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SUSPENSION OF WORK

The Agency may at any time and for any reason within its sole discretion issue a written order to the
Contractor suspending, delaying or interrupting all or any part of the Work for a specified period of
time.

The Contractor shail comply immediately with any such written order and take all reasonable steps
to minimize costs allocable to the Work covered by the suspension during the period of work
stoppage. Contractor shall continue the Work that is not included in the suspension and shall
continue such ancillary activities as are not suspended. The Contractor shall resume performance of
the suspended Work upon expiration of the notice of suspension, or upon direction from the
Agency.

The Contractor shall be allowed an equitable adjustment in the Contract price (excluding profit)
and/or an extension of the Contract time, to the extent that cost or delays are shown by the
Contractor to be directly attributable to any suspension. However, no adjustment shall be made
under this section for any suspension, delay or interruption due to the fault or negligence of the
Contractor, or for which an equitable adjustment is provided for, or excluded under any other term
or condition of the Contract. As soon as reasonably possible but no later than forty-five (45)
calendar days, or any other period of time agreed to by the parties, after receipt of the written
suspension of work notice, the Contractor shal] submit to the Contracting Officer a detailed price
and schedule Proposal for the suspension, delay or interruption.

EXCUSABLE DELAYS / FORCE MAJEURE

Ifthe Contractor is delayed at any time during the progress of the Work by the neglect or failure of
the Agency or by a cause as described below, then the time for completion and/or affected delivery
date(s) shall be extended by the Agency subject to the following cumulative conditions:

a. The cause of the delay arises after the Notice of Award and neither was nor could have been
anticipated by the Contractor by reasonable investigation before such award. Such cause
may also include force majeure events such as any event or circumstance beyond the
reasonable control of the Contractor, including but not limited to acts of God; earthquake,
flood and any other natural disaster; civil disturbance, strikes and labor disputes; fires and
explosions; war and other hostilities; embargo; or failure of third parties, including
Suppliers or Subcontractors, tc perform their obligations to the Contractor;

b. The Contractor demonstrates that the completion of the Work and/or any affected deliveries
will be actually and necessarily delayed;

c. The Contractor has taken measures to avoid and/or mitigate the delay by the exercise of all
reasonable precautions, efforts and measures, whether before or after the occurrence of the
cause of delay; and

d, The Contractor makes written request and provides other information to the Agency as
described by the final paragraph in this section below.

A delay in meeting all of the conditions of this section shall be deemed an excusable delay. Any
concurrent delay that does not constitute an excusable defay shall not be the sole basis for denying a
request hereunder,

None of the above shall relieve the Contractor of any Hability for the payment of any liquidated
damages owing from a failure to complete the Work by the time for completion that the Contractor
is required to pay pursuant to “Liquidated Damages for Late Delivery of the Bus” for delays
occurring prior to, or subsequent to the occurrence of an excusable delay.

The Agency reserves the right to rescind or shorten any extension previously granted, if
subsequently the Agency determines that any information provided by the Contractor in support of
a request for an extension of time was erroneous; provided, however, that such information or facts,

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if known, would have resulted in a denial of the request for an excusable delay. Notwithstanding the
above, the Agency will not rescind or shorten any extension previously granted if the Contractor
acted in reliance upon the granting of such extension and such extension was based on information
that, although later found to have been erroneous, was submitted in good faith by the Contractor.

No extension or adjustment of time shall be granted unless: (1) written notice of the delay is filed
with the Agency within fourteen (14) calendar days after the commencement of the delay and (2) a
written application therefore, stating in reasonable detail the causes, the effect to date and the
probable future effect on the performance of the Contractor under the Contract, and the portion or
portions of the Work affected, is filed by the Contractor with the Agency within thirty (30) calendar
days after the commencement of the delay. No such extension or adjustment shall be deemed a
waiver of the rights of either party under this Contract. The Agency shall make its determination
within thirty (30) calendar days after receipt of the application.

DISADVANTAGED BUSINESS ENTERPRISE

The Federal Fiscal Year goal has been set by NTS in an attempt to match projected procurements

with available qualified disadvantaged businesses. NTS goals for budgeted service contracts, bus

parts, and other material and supplies for Disadvantaged Business Enterprises have been

established by NTS as set forth by the Department of Transportation Regulations 49 CFR Part 26.
This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part

26Participation by Disadvantaged Business Enterprises in Department of Transportation Financial
Assistance Programs. The national goal for participation of Disadvantaged Business Enterprises
(DBE) is 10%. Nashua Transit System, overall goai for DBE participation is 1.4 %, A separate
contract goal has not been established for this procurement.

The contractor must never exclude any person from participation in, deny any person the benefits of,
or otherwise discriminate against anyone in connection with the award and performance of any
contract covered by this part on the basis of race, color, sex, or national origin. The contractor shall
carry out applicable requirements of 49 CFR Part 26 in the award and administration of this DOT-
assisted contract. Failure by the contractor to carry out these requirements is a material breach of this
contract, which may result in the termination of this contract or such other remedy as Nashua Transit
System, deems appropriate. Each subcontract the contractor signs with a subcontractor must include
the assurance in this paragraph (see 49 CFR 26.13(b)).

The successful Bidder/offeror will be required to report its DBE participation obtained through race-
neutral means throughout the period of performance.

The contractor is required to pay its subcontractors performing work related to this contract for
satisfactory performance of that work no later than 30 days after the contractor’s receipt of payment
for that work from the Nashua Transit System. In addition, the contractor may not hold retainage
from its subcontractors and is required to return any retainage payments to those subcontractors
within 30 days after the subcontractor's work related to this contract is satisfactorily completed and is
required to return any retainage payments to those subcontractors within 30 days after incremental
acceptance of the subcontractor’s work by the Nashua Transit System, and contractor’s receipt of the
partial retainage payment related to the subcontractor’s work.

The contractor must promptly notify Nashua Transit System, whenever a DBE subcontractor
performing work related to this contract is terminated or fails to complete its work, and must make
good faith efforts to engage another DBE subcontractor to perform at least the same amount of work.
The contractor may not terminate any DBE subcontractor and perform that work through its own
forces or those of an affiliate without prior written consent of Nashua Transit System.

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In administering the DBE program, the contractor must not directly or through contractual or other
arrangements. use criteria or methods of administration that have the effect of defeating or
substantially impairing accomplishment of the objectives of the program with respect to individuals
of a particular race, color, sex, or national origin.

DBE PARTICIPATION REQUIREMENTS

The Bidder must certify that they are in compliance with the Transit Vehicle Manufacturer DBE
requirements:
<Thus affidavil must be on the form provided by NTS, which is enclosed with this bid package>

AWARD OF CONTRACT

The contract shall be awarded to the best overall bid mecting the minimum requirements as set forth
in the specifications. NTS will pay no interest, finance, or carrying charges on our unpaid balance.
There will be no down payment or prepayment made as part of this award.

INELIGIBLE CONTRACTORS/DEBARMENT AND SUSPENSION

This contract is a covered transaction for purposes of 49 CFR Part 29 and Executive Order 12549. As
such, the contractor is required to verify that none of the contractor, its principals, as defined at 49
CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49
CFR 29.940 and 29.945,

The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to
comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into.

By signing and submitting its bid or proposal, the Bidder or proposer certifies as follows:

The certification in this clause is a material representation of fact relied upon by Nashua Transit
System. If it is later determined that the Bidder or proposer knowingly rendered an erroneous
certification, in addition to remedies available to Nashua Transit System, the Federal Government
may pursue available remedies, including but not limited to suspension and/or debarment. The
Bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer
is valid and throughout the period of any contract that may arise from this offer. The Bidder or
proposer further agrees to include a provision requiring such compliance in its lower tier covered
transactions,

<This affidavit must be on the form provided by NTS, which is enclosed with this bid package>
BUY AMERICA

The Bidder agrees to comply with 49 U.S.C. 5323()) and 49 C.E.R. Part 661, which provide that
Federal funds may not be obligated uniess steel, iron, and manufactured products used in FTA-
funded projects are produced in the United States, unless a waiver has been granted by FTA or the
product is subject to a general waiver. General waivers are listed in 49 C.F.R. 661.7, and include final
assembly in the United States for 15 passenger vans and 15 passenger wagons produced by Chrysler
Corporation, and microcomputer equipment and software, Separate requirements for rolling stock are
set out at 49 U.S.C. 5323(j)(2)(C) and 49 C.F.R. 661.11. Rolling stock must be assembled in the
United States and have a 60 percent domestic content.

A Bidder must submit to NTS the appropriate Buy America certification with all bids or offers on
an FTA funded contracts, except those subject to a general waiver. Bids that are not accompanied
by a completed Buy America certification must be rejected as nonresponsive. This requirement

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does not apply to lower tier subcontractors.

Rolling Stock Requirements: Ifthe highest ranking Bidder certifies compliance, then the Bidder
must provide the following information within five (5) days of the staff recommendation for
award in order for NTS to verify compliance prior to contract award as required by the FTA:

a. Listing of component and subcomponent parts of the coach identified by manufacturer of
the parts, their country of origin and costs; and

b. The location of the final assembly point for the rolling stock, including a description of the
activities that will take place at the final assembly point and the cost of final assembly.

If the recommended Bidder is not in compliance, NTS will request that the next highest-
ranking Bidder provide the necessary information. The successful Bidder will be required to
update this information prior to acceptance of the equipment.

If the recommended Bidder is unable to certify compliance with the Buy America requirements,
but believes that it may qualify for an exception to the requirements consistent with Section
165(b\2) or (b)(4) of the Surface Transportation Assistance Act, as amended, NTS will tender the
request for exception(s) to the FTA for review and approval on behalf of the Proposer.

The Bidder shall submit the following certifications:
a. Evidence that it will be capable of meeting the specifications, and

b. The manufacturer’s Federal Motor Vehicle Safety Standards (FMVSS) self-certification
sticker information that the vehicle complies with the relevant FMVSS or the
rmanufacturer’s certified statement that the contracted buses will not be subject to FMVSS
regulations.

Bidders are advised to review the specific Buy America Requirements contained in the regulations
at 49 CFR Part 661.

<This affidavit must be on the form provided by NTS, which is enclosed with this bid package>

26) AUDIT AND INSPECTION OF RECORDS

1. Where the Purchaser is not a State but a local government and is the FTA Recipient or a
subgrantee of the FTA Recipient in accordance with 49 C. F.R. 18.36(i), the Contractor agrees
to provide the Purchaser, the FTA Administrator, the Comptroiler General of the United States
or any of their authorized representatives access to any books, documents, papers and records of
the Contractor which are directly pertinent to this contract for the purposes of making audits,
examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49 C.F. R. 633.17
to provide the FTA Administrator or his authorized representatives including any PMO
Contractor access to Contractor's records and construction sites pertaining to a major capital
project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through
the programs described at 49 U.S.C. 5307, 5309 or 5311.

3. Where the Purchaser enters into a negotiated contract for other than a small purchase or under
the simplified acquisition threshold and is an institution of higher education, a hospital or other
non-profit organization and is the FTA Recipient or a subgrantee of the FTA Recipient in
accordance with 49 C.F.R. 19.48, Contractor agrees to provide the Purchaser, FTA
Administrator, the Comptroller General of the United States or any of their duly authorized

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The H.L. Turner Group Inc.
SSS SS SSS SSS SSS SS ES
27 Locke Read Concord, NH 00301

603.228.1122 hiurner.com

Nashua Riverfront Development Project
Final Engineering Design

5/11/2022
TASK DESCRIPTION eure Vd
PM Structural PE Sr PO Tc HOURS
Segment 13 - 4 Water Street Boardwalk EA
13.1 - Board i I
oan walk River Piles & Bullding j » 8 8 ; 46
jConnections
13.2 - Boardwalk Structural Details 4 16 4 z 26
13.3 - Expanded Boardwalk Des'gn Coordination 8 a . : 20
13.4 - Design Expanded Boardwalk Section 4 20 4 8 i
13.5 - Design Retaining Wall{s) & River Piles for
Expanded Boardwalk Section : iy : 16 ae
13.6 - Design Piles - New Floating Dock 2 16 2 20
13.7 - Design the New Floating Dock & Gangway 2 16 18
System Including Intermediate Supports
13.8 - Re-examne Flood Rise Criteria with
Final P.le(s) Layout 4 oe : ay
13.9 - Assess Pile Erosion/Scour Ice & A 2 2 18
Woody/Miscellaneous Gebris Load:ngs
13.10 - P. i i i
repare Final Design Drawings & 8 40 16 140 i2
Specifications
j
> a > Ne A es ed Gees tee ele Gee es Ge Oe ee ee ee es eee ee ee ee fe ee ee ees ee ee es ee eee —_—_
4 172 176 236
Po SS SS SL SND GE ts OS cue rm) cre eS ag Cee ee et et ce ee es eee ee ee fe oe es te ot
1
TOTAL HOURS 44 172 72 176 26 | 490
ESTIMATED ENGINEERING COSTS
Work Estimated
Hours Hourly Rate Costs
Project Manager (PM) 44 $ 150.00 $ 6,600.00
Structural Engineer (Structural} 172 $ 185.00 $ 31,820.00
Project Engineer (PE} 72 $ 130.00 $ 9,360.00
Sr. Project Designer | (Sr PD} 176 $ 105.00 $ 18,480.00
Technica} Coordinator (TC) 26 § 100.00 $ 2,600.00
490 Total Fully Burdened Labor $ 68,860.00
Subconsultant $ :
Expenses $ 400.00

Estimated Direct Costs $5 400.00
TOTAL ESTIMATED COST = $ 69,260.00

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representatives with access to any books, documents, papers and record of the Contractor which
are directly pertinent to this contract for the purposes of making audits, examinations, excerpts
and transcriptions.

3. Where any Purchaser which is the FTA Recipient or a subgrantee of the FTA Recipient in

accordance with 49 U.S.C. 5325(a) enters into a contract for a capital project or improvement
(defined at 49 U.S.C. 5302(a)1) through other than competitive bidding, the Contractor shall
make available records related to the contract to the Purchaser, the Secretary of Transportation
and the Comptroller General or any authorized officer or employee of any of them for the
purposes of conducting an audit and inspection.

4, The Contractor agrees to permit any of the foregoing parties to reproduce by any means

whatsoever or to copy excerpts and transcriptions as reasonably needed.

5. The Contractor agrees to maintain all books, records, accounts and reports required under this

contract for a period of not less than three years after the date of termination or expiration of this
contract, except in the event of litigation or settlement of claims arising from the performance of
this contract, in which case Contractor agrees to maintain same until the Purchaser, the FTA
Administrator, the Comptroller General, or any of their duly authorized representatives, have
disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 CFR
18.39((11).

6. FTA does not require the inclusion of these requirements in subcontracts.

SUBCONTRACT APPROVAL

Any subcontract the Bidder may wish to enter into must be approved by prior to the execution of the
subcontract, and all the requirements of the FTA third party contracts must be included within said
subcontracts to gain approval of NTS.

OWNERSHIP OF DOCUMENTS

NTS and FTA will become owners of all documents prepared by the Bidder upon payment for
same by NTS, except any documents which may be protected by patent, lease or other written
documents which provides proof of ownership.

AMENDMENTS TO THE CONTRACT

This agreement may be amended at any time, providing any amendment is approved in writing by
the Transportation Manager.

CARGO PREFERENCE (WHERE APPLICABLE)
The Bidder agrees:

a. To use privately owned United States-Flag commercial vessels to ship at least 50 percent of
the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers)
involved, whenever shipping any equipment, material, or commodities pursuant to the
underlying contract to the extent such vessels are available at fair and reasonable rates for
United States-Flag commercial vessels;

b. To furnish within twenty (20) working days following the date of loading for shipments
originating within the United States or within thirty (30) working days following the date of

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leading for shipments originating outside the United States, a legible copy of a rated, "on-
board” commercial ocean bill-of -lading in English for each shipment of cargo described in
the preceding paragraph to the Division of National Cargo, Office of Market Development,
Maritime Administration, Washington, DC 20590 and to the FTA recipient (through the
Contractor in the case of a subcontractor’s bill-of-lading.}

c. To include these requirements in all subcontracts issued pursuant to this contract when the
subcontract may involve the transport of equipment, material. or commodities by ocean
vessel.

d. Requires Bidder and subcontractors at every tier to use United States-flag air carriers, to the
extent service by these carriers is available. When the contract may involve the international
transportation of goods, equipment, or personnel by air, the contract must. 49 U.S.C. 40118
and 4 CFR Part 52.

ENVIRONMENTAL, RESOURCE CONSERVATION, AND ENERGY REQUIREMENTS

The Bidder and all of its subcontractors shall recognize mandatory standards and policies relating to
the following requirements:

Energy Requirements

Pursuant to 40 U.S.C, 3141 et seq. and 49 CFR Part 18 the contractor agrees to comply with
mandatory standards and policies relating to energy efficiency which are contaimed in the state
energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

Clean Water

(1) The Bidder agrees to comply with all applicable standards, orders or regulations issued
pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. The
Bidder agrees to report each violation to the Purchaser and understands and agrees that the
Purchaser will, in turn, report each violation as required to assure notification to FTA and the
appropriate EPA Regional Office.

(2) The Bidder also agrees to include these requirements in each subcontract exceeding $100,000
financed in whole or in part with Federal assistance provided by PTA.

Clean Air

(1) The Bidder agrees to comply with all applicable standards, orders or regulations issued
pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. The Bidder agrees to
report each violation to the Purchaser and understands and agrees that the Purchaser will, in
turn, report each violation as required to assure notification to PTA and the appropriate EPA
Regional Office.

(2) The Bidder also agrees to include these requirements in each subcontract exceeding $100,000
financed in whole or in part with Federal assistance provided by FTA.

Recovered Materials
The Bidder agrees to comply with all the requirements of Section 6002 of the Resource
Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited

to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the
procurement of the items designated in Subpart B of 40 CFR Part 247.

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TERMINATE/BREACH OF CONTRACT

Termination for Convenience (General Provision) Nashua Transit System may terminate
this contract, in whole or in part, at any time by written notice to the Contractor when it is in
the Government's best interest. The Contractor shall be paid its costs, including contract close-
out costs, and profit on work performed up to the time of fermination. The Contractor shall
promptly submit its termination claim to Nashua Transit System, to be paid to the Contractor.
Ifthe Contractor has any property in its possession belonging to the Nashua Transit System,
the Contractor will account for the same, and dispose of it in the manner the Nashua Transit
System directs.

Termination for Default [Breach or Cause] (General Provision) If the Contractor does not
deliver supples in accordance with the contract delivery schedule, or, if the contract is for
services, the Contractor fails to perform in the manner called for in the contract, or if the
Contractor fails to comply with any other provisions of the contract, Nashua Transit System,
may terminate this contract for default, Termination shall be effected by serving a notice of
termination on the contractor setting forth the manner in which the Contractor is in default. The
contractor will only be paid the contract price for supplies delivered and accepted, or services
performed in accordance with the manner of performance set forth in the contract.

If it is later determined by Nashua Transit System, that the Contractor had an excusable reason
for not performing, such as a strike, fire, or flood, events which are not the fault of or are
beyond the control of the Contractor, Nashua Transit System, after setting up a new delivery of
performance schedule, may allow the Contractor to continue work, or treat the termination as a
termination for convenience.

Opportunity to Cure (General Provision) Nashua Transit System, in its sole discretion may,
in the case of a termination for breach or default, allow the Contractor ten (10) days which to
cure the defect. In such case, the notice of termination will state the time period in which cure
is permitted and other appropriate conditions

If Contractor fails to remedy to Nashua Transit System’s satisfaction the breach or default of
any of the terms, covenants, or conditions of this Contract within ten (10) days after receipt by
Contractor of written notice from Nashua Transit System, setting forth the nature of said
breach or default, Nashua Transit System, shail have the right to terminate the Contract without
any further obligation to Contractor. Any such termination for default shalt not in any way
operate to preclude Nashua Transit System, from also pursuing all available remedies against
Contractor and its sureties for said breach or default.

Waiver of Remedies for any Breach In the event that Nashua Transit System, elects to waive
its remedies for any breach by Contractor of any covenant, term or condition of this Contract,
such waiver by Nashua Transit System, shall not limit Nashua Transit System, remedies for
any succeeding breach of that or of any other term, covenant, or condition of this Contract.

Termination for Default (Supplies and Service) If the Contractor fails to deliver supplies or
to perform the services within the time specified in this contract or any extension or if the
Contractor fails to comply with any other provisions of this contract, Nashua Transit System,
may terminate this contract for default. Nashua Transit System shall terminate by delivering to
the Contractor a Notice of Termination specifying the nature of the default. The Contractor
will only be paid the contract price for supplies delivered and accepted, or services performed
in accordance with the manner or performance set forth in this contract.

Hf, after termination for failure to fulfill contract obligations, it is determined that the
Contractor was not in default, the rights and obligations of the parties shall be the same as if
the termination had been issued for the convenience of the Recipient.

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TIE-BREAKING

In the event of a tie, NTS shall award to the firm: |) with the largest labor surplus in its metropolitan
area; 2) the highest DBE participant; or 3) a business registered as a small business with the Small
Business Administration.

In the event of a tie and after the aforementioned, the Bidder that submitted their bid first shall be
awarded the contract.

RIGHT TO PERFORM PRE-AWARD SURVEY

NTS retains the right to review the apparent low Bidder’s production schedule and past delivery
performance to determine responsibility.

RIGHT TO VERIFY PROPOSAL - SINGLE BID

NTS shall verify proposals in the event of a single bid response, which shall automatically convert
this solicitation to a negotiated purchase, which shall require the Bidder to negotiate a fair and
equitable price. NTS retains the right to request certifiabie/cost analysis data, which the Bidder
must provide.

RIGHT TO AUDIT

NTS retains the right to audit the Bidder's proposal to determine that prices proposed are fair and
equitable.

RIGHT TO ADJUST COST

If NTS determines during the life of the contract that data submitted by the Bidder is not current,
incomplete, or is inaccurate, NTS and Bidder shall negotiate a mutually agreeable adjustment in cost.

CONTRACT CHANGE ORDERS

Written Change Orders: Oral change orders are not permitted. No change in this contract shall be
made unless prior written approval has been given. The Bidder shall be liable for all costs resulting
from, and/or for satisfactorily correcting, any specification change not properly approved by written
notice.

Change Order Procedure: Within thirty (30) calendar days after receipt of a written change order
request, the Bidder shall submit a detailed price and schedule proposal for the work to be performed.
The proposal shall be accepted or modified by negotiations between the Bidder and the NTS. At that
time both parties shall execute a detailed agreement in writing.

PROTESTS

It is the policy of NTS to prepare specifications for invitation to bid or for requests for proposals that
are not discriminatory in nature. All solicitations are to be open and free to all competing vendors
whereby all have a reasonable chance to be successful and be awarded a contract.

If a Bidder that has submitted a proposal feels that a particular solicitation is unfair, the following

procedure must be followed to register a proper protest and said procedure shall be part of all
solicitations:

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Pre-Bid Protest

STEP |. Protest must be made in writing and addressed to the Purchasing Manager no later than five
(5) business days before the scheduled bid or RFP due date. Such protest must cite what
the solicitation was for, and for what reason the protest is lodged.

STEP 2. The Purchasing Manager shall make all reasonable attempts to resolve the protest prior to the
award of a contract, and may reschedule the bid opening date solely at their discretion if
deemed necessary. The Purchasing Manager must make their decision no later than three (3)
business days from date the protest is lodged.

Continue to Step 3 under Post-Bid procedures below
Post-Bid Protest

STEP 1. Protest must be made in writing and addressed to the Purchasing Manager no later than five
(5) business days after the scheduled bid due date. Such protest must cite what the solicitation
was for, and for what reason the protest is lodged,

STEP 2. The Purchasing Manager shall make all reasonable attempts to resolve the protest prior to
the award of a contract. The Transportation Manager must make their decision no later
than five (5) business days from date the protest is lodged.

STEP 3. If the protest is not satisfactorily resolved at Step 2, the person or firm making the protest
may request a hearing with his legal counsel and NTS with the City of Nashua’s legal
counsel serving as arbitrator on the matter. Request for such a hearing must be made
within ten
(10) Business days of the original date the protest was filed.

The decision of the City shall be final and binding on all parties. Appeal from the decision
of the City or any request by an adversely affected party may be submitted in writing to
the Federal Transportation Administration (FTA). FTA's recourse shall only consider
protest appeals where the local protest procedure does not exist or where the local
procedure was not followed.

49) BREACHES AND DISPUTE RESOLUTION — 49 CFR Part 18 — FTA Circular 4220.1F

Performance During Dispute - Unless otherwise directed by the City, Contractor shall
continue performance under this Contract while matters in dispute are being resolved.

Claims for Damages - Should either party to the Contract suffer injury or damage to person
or property because of any act or omission of the party or of any of his employees, agents or
others for whose acts he is legally liable, a claim for damages therefor shall be made in
writing to such other party within a reasonable time after the first observance of such injury
of damage.

Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and
other matters in question between the City and the Contractor arising out of or relating to
this agreement or its breach will be decided by arbitration if the parties mutually agree, or in
a court of competent jurisdiction within the State in which the City is located.

Rights and Remedies - The duties and obligations imposed by the Contract Documents and
the rights and remedies available thereunder shall be in addition to and not a limitation of
any duties, obligations, rights and remedies otherwise imposed or available by law. No
action or failure to act by the City, Architect, or Contractor shall constitute a waiver of any
right or duty afforded any of them under the Contract, nor shall any such action or failure to
act constitute an approval of or acquiescence in any breach thereunder, except as may be
specifically agreed in writing.

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