Search

13.

14.

15

16.

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 Independent Contractor 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 Independent Contractor 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 Independent Contractor. Independent Contractor
shall have no claim of any sort to the unexpended funds.

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

. COMPLIANCE WITH APPLICABLE LAWS Independent Contractor, 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. Independent Contractor 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.

NONDISCRIMINATION If applicable or required under any federal or state law, statute,
regulation, order, or other requirement, Independent Contractor agrees to the following
terms. Independent Contractor 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. Independent Contractor 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, Independent Contractor'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.

GC 8 of 13

17.

18.

19.

20.

Independent Contractor 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 Independent Contractor under this
contract.

In connection with the performance of work under this contract, Independent Contractor
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.

Independent Contractor 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 Independent Contractor shall constitute a material breach of
the contract.

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

ASSIGNMENT, TRANSFER, DELEGATION, OR SUBCONTRACTING Independent Contractor
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 Independent Contractor 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.

DISPOSITION OF CONTRACT MATERIALS 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 Independent Contractor 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 Independent Contractor's expense, by Independent Contractor to the City
of Nashua upon completion, termination, or cancellation of this contract. Alternatively, if
the City of Nashua provides its written approval to Independent Contractor, any books,

GC 9 of 13

21.

22.

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 Independent Contractor in the performance
of its obligations under this contract must be retained by Independent Contractor 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 Independent Contractor shall promptly remit and deliver the
materials, at Independent Contractor's expense, to the City of Nashua. Independent
Contractor shall not use, willingly allow or cause to have such materials used for any
purpose other than the performance of Independent Contractor's obligations under this
contract without the prior written consent of the City of Nashua.

PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS Independent Contractor expressly
agrees that all documents ever submitted, filed, or deposited with the City of Nashua by
Independent Contractor (including those remitted to the City of Nashua by Independent
Contractor 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 Independent Contractor 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 Independent Contractor. The City of Nashua shall
have the right to reproduce any such materials.

Independent Contractor expressly and indefinitely waives all of its mghts 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 infringement of the copyright or patent laws of the United
States or of any other nation. Independent Contractor 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 Independent Contractor infringes any copyright or that any equipment,
material, or process (or any part thereof) specified by Independent Contractor infringes any
patent.

Independent Contractor 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 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, Independent
Contractor 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

GC 10 of 13

23.

24.

25.

26.

of the notice, the City of Nashua shall confirm to Independent Contractor in writing that
the whole of the work was completed on the date indicated in the notice or provide
Independent Contractor with a written list of work not completed. With respect to work
listed by the City of Nashua as incomplete, Independent Contractor 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 Independent Contractor 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. Independent Contractor 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 Independent Contractor 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. Independent Contractor warrants that no officer or employee of the City
of Nashua has any direct or indirect interest, whether contractual, noncontractual, financial
or otherwise, in this contract or in the business of Independent Contractor. If any such
interest comes to the attention of Independent Contractor at any time, a full and complete
disclosure of the interest shall be immediately made in writing to the City of Nashua.
Independent Contractor also warrants that it presently has no interest and that it will not
acquire any interest, direct or indirect, which would conflict in any manner or degree with
the performance of services required to be performed under this contract. Independent
Contractor further warrants that no person having such an interest shall be employed in the
performance of this contract. If City of Nashua determines that a conflict exists and was
not disclosed to the City of Nashua, it may terminate the contract at will or for cause in
accordance with paragraph 8.

In the event Independent Contractor (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, Independent Contractor shall refund to
the City of Nashua any profits realized under this contract, and Independent Contractor
shall be liable to the City of Nashua for any costs incurred by the City of Nashua in
completing the work described in this contract. At the discretion of the City of Nashua,
these sanctions shall also be applicable to any such conviction obtained after the expiration
or completion of the contract.

GC 11 of 13

27.

28.

29.

30.

31.

Independent Contractor warrants that no gratuities (including, but not limited to,
entertainment or gifts) were offered or given by Independent Contractor to any officer or
employee of the City of Nashua with a view toward securing a contract or securing
favorable treatment with respect to the awarding or amending or making of any
determinations with respect to the performance of this contract. If City of Nashua
determines that such gratuities were or offered or given, it may terminate the contract at
will or for cause in accordance with paragraph 8.

The rights and remedies of this section shall in no way be considered for be construed as a
waiver of any other rights or remedies available to the City of Nashua under this contract
or at law.

THIRD PARTY INTERESTS AND LIABILITIES The City of Nashua and Independent
Contractor, including any of their respective agents or employees, shall not be liable to
third parties for any act or omission of the other party. This contract is not intended to
create any rights, powers, or interest in any third party and this agreement is entered into
for the exclusive benefit of the City of Nashua and Independent Contractor.

SURVIVAL OF RIGHTS AND OBLIGATIONS The rights and obligations of the parties that by
their nature survive termination or completion of this contract shall remain in full force and
effect.

SEVERABILITY In the event that any provision of this contract is rendered invalid or
unenforceable by any valid act of Congress or of the New Hampshire legislature or any
court of competent jurisdiction, or is found to be in violation of state statutes or regulations,
the invalidity or unenforceability of any particular provision of this contract shall not affect
any other provision, the contract shall be construed as if such invalid or unenforceable
provisions were omitted, and the parties may renegotiate the invalid or unenforceable
provisions for sole purpose of rectifying the invalidity or unenforceability.

MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT This contract constitutes the
entire contract between the City of Nashua and Independent Contractor. The parties shall
not be bound by or be liable for any statement, representation, promise, inducement, or
understanding of any kind or nature not set forth in this contract. No changes, amendments,
or modifications of any terms or conditions of the contract shall be valid unless reduced to
writing and signed by both parties.

CHOICE OF LAW AND VENUE This contract shall be governed exclusively by the laws of
the State of New Hampshire and any claim or action brought relating to this contract, the
work performed or contracted to be performed thereunder, or referable in anyway thereto
shall be brought in Hillsborough County (New Hampshire) Superior Court Southern
Judicial District or in the New Hampshire 9th Circuit Court—Nashua and not elsewhere.

GC 12 of 13

City of Nashua

Purchasing Department
Administrative Services Division (603) 589-3330
229 Main Street - Nashua, NH 03060 Fax (603) 594-3233

May 12, 2021
Memo #21-129

TO: Mayor Donchess
Finance Committee

SUBJECT: Recycling: Electronic Waste in the amount of $225,000 funded from accounts 55699
Other Contracted Services

Please see attached communications from Jeff Lafleur, Superintendent of Solid Waste, dated April 29, 2021
for project specific details related to this purchase. Below please find a summary of the purchase approval
request:

Item: Electronic Waste Recycling
Value: $75,000 per year for a total of $225,000 for 3 year contract term
Vendor: North Coast Services

Department: 168 Solid Waste
Source Fund: 55699 Other Contracted Services

Ordinance: Pursuant to § 5-78 Major purchases (greater than $10,000) A. All supplies and
contractual services, except as otherwise provided herein, when the estimated
cost thereof shall exceed $10,000 shall be purchased by formal, written contract
from the lowest responsible bidder, after due notice inviting bids.

A competitive bidding RFP for this project was issued on 3/2/2021 and the following bids were received:

Vendor Location Amount Note
North Coast Services Concord, NH $259.66
Universal Recycling Tech Janesville, WI $402.97
RMG Enterprise LLC Nashua, NH $437.00
ECER Lakewood, NJ $536.52

We recommend this bid to be awarded to the lowest total cost vendor who met the RFP specified
requirements.

The Board of Public Works (4/29/21 BPW meeting}, The Division of Public Works: Solid Waste, and
the Purchasing Department respectfully request your approval of this contract.

Regards,
Kelly Parkinson

Purchasing Manager

Ce: J Lafleur
C O'Connor

Jim Donchess
Mayor e City of Nashua

To: Board of Aldermen

From: Mayor Jim Donchess

Date: May 12, 2021

Re: Multi-Year Contract Award — Recycling: Electronic Waste

Pursuant to NRO: § 5-74/B: A contract that extends from the current fiscal year into succeeding

fiscal year(s) in which no funds have been appropriated nor otherwise designated for this purpose
shall be approved by the full Board of Aldermen before the contract shall become binding on the

City.

The Finance Committee has approved and placed on file the notification of the award of the
referenced contract at the May 19, 2021 meeting and as such | am requesting the full Board of
Alderman approve the following contract:

Item: Electronic Waste Recycling

Value: $225,000 ($75,000 per year for 3 years)

Vendor: North Coast Services LLC

Purchasing Memo#: 21-129 dated May 12, 2021

Contract Term: July 1,2021 through June 30,2024
Thank you.

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

been deemed an original, but which shall constitute one and the same instrument, is to be
construed according to the Laws of the State of New Hampshire, is to take effect as a sealed
instrument, is binding upon, inures to the benefit of, and shall be enforceable by the parties
hereto and their respective successors and assigns, and may be canceled, modified, or amended
only by a written instrument executed and approved by the LANDLORD and LESSEE.

19.04 No Waiver of Breach. No assent, by either party, whether express or
implied, to a breach of covenant, condition or obligation by the other party, shall act as a waiver
of a right of action for damages as a result of such breach, or shall be construed as a waiver of
any subsequent breach of the covenant, condition or obligation.

19.05 Unenforceable Terms. If any terms of this LEASE AGREEMENT or any
application thereof shall be invalid or unenforceable, the remainder of this LEASE
AGREEMENT and any application of such term shall not be affected thereby.

19.06 Entire Agreement. This LEASE AGREEMENT embodies the entire
agreement and understanding between the parties hereto and supersedes all prior agreements and
understandings relating to the subject matter hereof.

19.07 Applicable Laws and Forum. This LEASE AGREEMENT shall be
governed exclusively by the laws of the State of New Hampshire and any claim or action brought
relating to this LEASE AGREEMENT, or referable in anyway thereto shall be brought in
Hillsborough County (New Hampshire) Superior Court Southern Judicial District or in the New
Hampshire 9th Circuit Court—Nashua and not elsewhere.

19.08 Taxes. Pursuant to NH RSA 72:23, LESSEE shall pay all properly
assessed real and personal property taxes no later than the due date. Failure of the LESSEE to
pay the duly assessed personal and real estate taxes when due shall be cause to terminate this
LEASE AGREEMENT by the LANDLORD. LESSEF’s obligation to pay such taxes extends to
real and personal property taxes on structures or improvements added by the LESSEE. If the
LESSEE fails to pay the duly assessed personal and real estate taxes on the due date, the tax
collector of the City of Nashua shall notify the LANDLORD that the same remains unpaid. Upon
receipt of said notification from the tax collector, the LANDLORD shall terminate this LEASE
AGREEMENT and pay over to the tax collector from amounts received from said lease such
sums as are necessary to satisfy the tax due.

IN WITNESS WHEREOPF, the parties hereto have set their hands as of the day and year first
above written.

{ Signature page follows}

To:

From:

Re:

B. Motion:

Discussion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: April 29, 2021

Jeff Lafleur, Superintendent
Solid Waste Department

Electronic Waste Recycling contract with North Coast Services, LLC

To approve a three year contract between the City of Nashua and North Coast
Services LLC of Concord, NH for the processing and disposal of electronic waste
from the Nashua Recycling Center at an annual cost not to exceed $75,000,
pending approval of the FY22 operating budget. The term of this contract will be
July 1, 2021 through June 30, 2024. Funding will be through: Department: 168
Solid Waste; Fund: Solid Waste; Account Classification: 55 Other Contracted
Services.

The Solid Waste Department went out to bid for the Electronic Waste recycling at
the Four Hills Landfill. Four vendors submitted bids. After review of bids by the
Solid Waste Superintendent and the Recycling Coordinator, it was determined
that North Coast Services LLC should be awarded the contract. They provided the
lowest bid based a sample load setup by the Recycling Coordinator to better
compare services and costs. The results are shown in the table below. This
contract is for three years renewable annually subject to budget appropriations.
The duration of this contract will be from July 1, 2021 through June 30, 2024.

The Solid Waste Superintendent and the Recycling Coordinator recommend
awarding North Coast Services LLC the contract for these services.

Sample Load Bid Price
North Coast Services LLC $259.66
Universal Recycling Tech. $402.97
RMG Enterprise LLC $437.00
ECER $536.52

City of Nashua

Division of Public Works, Solid Waste Department
UNIVERSAL WASTES (Electronics/Fiuorescents) RECYCLING PROGRAM

FY 2022 PROPOSALS RECEIVED: RFP 1058-031621

; Universal Recycling
ECER, Inc. North Coast Services LLC G Enterprise LL
Re Bei Euter prise LLC Technologies, LLC
East Coast Electric Recycling
CONTACT Albert Boufarah Tom Fatcheric Bob Gallinaro Kenneth Thomas
TITLE President Joint Partner Member President
ADDRESS P.O, Box 398 44 Locke Road 18 Celina Avenue #7 2535 Beloit Avenue
Lakewood NJ 08701 Concord NH 02301 Nashua NH 03063 Janesville WI 53546
PHONE 978-537-9940, 877-537-9940 603-610-7901; 603-812-8777 (TF) 603-437-6945 608-314-8136 (WI); 603-422-7711 (NH)
FAX 978-425-9349 603-610-8898 N/A 603-422-7720; 603-314-3473 (RN)
E-MAIL al@ece-.nc.com TEATCHERIC@NCOASTLLC.com, bobg@rmegenterprise.com @URTsoluti
WEBSITE www.ecerinc.com www, ncoastlic.com www.rmgenterprise.com www, URTsolutions.com
; 18 Celina Avenue #7, Nashua NH 61 Industrial Park Drive
alker Rd, 4 Lock ; H
FACILITY LOCATION con er Rd, Stirley MA 0146: 44 Locke Road, Concord N 03063 Dover NH 03820
S &J Transportation, 251 Calef Hwy,
Sub-Contract: N/A N/A N
arch ! Lee NH 03851 / /A
BoA Cashier's Check Cashier's Check # 1965892
anon N/A N/A #1454214362 $3,000 $10,000
Sample list COST $536.52 $259.66 $437.00 $402.97
COSTS per Ib (derived from sample load)
monitors $0.20 $0.18 $0.20 $0.17
CPUs credit (-$0.22) credit (-$0.18) $0.00 credit (-$0.20}
incomplete credit (-$0.12) credit (-$0.20)
laptops / PCs credit (-§0.20 laptop),(-$0.22 CPU) credit (-$0.35 laptop), (-$0.18 CPU) $0.00 credit (-$1.00 laptop), (-$0.20 CPU)