The parties also agree that Professional Engineer is not a City of
Nashua employee and that there shall be no:

(1) Withholding of income taxes by the City of Nashua:

(2) Industrial insurance coverage provided by the City of Nashua;

(3) Participation in group insurance plans which may be available to employees of
the City of Nashua;

(4) Participation or contributions by either the Professional Engineer or the City
of Nashua to the public employee’s retirement system;

(5) Accumulation of vacation leave or sick leave provided by the City of Nashua;

(6) Unemployment compensation coverage provided by the City of Nashua.

3. STANDARD OF CaRE. Professional Engineer shall be responsible for the professional
quality, technical accuracy, timely completion, and coordination of all work performed under
this contract. Professional Engineer warrants that all work shall be performed with the degree of
professional skill, care, diligence, and sound practices and judgment that are normally exercised
by recognized professional firms with respect to services of a similar nature. It shall be the duty
of Professional Engineer to assure at its own expense that all work is technically sound and in
conformance with all applicable federal, state, and local laws, statutes, regulations, ordinances,
orders, or other requirements. In addition to all other rights which the City of Nashua may have,
Professional Engineer shall, at its own expense and without additional compensation, re-perform
work to correct or revise any deficiencies, omissions, or errors in the work or the product of the
work or which result from Professional Engineer's failure to perform in accordance with this
standard of care. Any approval by the City of Nashua of any products or services furnished or
used by Professional Engineer shall not in any way relieve Professional Engineer of the
responsibility for professional and technical accuracy and adequacy of its work. City of Nashua
review, approval, or acceptance of, or payment for any of Professional Engineer's work under
this contract shall not operate as a waiver of any of the City of Nashua's rights or causes of action
under this contract, and Professional Engineer shall be and remain liable in accordance with the
terms of the contract and applicable law.

Professional Engineer shall furnish competent and skilled personnel to perform the work under
this contract. The City of Nashua reserves the right to approve key personnel assigned by
Professional Engineer to perform work under this contract. Approved key personnel shall not be
taken off of the project by Professional Engineer without the prior written approval of the City of

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Nashua, except in the event of termination of employment. Professional Engineer shall, if
requested to do so by the City of Nashua, remove from the job any personnel whom the City of
Nashua determines to be incompetent, dishonest, or uncooperative.

4. CiTy OF NASHUA REPRESENTATIVE. The City of Nashua may designate a City of
Nashua representative for this contract. If designated, all notices, project materials, requests by
Professional Engineer, and any other communication about the contract shall be addressed or be
delivered to the City of Nashua Representative.

5. CHANGES TO SCOPE OF WorRK. The City of Nashua may, at any time, by written order,
make changes to the general scope, character, or cost of this contract and in the services or work
to be performed, either increasing or decreasing the scope, character, or cost of Professional
Engineer's performance under the contract. Professional Engineer shall provide to the City of
Nashua within 10 calendar days, a written proposal for accomplishing the change. The proposal
for a change shall provide enough detail, including personnel hours for each sub-task and cost
breakdowns of tasks, for the City of Nashua to be able to adequately analyze the proposal. The
City of Nashua will then determine in writing if Professional Engineer should proceed with any
or all of the proposed change. If the change causes an increase or a decrease in Professional
Engineer's cost or time required for performance of the contract as a whole, an equitable
adjustment shall be made and the contract accordingly modified in writing. Any claim of
Professional Engineer for adjustment under this clause shall be asserted in writing within 30 days
of the date the City of Nashua notified Professional Engineer of the change.

When Professional Engineer seeks changes, Professional Engineer shall, before any work
commences, estimate their effect on the cost of the contract and on its schedule and notify the
City of Nashua in writing of the estimate. The proposal for a change shall provide enough detail,
including

personnel hours for each sub-task and cost breakdowns of tasks, for the City of Nashua to be able
to adequately analyze the proposal. The City of Nashua will then determine in writing if
Professional Engineer should proceed with any or all of the proposed change.

Except as provided in this paragraph, Professional Engineer shall implement no change unless
the City of Nashua in writing approves the change. Unless otherwise agreed to in writing, the
provisions of this contract shall apply to all changes. The City of Nashua may provide verbal
approval of a change when the City of Nashua, in its sole discretion, determines that time is
critical or public health and safety are of concern. Any verbal approval shall be confirmed in
writing as soon as practicable. Any change undertaken without prior City of Nashua approval
shall not be compensated and is, at the City of Nashua's election, sufficient reason for contract
termination.

6. City OF NASHUA COOPERATION. ‘The City of Nashua agrees that its personnel will
cooperate with Professional Engineer in the performance of its work under this contract and that
such personnel will be available to Professional Engineer for consultation at reasonable times
and after being given sufficient advance notice that will prevent conflict with their other
responsibilities. The City of Nashua also agrees to provide Professional Engineer with access to
City of Nashua records in a reasonable time and manner and to schedule items that require action
by the Board of Public Works and Finance Committee in a timely manner. The City of Nashua
and Professional Engineer also agree to attend all meetings called by the City of Nashua or
Professional Engineer to discuss the work under the Contract, and that Professional Engineer

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may elect to conduct and record such meetings and shall later distribute prepared minutes of the
meeting to the City of Nashua.

7. DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR DISCREPANCIES.
Professional Engineer warrants that it has examined all contract documents, has brought all
conflicts, errors, discrepancies, and ambiguities to the attention of the City of Nashua in writing,
and has concluded that the City of Nashua's resolution of each matter is satisfactory to
Professional Engineer. All future questions Professional Engineer may have concerning
interpretation or clarification of this contract shall be submitted in writing to the City of Nashua
within 10 calendar days of their arising. The writing shall state clearly and in full detail the basis
for Professional Engineer's question or position. The City of Nashua representative shall render
a decision within 15 calendar days. The City of Nashua's decision on the matter is final. Any
work affected by a conflict, error, omission, or discrepancy which has been performed by
Professional Engineer prior to having received the City of Nashua's resolution shall be at
Professional Engineer's risk and expense. At all times, Professional Engineer shall carry on the
work under this contract and maintain and complete work in accordance with the requirements of
the contract or determination of the City of Nashua. Professional Engineer is responsible for
requesting clarification or interpretation and is solely liable for any cost or expense arising from
its failure to do so.

8. TERMINATION OF CONTRACT

A. TERMINATION, ABANDONMENT, OR SUSPENSION AT WILL. ‘he City of Nashua,
in its sole discretion, shall have the right to terminate, abandon, or suspend all or part of the
project and contract at will. If the City of Nashua chooses to terminate, abandon, or suspend all
or part of the project, it shall provide Professional Engineer 10 day’s written notice of its intent
to do so.

If all or part of the project is suspended for more than 90 days, the suspension shall be treated as
a termination at will of all or part of the project and contract.

Upon receipt of notice of termination, abandonment, or suspension at will, Professional Engineer
shall:

1. Immediately discontinue work on the date and to the extent specified in the notice.

2. Place no further orders or subcontracts 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.

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

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

In the event of a termination, abandonment, or suspension at will, Professional Engineer shall

receive all amounts due and not previously paid to Professional Engineer for work satisfactorily
completed in accordance with the contract prior to the date of the notice and compensation for

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