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Part 3_City of Nashua, NH

Gig

Jackson Mills HPP

pe GENERAL CONDITIONS

FIELD SERVICES PROTOCOL

DEFINITIONS AND INTERPRETATIONS
"Supplier" means Mavel Americas, Inc.
"Purchaser" means the City of Nashua, NH.

"Contract" means the Agreement between the Purchaser
and Supplier

"Technical Advice" or “Field Services” means activities
performed by the Supplier or Supplier's personnel at the
Project Site comprising:

e attendance,

e provision of advice, instruction and assistance,

e evaluation of results, and

e other activities, duties, competences as stipulated

in the Contract

The Technical Advice covers expressly only the Technical
Advice of installation of the Equipment supplied by the
Supplier under the Contract.

"Technical Advisor" means the person nominated and
authorized by the Supplier to provide advice, in clear and
understandable English, during all or a portion of the
installation.

“Technical Advice Logbook” means the logbook
maintained at the Project Site that records activities during
the Technical Advice period.

"Civil Works Readiness” means the completed, finished,
dry and clean civil part performed by the Purchaser or by
his contractors in conformity with all drawing
documentation and Contract requirements and _ the
provisions of this document so that the Project Site is
prepared for the immediate commencement of the
installation of the Equipment and Technical Advice.

“Site Construction Manager’ means the person assigned
by Purchaser that is responsible for Project Site safety and
personnel.

Other capitalized terms have the meanings set forth in the
Contract Documents.

The Purchaser is obliged to secure properly at its own costs:

a.

b.

All permits, authorisations and/or licenses required by the
state and/or local authorities for all Work related activities
at the Project Site. The Purchaser will represent to
Supplier at Civil Works Readiness that all such
permissions have been obtained.

Any taxes, duties, fees imposed in the respective
country/district of the Project Site except as provided in the
Contract and except for any payroll or other taxes
applicable to Supplier's personnel.

. Environmental

. Meeting all rules and regulations related to working safety,

fire protection, and environmental protection at the Project
Site that are valid for the entire Field Services period.
Supplier's personnel shall abide by all reasonable rules
and regulations established by the Purchaser and
communicated to the Supplier in effect at the Project Site.

. Conclusion of "ALL RISK" insurance policy covering

installation, Project Site storage, personal and all other
risks and damage and pay respective premiums. This
insurance policy must be effective from the
commencement of Field Services to the completion of the
Field Services. The Supplier shall obtain at its cost any
‘Workmans Compensation Insurance’ required by
applicable laws or regulations.

. Qualified workers/staff to perform the installation of the

Equipment at the Project Site under the Technical Advice
of the Supplier.

Free access to the Project Site, storage areas, power
station and any other place related to the installation from
the commencement to completion of the installation and
continuing, if needed, through the warranty period. Should
access to the site be denied, the Supplier will be
compensated for costs associated with the delay.

. Removal of all unnecessary or dangerous material or any

other equipment at or in the vicinity of the Project Site,
which could, according to the Technical Advisor's
reasonable opinion, endanger or restrict performance of
installation of the Equipment at the Project Site.

removal of remaining, useless or
dangerous materials in accordance with laws and
regulations of respective country/district of the Project Site,
liquidation of waste-water, sewages, maintenace of roads.

Install and equip and maintain cofferdams, sumps and
protection dams, including regular dewatering to enable
proper performance of installation. Set into and set out the
power plant stoplogs/gates, damming against underground
water, including necessary pumping out of leaked water.

Provision of security/guards at the Project Site or storage
areas.

. Surveyor’s geodetic points definition - levels, centre lines,

base points etc. according to the request of the Technical
Advisor, including issue of respective
protocols/documentation.

Qualified equipment operators for testing of Equipment at
the Project Site.

. Securing of technological conditions needed to for testing

and commissioning of the Equipment.

. Qualified operation of the Equipment pursuant to

operational rules and manuals under the control of trained
operators.

. Take all other precautions and interoperation as stipulated

in the Contract.

Part 3_ City of Nashua, NH

Jackson Mills HPP

cB COMMENCEMENT OF TECHNICAL ADVICE

Prior to the commencement of Supplier's Technical Advice, the
Purchaser must meet the following conditions and any other
additional conditions that the Parties mutually agree to.

a. At a minimum of thirty (30) days prior to the scheduled
commencement of installation, the Purchaser must send
the Supplier written Notice requesting the dispatch of
Technical Advisors to the Project Site as per the Contract.
This notice will specify the date for the commencement of
Technical Advice and also confirm that prior to such date,
the Purchaser will have:

1. all necessary permits for the commencement of the
installation;

2. Civil Works Readiness finished and taken over by the
Purchaser in conformity with documentation and
requirements of the Supplier and assure that all other
items needed for commencement of installation have
been finished

3. all Equipment and supplies available at the Project
Site which are needed for the performance of
installation

4. all conditions for proper commencement of
installation fulfilled — including but not limited to
installation mechanism, installation personnel, etc.

b. After fulfillment of conditions in clause a) above, the
Supplier will prepare the Technical Advisor for departure
and notify the Purchaser in writing of the exact date and
place of the Technical Advisor's arrival.

c. At least one week before departure of the Technical
Advisor, the Purchaser will communicate the name of the
person (Including telephone contact number and e-mail
address) who shall collect the Technical Advisor from the
airport/port and secure his safe transfer to the place of
Accomodation/Project Site.

d. If the Purchaser notifies the Supplier of Civil Works
Readiness and consequently revokes or postpones the
confirmed date, the Purchaser shall cover all cost incurred
for such change, if any.

e. After the arrival of the Technical Advisor, the Purchaser
will instruct and acquaint him with the actual situation at
the Project Site, including possible hazards and risks, and
provide training for safety, health, fire and environmental
measures valid for the Project Site. The Technical Advisor
will record this training into the Technical Advice Log book.
The Purchaser is obligated to notify the Technical Advisor
of any actions taken in violation of valid safety measures,
which are observed by Purchaser.

f. Upon arrival to the Project Site, the Technical Advisor will
check the Project Site readiness for Equipment installation
and also evaluate the Purchaser's personnel for
qualifications. If all conditions are fulfilled, the installation
will be commenced.

g. If the Technical Advisor, in his reasonable judgement,
finds an incompleteness of Civil Works Readiness and the
Purchaser cannot remedy within a reasonable period, then
the Supplier, in agreement with the Purchaser, can either
call back the Technical Advisor to the headquarters of the
Supplier or to the place of its Sub-Supplier — all costs with
such re-dispatch of the Technical Advisors shall be paid by
the Purchaser - or the Purchaser shall pay for idle time at
90% of the daily per diem rates. The time period of idle
time shall not exceed one week without the approval of the
Supplier.

h. If the Purchaser commences installation without the
presence of the Technical Advisor or carries out any work
that is related to the Suppliers Equipment, which is not
approved by the Technical Advisor or will not respect
orders, reasonable instructions and recommendations of
the Technical Advisor, then this will automatically relieve
the Supplier from any responsibility for proper
performance of Technical Advice but only to the extent
and within the scope of the Work Affected.

ES RELATED ACTIVITIES OF THE PURCHASER

The Purchaser is obliged to render the following related
activities:

a. Provide assisrtance to the Supplier in obtaining visa and
permits, if needed, by the Supplier.

b. Provide assistance and/or documents needed for transport
and custom clearance.

c. In case of the death of the Technical Advisor, the
Purchaser will render assistance in obtaining of all permits,
legal documents necessary for repatriation of the body. All
incurred expenses shall be reimbursed by the Supplier

d. In case of injury/bodily harm or serious illness of the
Technical Advisor, the Purchaser will assist in providing
transfer of the Technical Advisor to the hospital and will
assist in providing access to hospitalization. If costs of
such care or hospitalization are borne by the Purchaser,
the Supplier will reimburse Purchaser for such costs.

The Purchaser may provide assistance, if requested by the
Supplier, for items a, b, and c above, but it is the Supplier's
obligation to obtain any visa, work permit, approvals or
documents required by the Supplier in order to provide the
Technical Advisor on site in a timely manner.

Ee DUTIES, AUTHORIZATIONS AND RIGHTS

a. Technical Advisor's Duties
The Technical Advisor's duties and obligations are as follows:
i. Provide Technical Advice for performance of

installation of the Equipment specified in the
Contract.

Part 3_City of Nashua, NH

Jackson Mills HPP

ili.

vi.

Vil.

viii.

xi.

xii.

Provide instruction and assistance during
installation.

Attend installation/assembly activities for portion of
the Equipment that will have an impact on
guaranteed values.

Carry out a check of proper installation and set up
of the Equipment.

Carry out a check of results of measured values.

Make daily submittals to the Technical Advice
Logbook for submittal, comments, approval and
signature of the Purchaser.

Attend co-ordination meetings organized by the
Purchaser at Project Site.

Respect comments of the Purchaser concerning
safety and fire protection at Project Site.

Maintain medical and travel insurance, which will
be provided by the Supplier at the Supplier's cost.

Abide by instructions of the Site Construction
Manager of the Purchaser at the Project Site in
accordance with the Contract.

Agree not to be entitled to comment on the
installation / assembly of the Equipment that is not
specified in the Contract and the Purchaser is not
entitled to demand such information or activities of
the Technical Advisor.

Be fluent in the English language.

b. Technical Advisor’s Authorization

The Techniical Advisor is authorized to do the following:

Request review of authorizations, licences and or
certificates of the Purchaser’s workers for activities
that directly relate to the installation of the
Suppliers Equipment, including but not limited to
welding certificate, if applicable, and authorisation
for testing.

Request immediate replacement of such person or
worker who does not have requested qualification,
experience, authorization or does not perform the
work in conformity with the instructions of the
Technical Advisor and in accordance with safety
and fire protection precautions.

Request replacement of mechanisms, _ tools,
hoisting equipment etc. that are not of the
requested quality or function.

Request an increase in the number of workers,
mechanisms etc. or extension of working time
(extra time).

vi.

vii.

viii.

Request the suspension and/or stoppage of any
work or withheld commencement and/or resume
the installation if a mechanism, tool or qualification
of the Purchaser’s workers do not correspond to
the requirements of the installation procedure or
safety, fire protection, environmental precautions or
if there are found shortcomings in Civil Works
Readiness or effecting the Warranty/performance
of the Equipment.

Request the Purchaser’s contractors to stop any
work of any assembly, installation and/or test
measurement that is not being carried out in
accordance with stipulated standards and/or
procedures given by the Supplier or according to
instructions of the Technical Advisor. Any disputes
will be resolved as quickly as possible by a meeting
of senior management from the Purchaser and the
Supplier shall be held not later than within 48 hours
of any dispute.

Request the Purchaser to shut down the turbine
unit for the reason of remedy of defects, faults etc.
for the requisite needful time.

All of the foregoing will be exercised in the
reasonable judgment of the Technical Advisor

Any possible delay, costs, damages or any other
consequences as a result of the Technical Advisor exercising
rights under clause b) of this article shall not be the Supplier's
responsibility provided the Technical Advisor exercised
reasonable judgment.

c. Purchaser’s Rights

The Purchaser has the following rights:

Request an immediate change of the Technical
Advisor, if the Purchaser comes to the conclusion that
the Technical Advisor does not fulfill duties according
to the Contract, and if after Purchaser informs the
Supplier in writing detailing the alleged breach and the
Supplier does not address and resolve the breach.

Provide written comments in the Technical Advice Log
Book.

Request, for extra payment, the following items:
- an increase in the number of Technical Advisors
- an extension of the stay of any Technical Advisor
- an extension of working time, overtime, work on
Saturday, Sunday or holiday, within local labor laws
and law of the country of the Supplier.

Demand compliance of safety and fire protection.
Demand attendance of the Technical Advisor at co-
ordinating meetings with the other Suppliers of the
Purchaser.

Demand the Technical Advisor conform to safety and
security requirements.

Part 3_City of Nashua, NH

Jackson Mills HPP

d. Rights of the Supplier

The Supplier has rights to do the following:

iii.

iF TECHNICAL ADVICE LOG BOOK

a.

Change the Technical Advisor or break his stay and
temporarily replace him by another Technical Advisor in
case of illness, holiday leave or due to any justified reason
of the Supplier. This change must not, however, influence
the quality and terms of Technical Advice. In such a case,
the Purchaser must not impede the departure of the
Technical Advisor. If possible, the Supplier will provide an
overlap of the Technical Advisor and his/her replacement. If
an overlap is not possibview due to an emergency situation
then the Technical Advisor will be replaced within 48 hours.
After 48 hours, all costs incurred due to resulting delays in
the project and replacing the Technical Advisor shall be to
the Suppliers account. The Supplier, however, shall be
entitled, at its own risk, to permit continuation of works
without attendance of its Supervisor for a reasonable time.

Unless otherwise stipulated in the Contract, the number of
Technical Advisors and the length of their stay at Project
Site are determined by the Supplier.

Any measuring equipment, instruments, special tools
supplied by the Technical Advisor and serving for
performance of Technical Advice will remain the property of
the Supplier, if not otherwise expressly agreed in the
Contract.

The Technical Advisor will regularly, every working day,
record in the Technical Advice Log Book the performed
activities, condition at Project Site, requirements,
instruction to the Purchaser, results, worked hours,
comments and any other important information for proper
documentation of the Technical Advice process.

Once a week, the Technical Advisor will submit the
Technical Advice Log book to the Site Construction
Manager at the Project Site for his confirmation and
signature and date of signature.

The Purchaser is entitled to comment on the record of the
Technical Advisor and add his own statement, instruction
etc.

lf the Purchaser does not sign the Technical Advice Log
Book without written justification recorded in the Technical
Advice Log Book then the Technical Advisor and
Purchaser will inform their superiors and both Parties will
discuss measures to solve any problem.

The Technical Advice Log Book will serve as the
document evidencing the process of Technical Advice for
the purpose of solving any possible disputes and
evidencing uncontested working time of the Technical
Advisors. However, any record in the Technical Advice
Log Book will not be considered as a change of the
Contract.

Any record in the Technical Advice Log Book will be in
written in the English language, unless the Contract
specifies otherwise.

. The original of the Technical Advice Log Book will be the

maintained at the Project Site by the Technical Advisor
and the Purchaser will be provided a fully legible copy of
each daily recordand the records will be completed in
English.

7. REQUIREMENTS OF PURCHASER’S WORKERS

a.

The Purchaser's workers/staff must meet the following

criteria:

b. The Purchaser will

i. have the] necessary experience and skills to
perform their portion of the work;

ii, have the needed and requested qualifications;

iii, | have proper insurance and have paid all taxes and
other levies according to law;

iv. be trained in working, safety and fire regulations of
respective country; and

v. furnish proof of certificates for selective profession
(as welder’s certificate, certificate for rigging,
operators, material testing and evaluation, etc.) on
request of the Technical Advisor.

establish the Site Construction
Manager who will be permanently at Project Site and will
be able to communicate verbally and in writing in English,
will be authorized to deal on behalf of the Purchaser and
will be responsible among other things for:

in the

i. Confirmation and signing of records

Technical Advice Log Book.

ii. Shift requirements of the Technical Advisor and
staff/workers of the Purchaser.

iii. | Readiness of workers/staff, their number, fulfillment
of conditions stated in clause a) above.

iv. Co-ordination of works with third parties.

v. Securing undisturbed assembly and _ installation,
necessary pre-assembly and assembly space and
its furnishment (rigging, lift and staging means,
chock, timber, etc.)

vi. Management of the installation, compliance with
safety, fire, environmental and any other legal
regulations.

vii. Resolution of claims, complaints of the Technical
Advisor on the workers of the Purchaser.

viii. | Availability and readiness of all mechanisms, tools,
installation jigs and equipment necessary for proper
and timely perfomance of installation.

Part 3_City of Nashua, NH

Jackson Mills HPP

Ez SITE EQUIPMENT REQUIREMENTS

ix. Securing of external services and works procured
by the Purchaser (weld tests, certificates, painting,
consumables etc.) in requested time and quality.

x. Availability and readiness of energy, water,
cleaning means in requested quantity and quality
according to requirements of installation.

xi. Realization of installation time limits and time
schedule of installation.

xii. Taking over of Equipment readiness and/or

interface from other Suppliers.

inspection and surveillance

xiii. Negotiation with

authorities.

At least 30 days prior to commencement of the Technical
Advice, the Purchaser will inform the Supplier in writing of
the name of authorized Purchaser's Representative.

The Purchaser shall provide within required time and free of
charge the following:

a.

b.

Electric power, as requested by the Supplier.

Other utilities, resources, such as water, pressure air as
needed for installation.

All technical gases, such as oxygen, gas, for assembly
and installation, including safe storage.
Cranes with requested capacity for handling with
Equipment at storage and Project Site.

Vehicles or any other means necessary for shifting /
transfer / moving any Equipment at Project Site during
installation, if necessary (trucks, mobile cranes, hoisting
plattform, forklift etc.) including qualified and experienced
operators/drivers authorized for operation of such means.

Hoisting and rigging means (hydraulic jacks, tackles,
ropes, chains, straps, yokes).

. Clearance of at least of 50m’ in vicinity of the Project Site.

Covered storage / warehouse secured properly against
damage and theft of stored material and Equipment. All
electrical equipment shall be stored in an atmospherically
controlled environment.

Access roads, footways, protection handrails, foot-bridges,
ladders, stairs etc. for safe placement of Equipment and
safe motion in the power plant.

Lighting of the locality and securing of a minimum
temperature of +5°C at the place of assembly/installation.

Tools and equipment necessary for assembly and
installation as per specification of the Supplier.

Gauges, meters, calipers and other measuring means
necessary for assembly/installation and having respective
valid calibration protocols/certificates.

. Expendable supplies according to specification of the

Supplier.

Complete equipment and accessories for welding.
Equipment and qualified staff having respective
authorization for conducting and evaluation of non-

destructive tests.

Complete equipment for performance of surface protection
of Equipment and/or paint repairs.

Statically secured space for assembly/installation serviced
by means of the crane.

Secured spaces for storage of supplied Equipment from
the date of delivery to the Project Site up to installation,
storage and placement of hazardous material in
compliance with valid rules and regulations.

Lockable protected room for storage and placement of
special tools, instruments and other sensitive materials for
the time period requested by the Technical Advisor.

Access to telephone and fax set, internet access, PC with
E-mail; printer to PC at the Project Site.

One lockable office/room with sufficient area for Technical
Advisors available for the period of their whole stay at
Project Site, which shall be equipped at least by:

i. table and chairs (one for four persons)

ii. lockable cabinet for documentation

iii. A/C and/or heater, as needed.

iv. clothes-rack

v. atleast 2 electrical sockets 120V

vi. sufficient lighting

vii. door keys

9. EMERGENCIES AND UNUSUAL EVENTS

a.

In case of any serious illness, epidemic, infection in the
area near the Project Site or accommodation, which could
endanger the health of the Technical Advisor, the
Purchaser is obliged to inform the Technical Advisor and
take immediate measures for his protection. In such case,
the Technical Advisor may request a change in the place
of accommodation. Or, if it is not possible to protect
effectively the Technical Advisor’s health, he may then
interrupt his stay and leave the Project Site.

Part 3_City of Nashua, NH

i> Jackson Mills HPP

If any dangerous condition arises, such as a riot, civil
commotion or any setback of safety situation in the Project
Site’s region, the Purchaser must inform the Supplier and
the Technical Advisor of situation and immediately secure
protection of the Technical Advisor and arrange for his
transfer to a safe place or/and his immediate repatriation.

In the cases stated in subclauses a and b above, the
Purchaser, on request of the Technical Advisor, shall
enable the Technical Advisor to contact the Embassy of
the Czech Republic or, if not possible, the Purchaser will
notify Supplier.

The Technical Advisor may refuse transport, transfer or
travel not deemed safe and may refuse to enter the
Project Site if, according to his discretion, it may be
dangerous, hazardous or unhealthy and refuse to work
under conditions which do not correspond with
environment, health and safety work requirements of the
Contract.

In case of the occurence of the events stated in the
subclauses a and b above, the Technical Advisor will be
entitled to interrupt / suspend performance of the
Technical Advice according to the Contract.

In case of the occurence of an event stated in the
subclause d) the event will be regarded as impediment at
side of the Purchaser, who will be obliged to make good
the problem forthwith.

ste SAFETY, OCC. HYGIENE & FIRE SAFETY

a.

Upon request of the Supplier, the Purchaser shall provide
the Supplier with the following documents or information:

lL: name, surname and contact to the person
responsible for ensuring and coordination of
safety, fire protection and environmental
precautions;

ii. information of the location and Project Site
features;

iii. information of the layout and resources of the
Project Site including the following:

1. lighting (internal, external) of building, working
places, stores, roads, passages, stairs

2. entry and transport ways and roads

3. marking of roads (speed, capacity, clearance)
walkways

4. drawings with outlined the scheme of Project
Site, roads, access roads, electrical lines incl.
its marking

5. plans ofall floors

6. marking of storage and handling areas,
permitted loading, lay-by

iv. description of escape ways, their locations, where
they lead, including description of bridges, stairs, its
marking, lighting;

v. information of the electricity supply at Project Site,
workingplaces, main lines, type and marking of
electricity at Project Site;

vi. information about the other sorces of energy, water,
pressure air, drinking and service water, its
distribution, marking, where they leads, maintenance,
shut-off etc.;

vii. information about hoisting and handling equipment,
its maximum capacity, etc.;

viii. information about possible risk and possible hazards
within the Project Site and working places including
description of basic emergency conditions and
stipulation of procedures in case of its occurence and
proposals of precautions and solutions.

b. The Purchaser is obliged at his own costs to secure the
safety of Technical Advisors during working hours while on
the Project Site or at offsite storage facilities and take all
available precautions to avoid possible risk.

a. The Supplier may install the Supplier's logo at allotted
place with the agreement of Purchaser.

b. Unless it otherwise expressly results from the wording of
this conditions it is undersood that fulfilment of the
Purchaser's obligations stipulated therein are ensured at
his own cost.

REPORT OF THE FINANCE COMMITTEE

MARCH 4, 2020

A meeting of the Finance Committee was held on Wednesday, March 4, 2020, at 7:00 p.m. at City Hall
Auditorium, 3“ Floor.

Mayor Jim Donchess, Chairman, presided.

Members of the Committee present: Alderman Patricia Klee, Vice Chair
Alderman-at-Large Michael B. O’Brien
Alderman-at-Large Brandon Michael Laws
Alderwoman-at-Large Shoshanna Kelly
Alderman Linda Harriott-Gathright

Members not in Attendance: Alderwoman Elizabeth Lu

Also in Attendance: Dan Kooken, Purchasing Manager
David Fredette, Treasurer/Tax Collector

PUBLIC COMMENT - None

COMMUNICATIONS

From: Tim Cummings, Economic Development Director

Re: Notice of Change in Contract for Professional Fundraising Consulting Services with Full Circle
Consulting — Adding an additional 2 months of contract length and $8,000 in compensation

MOTION BY ALDERMAN HARRIOTT-GATHRIGHT TO ACCEPT, PLACE ON FILE, AND AUTHORIZE THE

SECOND AMENDMENT FOR AN ADDITIONAL TWO MONTH EXTENSION TO THE CONTRACT FOR

PROFESSIONAL FUNDRAISING CONSULTING IN THE AMOUNT OF $8,000 TO FULL CIRCLE

CONSULTING. FUNDS ARE AVAILABLE IN DOWNTOWN IMPROVEMENT COMMITTEE TRUST FUND

ON THE QUESTION

Mayor Donchess

Alright Tim Cummings is here so why don’t you come on up? Thank you very much.

Tim Cummings, Director of Economic Development

Thank you Mr. Mayor and through you to the Committee, my name is Tim Cummings, Director of Economic
Development. Yes before you have essentially a two-month extension for the professional fund raiser that has
been and will continue to be paid for from the Downtown Improvement Committee Trust Fund. Essentially the
scope of services has not changed and all this is, is because of the extension of the contract triggering an
aggregate figure over $25,000.00. We want to make sure the Committee was aware.

| will tell you that | believe a third amendment will be coming before you in relatively short order, which the
dollar amount won’t change, $4,000.00 a month, | don’t know for how many months. But the scope of services
will change where we will be looking to continue the fund raiser on if it is the Committee’s desire for a certain
period of time to focus more on grants and administrative support services as the Capital Campaign
Committee transitions to a more public phase. So with that being said, Mr. Mayor, | appreciate you and your
Committee’s full support of this amendment this evening. Thank you.

17.

18.

19.

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 9 of 13

Finance Committee - 03/04/2020 Page 2

Mayor Donchess
Any questions or discussion?

Alderwoman Kelly

Thank you. So Director Cummings, just a question. Is this just extending here from two months from now or is
that extending her contract that already exists for a certain amount of time?

Mr. Cummings

The current contract | believe is set to expire the end of February; this would be a continuation for March and
April. And then, so two months, starting March 1°.

Alderwoman Kelly

Could | follow up please? Is there any reason why two months was chosen versus three or five or six
considering the extension that we gave to the overall fundraising effort?

Mr. Cummings

My speculation is, is because | believe they will be looking to go into a third amendment pretty quickly which
the nature of the job would change.

Alderwoman Kelly
OK.
Alderman Klee

Thank you. | read this and it does say that it goes to April. So there’s no scope of change of what she is doing
or what they are doing currently, the third amendment might be a change in what she’s doing.

Mr. Cummings

Correct.

Alderman Klee

OK thank you.
MOTION CARRIED

From: Dan Kooken, Purchasing Manager
Re: Contract for Downtown Parking Study (Value: Not-To-Exceed $83,900) Department: 166 Parking
Operations; Fund: General

MOTION BY ALDERMAN HARRIOTT-GATHRIGHT TO ACCEPT, PLACE ON FILE, AND AUTHORIZE THE
CONTRACT FOR THE DOWNTOWN PARKING STUDY IN THE AMOUNT OF $83,900 TO DESMAN
DESIGN MANAGEMENT. FUNDS ARE AVAILABLE IN DEPARTMENT 166 PARKING OPERATIONS;
FUND: GENERAL

Finance Committee - 03/04/2020 Page 3

ON THE QUESTION

Mayor Donchess

And on this we have Mr. Cummings and Ms. Stansfield as well so you tell us a little bit about this one?

Mr. Cummings

Yes thank you Mr. Mayor, again for the record Tim Cummings, Director of Economic Development. And what
you have before you this evening has been long-awaited and | am excited to have before you seeking approval
a contract with Desman Consulting which is a nationally known parking consulting firm that’s responded to our
RFQ last fall. We put a Steering Committee together for the procurement of DPW Staff Wayne Husband,
Community Development Staff of Julie Chizmas and Linda McGee, Jill Stansfield, and myself and we
interviewed four firms | believe. Four firms; we then did another round of interviews for two more firms and
eventually selecting Desman.

We then from essentially January to now negotiated a scope and fee which is just a little bit over $80,000.00.
We have that money set aside through an escrow that came about last fall. The money originally came from
the Parking Enforcement Funds from last year where we had that account running in the positive. So we are
excited to move forward. Actually | can report to you that if we get this contract approved this evening, we
actually have a kick off meeting scheduled for March 17" at 10:00 AM in Room 208 here in the City. | will be
sending an e-mail out to the Board of Aldermen to make them aware of some of the dates and invite their
participation if they have an interest in being involved intimately with this project. We are hoping to have it
wrapped up in late summer.

Mayor Donchess

Does everyone know Jill Stansfield? Jill, she’s the parking manager.
Alderman O’Brien

| have a question for Mr. Cummings. Thank you Mr. Mayor, Mr. Cummings, when you chose Desman in my
opinion | think Nashua is probably about 30 years behind Boston and the example of some of the parking
problems that we are now kind of experiencing. So has Desman had the part of their consulting, | recognize |
know they name, but what are some of their experience in looking at a City of Nashua that is now coming into
the cusp of coming into a problem such as this and how much will they make this actually better for us?

Mr. Cummings

| would say, Mr. Mayor, if | may, Desman, if | was to objectively evaluate parking consulting, they would be my
first choice. The second two, very good choices that are name brands, Walker Consulting and Nelson
Nygaard. Those three firms, very respected in the parking industry. Desman has done a lot of work in middle
tier type cities; at this type of population. They are very forward thinking in their parking management
strategies. We had a lot of conversations with the principal who would be the project manager for this project.
He actually happens to be a New Hampshire resident as well, living just outside of Nashua. He’s very familiar
with not just the City but the region and he consults actually across the country.

Alderman O’Brien
Follow up if | may? And | would like to discuss the date, 3/17? Although | will try to be there but you may find

this a surprise but | am really booked that day with several very important cultural events that | have to attend
to. Is that day flexible.