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12.

13.

14.

15.

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

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

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

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

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

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

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

GC 7 of 11

10.

17,

18,

19,

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

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

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

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

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

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

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

CITY INSPECTION OF CONTRACT MATERIALS The books, records, documents and accounting
procedures and practices of Professional Engineer related to this contract shall be subject to
inspection, examination and audit by the City of Nashua, including, but not limited to, the
contracting agency, the Board of Public Works, Corporation Counsel, and, if applicable, the
Comptroller General of the United States, or any authorized representative of those entities.

GC 8 of 11

20. DISPOSITION OF CONTRACT MATERIALS Any books, reports, studies, photographs, negatives or

21.

other documents, data, drawings or other materials, including but not limited to those contained in
media of any sort (e.g., electronic, magnetic, digital) prepared by or supplied to Professional
Engineer in the performance of its obligations under this contract shall be the exclusive property
of the City of Nashua and all such materials shall be remitted and delivered, at Professional
Engineer's expense, by Professional Engineer to the City of Nashua upon completion,
termination, or cancellation of this contract. Alternatively, if the City of Nashua provides its
written approval to Professional Engineer, any books, reports, studies, photographs, negatives or
other documents, data, drawings or other materials including but not limited to those contained in
media of any sort (e.g., electronic, magnetic, digital) prepared by or supplied to Professional
Engineer in the performance of its obligations under this contract must be retained by
Professional Engineer for a minimum of four years after final payment is made and all other
pending matters are closed. If, at any time during the retention period, the City of Nashua, in
writing, requests any or all of the materials, then Professional Engineer shall promptly remit and
deliver the materials, at Professional Engineer's expense, to the City of Nashua. Professional
Engineer shall not use, willingly allow or cause to have such materials used for any purpose other
than the performance of Professional Engineer's obligations under this contract without the prior
written consent of the City of Nashua.

The City of Nashua acknowledges that the Professional Engineer’s Instruments of Service are not
represented to be suitable for use or reuse for any other applications or site without written
verification from the Professional Engineer and any such use or reuse without written
verification from the Professional Engineer will be at the City of Nashua’s sole risk and without
liability to the Professional Engineer.

PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS Professional Engineer expressly agrees
that all documents ever submitted, filed, or deposited with the City of Nashua by Professional
Engineer (including those remitted to the City of Nashua by Professional Engineer pursuant to
paragraph 20), unless designated as confidential by a specific statue of the State of New
Hampshire, shall be treated as public records and shall be available for inspection and copying by
any person, or any governmental entity.

No books, reports, studies, photographs, negatives or other documents, data, drawings or other
materials including but not limited to those contained in media of any sort (e.g., electronic,
magnetic, digital) prepared by or supplied to Professional Engineer in the performance of its
obligations under this contract shall be the subject of any application for a copyright or patent by
or on behalf of Professional Engineer. The City of Nashua shall have the ght to reproduce any
such materials.

Professional Engineer expressly and indefinitely waives all of its rights to bring, including but not
limited to, by way of complaint, interpleader, intervention, or any third party practice, any claims,
demands, suits, actions, judgments, or executions, for damages or any other relief, in any
administrative or judicial forum, against the City of Nashua or any of its officers or employees, in
either their official or individual capacity of the City of Nashua, for violations of or infrmgement
of the copyright or patent laws of the United States or of any other nation. Professional Engineer
agrees to indemnify, to defend, and to hold harmless the City of Nashua, its representatives, and
employees from any claim or action seeking to impose liability, costs, and attorney fees incurred
as a result of or in connection with any claim, whether rightful or otherwise, that any material
prepared by or supplied to Professional Engineer infringes any copyright or that any equipment,
material, or process (or any part thereof) specified by Professional Engineer infringes any patent.

Professional Engineer shall have the right, in order to avoid such claims or actions, to substitute at
its expense non-infringing materials, concepts, products, or processes, or to modify such

GC 9 of 11

23.

24.

25.

26.

infringing materials, concepts, products, or processes so they become non-infringing, or to obtain
the necessary licenses to use the infringing materials, concepts, products, or processes, provided
that such substituted or modified materials, concepts, products, or processes shall meet all the
requirements and be subject to all the terms and conditions of this contract.

. FINAL ACCEPTANCE Upon completion of all work under the contract, Professional Engineer

shall notify the City of Nashua in writing of the date of the completion of the work and request
confirmation of the completion from the City of Nashua. Upon receipt of the notice, the City of
Nashua shall confirm to Professional Engineer in writing that the whole of the work was
completed on the date indicated in the notice or provide Professional Engineer with a written list
of work not. completed. With respect to work listed by the City of Nashua as incomplete,
Professional Engineer shall promptly complete the work and the final acceptance procedure shall
be repeated. The date of final acceptance of a project by the City of Nashua shall be the date upon
which the Board of Public Works or other designated official accepts and approves the notice of
completion.

TAXES Professional Engineer shall pay all taxes, levies, duties, and assessments of every nature
due in connection with any work performed under the contract and make any and all payroll
deductions required by law. The contract sum and agreed variations to it shall include all taxes
imposed by law. Professional Engineer hereby indemnifies and holds harmless the City of Nashua
from any liability on account of any and all such taxes, levies, duties, assessments, and
deductions.

NON-WAIVER OF TERMS AND CONDITIONS None of the terms and conditions of this contract
shall be considered waived by the City of Nashua. There shall be no waiver of any past or future
default, breach, or modification of any of the terms and conditions of the contract unless
expressly stipulated to by the City of Nashua in a written waiver.

RIGHTS AND REMEDIES The duties and obligations imposed by the contract and the rights and
remedies available under the contract shall be in addition to and not a limitation of any duties,
obligations, rights, and remedies otherwise imposed or available by law.

PROHIBITED INTERESTS Professional Engineer shall not allow any officer or employee of the
City of Nashua to have any indirect or direct interest in this contract or the proceeds of this
contract. Professional Engineer represents 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. [f 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 represents 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 represents 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

GC 10 of 11

CONSTRUCTION CONTRACTOR’S
QUALIFICATION STATEMENT

On Schedule A, attached, list major engineered construction projects completed by this
organization in the past five (5) years. (If joint venture, list each participant’s projects separately).
See attached References .
On Schedule B, attached, list current projects under construction by this organization, (If joint
venture, list each participant’s projects separately).
See attached References.
Name of Surety Company and name, address, and phone number of agent.

North American Specialty Insurance Company

160 Gould Street, Sulte 118, Needham, MA 02494
Richard Leveron! 860-268-2179

Is your organization a member of a controlled group of corporations as defined. in I.R.C. Sec.
1563?

X]Yes []No

If yes, show names and addresses of affiliated companies.
Newport Materials LLC, 145 Temple Street, Nashua, NH 03060

Furnish on Schedule C, attached, details of the construction experience of the principal
individuals of your organization directly involved in construction operations.
See attached Personnel List.

Has your organization ever failed to complete any construction contract awarded to it?

C]Yes KIJNo
If yes, describe circumstances and provide details on attachment.

Has any Corporate officer, partner, joint venture participant or proprietor ever failed to complete
a construction contract awarded to him or her in their own name or when acting as a principal of
another organization?

ClYes [KINo
If yes, describe circumstances and provide details on attachment.

In the last five years, has your organization ever failed to substantially complete a project in a
timely manner?

[lYes [XINo
ClYes [No

If yes, describe circumstances and provide details on attachment.

CQ-1of7

12.

14.

15,

Does your organization now have any legal suits or arbitration claims pending or outstanding
against it or any officers?

LlYes K]No

If yes, describe circumstances and provide details on attachment.
Has your organization had a contract partially or completely terminated for default (cause) within
the past five years?

[ly¥es FJNo

if yes, describe circumstances and provide details on attachment.

List the licensed categories of work that your company normally performs with its own
workforce. Heavy Highway Road and Bridge Contractor

If required, can your organization provide a bid bond for this project?
lYes [JNo

What is your approximate total bonding capacity?

[-]8500,000 to $2,000,000

[152,000,000 to $5,000,000

(J$5,000,000 to $10,000,000

X]$10,009,000 or more

Describe the permanent safety program you maintain within your organization. Use attachment if
necessary.
Newport has a Health and Safety Plan that has been implemented company wide.

Newport holds annual Safety Seminars.

Newport has an outside safety company that performs site safety inspections.

Newport has a Safety Officer that performs weekly inspections.

Fumish the following information with respect to an accredited banking institution familiar with
your organization.

Name of Bank Merrimack County Savings Bank

Address 101 Broad Streat
Nashua, NH 03060

Account Manager Nicole Ostergard

Telephone 603-879-8525

CQ -20f7

I hereby certify that the information submitted herewith, including any attachment is true to the best of
my knowledge and belief.

Newport Construction Corp,

» EAs

|

Title: Richard A. DeFelice, President

Dated: 07/98

CQ -3 of 7

Key Personnel

06/05/18

INDIVIDUALS
NANE

PRESENT
POSITION

YEARS OF
CONSTRUCTION
EXPERIENCE

MAGNITUDE & TYPE OF
WORK

IN WHAT
CAPAGITY

Richard DeFelice

Owner

38

$38 Million

Bridge & Road
Construction, Paving,
Water & Sewer, Drainage,
Wetland Restoration,
Recreation Facilities,
Milling, Reclaiming & Catch
Basin Cleaning

Owner

Anthony Barrile

Vice President

38

$40 Million
Bridge & Road
Consiruction, Paving,
Water & Sewer, Drainage,
Wetland Restoration,
Recreation Facilities,
Milling, Reclaiming.& Catch
Basin Cleaning

Vice President

Peter T. Salinder

Estimator/Construc
tion Manager

38

$200 Million

Bridge & Road
Construction & Demo

Estimator/Constru
ction Manager

Thomas Maimone

Estimator/Project
Manager

11

$10 Million

Road, Sewer, Water Pump
Stations & Jacking

Estimator/Project
Manager

Robert Kourafas

Estimator/Praject
Manager

27

$75 Million

Road, Sewer, Water Pump
Stations & Jacking

Estimator/Project
Manager

Danial Vaillancourt

Paving & Milling
Sales

29

$20 Million

Paving, Milling &
Reclamation

Paving & Milling
Operator, Sales,
Estimating

Tom Barrile

Project Manager

$3.Million
Road Construction,
Drainage, Water & Sewer,
Wetland Restoration

Project Manager

Bermie LaVita

Safety
Officer/Project
Manager

49

. $20 Million

Bridge & Road
Construction, Paving,
Water & Sewer, Drainage,
Wetland Restoration,
Recreation Facilities,
Milling, Reclaiming & Catch
Basin Cleaning

Safety
Officer/Project
Manager

Brian DeFelice

Project Manager

$8 Million

Road Construction,
Drainage, Water.& Sewer

Project Manager

Jeff Wilkens

Superintendent

43

$58 Million
Road, Site Construction,

Drainage, Water & Sewer,
Bridge

Superintendent

Page 1 of 2

$8 Million

INDIVIDUAL'S
NAME

PRESENT
POSITION

YEARS OF
CONSTRUCTION
EXPERIENCE

MAGNITUDE & TYPE OF
WORK

IN WHAT
CAPACITY

Tom Ennion

Superintendent

Ai

Road Construction, Water
& Sewer, Drainage &
Paving, Recreational

Facilities

Superintendent

Mark Mantone

Superintendent

33

$8 Million
Road Consiruction,
Utilities, Building, Water &
Sewer, Drainage, Paving,
Recreational Facilities

Superintendent

Jeff L'Ecuyer

Superintendent

32

$38 Million
Bridge & Road
Construction, Water,
Sewer & Drainage,
Wetland Restoration

Superintendent

Gil Farah

Superintendent

27

$30 Million
Road & Bridge
Construction, Utilities,
Waiter & Sewer, Drainage,
Wetland Restoration

Superintendent

Carl Howard

Superintendent

$15 Million

Road Construction, Sewer
& Water, Drainage

Superintendent

Steve Barry

Superintendent.

18

$500 Million

Road Construction, Water
& Sewer, Drainage

Superintendent

Chris Perreira

Superintendent

21

$10 Million

Road Construction & Site
Work

Superintendent

Ken Chartier

Superiniendent

16

$10 Million

Road Construction & Site
Work

Superintendent

Al Maimone

Superintendent

36

$10 Million
Road Construction, Water
& Sewer, Drainage

Superintendent

Bill Farnam

Superintendent

25

$10 Million
Road Construction, Water
& Sewer, Drainage

Superintendent

Chris Fowlie

Superintendent

10

$106 Million
Road Construction, Water
& Sewer, Drainage

Superintendent

Frank Forest

Foreman

22

$750,000

Milling and Cold Planning

Foreman

Robert Millett

Foreman

$750,000
Milling and Cold Planning

Foreman

James Logan

Foreman

$250,000

Catch Basin

Foreman

Page 2 of 2

CONSTRUCTION CORPORATION

BOARD OF DIRECTORS VOTE

At a meeting of the Board of Directors of NEWPORT CONSTRUCTION CORPORATION held on
January 5, 2018 at which all the Directors were present or waived notice, it was VOTED, that Richard
A. DeFelice, President of this company; and that he is hereby authorized to execute contracts in the
name and on behalf of said company, and affix its corporate seal thereto; and such execution of any
contract or obligation in this company’s name on its behalf by such Richard A. DeFelice, under seal of
this company shall be valid and binding upon this company.

A True Copy A ALL f
Clerk:
Signatir
Richard A. DeFelice
145 Temple Street. Nashua. NH 03060
January 26. 2018

Date

I, Richard A. DeFelice, hereby certify that I am the Clerk of NEWPORT CONSTRUCTION
CORPORATION and that Richard A. DeFelice is the duly elected President of said company, and that
the above vote has not been amended or rescinded and remains in full force and as of this date.

AY

Signature’ / “~

(Corporate Seal)

148 TEMPLE STREET NASHUANH 03060 603.882.1700 PH 603.882.2784 FAX
yaw NEWIPORTCORPORATION.com