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PARLE
ADMINS
ee

ADMINS.COM

Bill To: CityofNashua
Information Technology
229 Main Street

ADMINS, Inc.

219 Lewis Wharf
Boston, MA 02110-3927
Ph: 617-494-5100

Invoice Number: 21115

Invoice Date: Jun 1, 2021
Nashua, NH 03060
ATTN: Bruce Codagnone Page: 1
Customer ID Customer PO Payment Terms
NASHUA per contract Net 30 Days
Sales Rep ID Shipping Method Ship Date Due Date
nl Courier 7/1/21
Description Amount

ADMINS Annual License and Support Fee

ADMINS LIC# 744 ALPHA/OPENVMS SERVER SUPPORT SERVICES FOR THE PERIOD 1-JUL-21 THRU 73,740.00
30-JUN-22
Subtotal 73,740.00
Sales Tax
Total Invoice Amount 73,740.00

Payment/Credit Applied

TOTAL

73,740.00

Board of Aldermen — 11/28/17 Page 4

There was an email sent by the Chairman of the Governance committee on October 25", and it’s to the
President. The second paragraph says: “This special ad hoc committee addressed the expiring active Board of
Directors’ terms, dates, and makes the following motion to adopt and ratify the following state of the members
corresponding term duties, to remain compliant with the National Senior Activity by-laws.” On the Finance
Committee report, Mr. Clemons said: “I agree. | don’t think the terms or limits of the boards like this may make
any sense. If you get good people to the position, you need to keep them there.” The minutes of our meeting
on September 28", from the Governance committee — and | am on the Governance committee — we do not
want to replace the people, because we do think there are great people with us. We want to make them full
members of the board. That is our point and our goal, and that was in the minutes of our meeting on
September 28". So we're trying to get the Senior Center to expand our membership. We have a member on
the Board of Directors who is not even 50 and he can’t be a member of the Senior Center. With the new
regime coming in, the new Board of Aldermen coming in, there are a lot of young people and we would love to
have some new faces on the board. But this is a contract and you just can’t arbitrarily change the contract.
Your Finance committee has to send it to our finance committee. A contract is a binding obligation with
everyone. If you do this — most Board of Directors have term limits. You guys have term limits, the Mayor has
term limits, everybody has term limits. The point here is not to eliminate Alderwoman Caron and David
Fredette, we want to keep them. We've already said that in our minutes. If you’ve read our minutes, we want to
make them full, elected members. And we would like the board and the Mayor’s office to appoint some new
people to the board. If the Mayor wants his designate to correspond with his term limits, we don’t have a
problem with that. Send it to us, have your Finance committee redo the Motion and send it to our finance
committee so we can follow our procedures and the by-laws. We have Robert’s Rules of Order parliamentary
procedure, just like everyone else does in the world. So | am urging this Board to table this motion, send it
back to the Finance committee to send it to our finance committee. Let’s work together to get this done so that
we can make everyone happy here. But to arbitrarily send this down and change the terms of our lease
agreement with the city, | think that’s a mistake. | really urge everyone on this board to table it and revisit it and
talk to our finance committee.

Alderman Cookson joined the meeting via teleconference 8:01 p.m.

President McCarthy

Alderman Cookson has joined by phone. Alderman Cookson, can you hear us?

Alderman Cookson

Alderman McCarthy, | am able to hear you. Thank you.

President McCarthy

| need to ask you where you are and who is with you.

Alderman Cookson

| am in transit and planning to arrive at the Board of Aldermen meeting shortly. Nobody is with me.
PETITIONS

Petition for Street Discontinuance — Portion of Amherst Street, formerly utilized as part of the “Jug Handle”
which was reconfigured into a Full-Signalized Intersection

MOTION BY ALDERMAN WILSHIRE TO ACCEPT THE PETITION FOR STREET DISCONTINUANCE AS
READ, ASSIGN IT TO THE COMMITTEE ON INFRASTRUCTURE AND THE NASHUA CITY PLANNING
BOARD AND THAT A PUBLIC HEARING BE SCHEDULED FOR WEDNESDAY, DECEMBER 27, 2017, AT
7:00 PM IN THE ALDERMANIC CHAMBER

City of Nashua

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

June 10, 2021
Memo #21-140

TO: Mayor Donchess
Finance Committee

SUBJECT: Tax Abatement Appeals Consulting & Appraisal Services Change Order #1 for in the
amount not to exceed $150,000 funded from the General Fund account 11500 Overlay

Please see attached communications from Mindy Lloyd, Legal Assistant, dated June 9, 2021 for project
specific details related to this purchase. Below please find a summary of the purchase approval request:

Item: Consulting & Appraisal Services for Assessing Tax Abatement Appeals Change
Order #1
Value: Original Contract approved 10/1/20 not to exceed $20,000

Change Order #1 not to exceed $130,000
Total Project Cost: not to exceed $150,000
Vendor: Valuation Research Counseling
Department: 132 Assessing & 103 Legal
Source Fund: 11500 Overlay Account

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

The Legal Department, Administrative Services Division: Assessing Department and the Purchasing
Department respectfully request your approval of this contract.

Regards,
Kelly Parkinson

Purchasing Manager

Ce: J Graziano
M Lloyd

Steven A. Bolton
Corporation Counsel
BoltonS@nashuanh.gov

Celia K. Leonard
Deputy Corporation Counsel
LeonardC@nashuanh. gov

229 Main Street

Dorothy Clarke
Deputy Corporation Counsel
ClarkeD(@nashuanh. gov

Jesse Neumann
Attorney/RTK Coordinator
NeumannJ@nashuanh.gov

T: (603) 589-3250

P.O. Box 2019 CITY OF NASHUA F; (603) 589-3259
Nashua, NH 03061-2019 OFFICE OF Legal@nashuanh.gov
CORPORATION COUNSEL
MEMORANDUM
TO: Janet Graziano, Senior Finance Manager
FROM: Mindy Lloyd, Legal Assistant
DATE: June 9, 2021
RE: Revised Professional Services Contract with Valuation Research Counseling

Attached is a revised contract between the City and Barry Cunningham, Valuation
Research Counseling, for consultation and appraisal services for various tax abatement appeals.
The original contract dated October 1, 2020 stated payment for Mr. Cunningham’s services
would not exceed $20,000. Such is the nature of professional services, the quality and amount of
work is taking longer than anticipated, and there is more work to be done. The revised contract
increases the payment to not more than $150,000. The Office of Corporation Counsel on behalf
of the Assessing Department would like to submit the revised contract for the next scheduled

meeting of the Finance Committee on June 16, 2021.

City of Nashua
Professional Services Contract
Real Estate Appraisal

This Contract is made as of , by and between the City of Nashua, a
New Hampshire municipal corporation, 229 Main Street, Nashua NH 03061 (“City”) and
Valuation Research Counseling, by Barry J. Cunningham, PhD, MAT, P.O. Box 1460,
Grantham, NH 03753 (“Appraiser”). Each of the City and the Appraiser are a “Party” and
collectively, the “Parties.”

WHEREAS, the City has need of an independent real estate appraiser to render consultation and
reports in various tax abatement appeals and to provide, if required, expert support for
settlements and mediations and expert testimony in those appeals (collectively, the “Matter’);
and

WHEREAS, the Appraiser represents that he is qualified to render such services for the City.

NOW THEREFORE, in consideration of the mutual promises set forth in in this Agreement and
for other good and valuable consideration, the Parties hereby agree to the following:

1. PROPERTY IDENTIFICATION (each and collectively a “Property”)

See attached list which may be modified by City at any time in writing to Appraiser.
2. INTEREST VALUED & TYPE OF VALUE

Fee simple. Market value.
3. INTENDED USE

To assist City and trier of fact, if required, in determining market value for purposes of tax
abatement appeals.

4. DATE OF VALUE

Will depend on tax year at issue.

5. APPLICABLE REQUIREMENTS

In addition to any other applicable requirements, the appraisal must conform to the most recent
editions of the “Uniform Standards of Professional Appraisal Practice”, USPAP.

6. APPRAISAL REPORT

The appraisal, if required, can be an Oral Report with supporting documentation from the work
file or a written report in one of two formats: an “Appraisal” or a “Restricted” report. The report
type will be based on consultation with the client.

7. CONTRACT TERM.

The term of this Contract will commence as of the date of this contract and continue until such
time as Appraiser's services in the Matter are no longer required.

8. SCOPE OF SERVICES.
The Appraiser agrees to perform the following scope of services under this Contract:
a. The Appraiser will perform research sufficient to render an opinion of value.

b. The Appraiser will develop professional opinions regarding the fair market value of
the Property as of April 1 of the tax year(s) at issue. The Appraiser will share his
preliminary opinions with the City verbally or in summary fashion (e.g. an email)
within a time line to be determined by mutual agreement of the Parties, with the
understanding that the Matter will have hard deadlines imposed by the court.

c. The Appraiser will develop a written report regarding his expert opinions, if the City
requests such a report. The delivery date for the written reports will be
communicated by the City when it requests the same, time being of the essence.
Appraiser will provide 3 hard copies and one electronic copy of any written report.

d. The Appraiser will provide expert support for informal and formal settlement
discussions and mediations and offer expert testimony in the Matter, if needed by the
City. The Parties understand and agree that the Appraiser may be required to offer
both deposition and trial testimony in the Matter.

9. PAYMENTS FOR SERVICES

The Parties understand and agree that the fee for the services described above in 8 a— d will be
$300 per hour. The maximum amount to be paid by the City to the Appraiser for services
provided under this Contract shall not exceed one hundred fifty thousand dollars ($150,000.00)
without prior written authorization from the City.

10. PAYMENT.

a. Fees shall be paid for services rendered following the City's receipt of a correct
invoice, which designates the specific applicable charges. The City will not be subject
to any late payment charges or interest. Rates shall be fixed during the term of this
Contract. The City will process correctly documented invoices for payment and
Appraiser should receive payment for such invoice thirty (30) days from receipt by
the City.

b. All invoices shall be submitted to Attorney Celia K. Leonard via email at
leonardc@nashuanh. gov. The invoices shall include (but not be limited to) the
following information: Date of invoice, Property address, itemization to include line
item costs for services and total of all costs billed to date.

11. CITY'S CONTRACT ADMINISTRATOR.

The City Office of Corporation Counsel will manage the Contract on behalf of the City and will
be the principal point of contact for the City concerning the Appraiser's performance under this
Contract

12. CONTRACT ADMINISTRATION.

Any notice or demand or other communication required or permitted to be given under this
Contract or applicable law shall be effective if and only if it is in writing properly addressed, and
either delivered in person, or by a recognized courier service, or deposited with the United States
Postal Services as first-class certified mail, postage prepaid and return receipt requested, to the
parties at the following addresses:
To City at: Celia K. Leonard, Associate Corporation Counsel

Office of Corporation Counsel

229 Main Street, PO Box 2019

Nashua, NH 03061-2019

leonardc@nashuanh. gov

To Appraiser at: Barry J. Cunningham, PhD, MAI
Valuation Research Counseling
P.O. Box 1460
Grantham, NH 03753
Barry@ValuationResearchCounseling.com

13. APPRAISER AS AN INDEPENDENT CONTRACTOR.
The Appraiser shall be and shall remain an Independent Contractor with respect to all services

performed hereunder and he agrees to and does hereby accept full and exclusive liability for the
payment of any and all contributions or taxes for Social Security, unemployment insurance or

old age retirement benefits, pensions or annuities now or hereafter imposed under any state or
federal law which are measured by the wages, salaries or other remunerations paid to the
Appraiser or persons employed by the Appraiser for work performed under the terms of this
Contract and further agrees to obey all lawful rules and regulations and to meet all lawful
requirements which are now, or hereafter may be, issued or promulgated under said respective
laws.

14. OWNERSHIP OF WORK PRODUCT.

a. Unless otherwise provided, data that originates from this Contract shall be "works
for hire" as defined by the U.S. Copyright Act of 1976 and shall be owned by the City.
Data shall include, but not be limited to reports, documents, pamphlets, advertisements,
books, magazines, surveys, studies, computer programs, films, tapes, sound
reproductions, or source code and object code. Ownership includes the right to copyright,
patent, register and the ability to transfer these rights.

b. Data which is delivered under this Contract, but which does not originate therefrom,
shall be transferred to the City with a nonexclusive, royalty-free, irrevocable license to
publish, translate, reproduce, deliver perform, dispose of, and to authorize others to do so;
provided, that such license shall be limited to the extent which the Appraiser has a right
to grant such a license. The Appraiser shall exert all reasonable effort to advise the City
at the time of delivery of data furnished under this Contract, of all known or
potential infringements for privacy or other intellectual property contained therein and of
any portion of such document that was not produced in the performance of this Contract.
The City shall have the right to modify or remove any restrictive marking placed upon
the data by the Appraiser.

c. Appraiser shall not use or in any manner disseminate any work product or program
under this Contract to any third party without the prior written permission of the City.

15. RECORDS.

The Appraiser shall maintain records of all details with respect to the services to be performed
under this Contract, including one complete copy of each appraisal report and related notes, for
three (3) years after delivering the report.

16. QUALIFICATIONS.

The Appraiser warrants that he or she is qualified to perform the services to be furnished under
this Contract and is permitted by law to perform such services. Appraiser’s opinion of value will
be developed competently and with independence, impartiality and objectivity. Appraiser shall
use all approaches necessary to develop a credible opinion of value. In addition, the Appraiser
certifies that the statement, which shall be appended to his or her appraisal, setting forth his or
her technical qualifications, general appraisal experience, specific experience in appraising
properties of the type involved in this Contract, the courts in which he or she has testified as an

expert witness, and other information pertinent to establishing his or her technical qualifications
is true and correct.

17. CONTRACT TERMINATION.

a. Termination for Default. If either the City or the Appraiser violates any material term or
condition of this Contract or fails to fulfill in a timely and proper manner its obligations under
this Contract, then the aggrieved party shall give the other party written notice of such failure or
violation. The responsible party shall give the other party written notice of a proposed correction
to such failure or violation. The responsible party will correct the violation or failure within
thirty (30) calendar days or as otherwise mutually agreed. If the failure or violation is not
corrected, this Contract may be terminated immediately by written notice from the aggrieved
party to the other party. The option to terminate shall be at the sole discretion of the aggrieved
party. If it is determined for any reason the failure to perform is without the defaulting party's
control, fault, or negligence, the termination shall be deemed to be a Termination for
Convenience. This section shall not apply to any failure(s) to perform that result from the willful
or negligent acts or omissions of the aggrieved party.

b. Term for Convenience. When it is in the best interest of the City, the City may terminate
this Contract, in whole or in part by providing fourteen (14) calendar days or other appropriate
length of time written notice to the Appraiser prior to the effective date of termination. If this
Contract is so terminated, the City is liable only for payments required by the terms of this
Contract for services received and accepted by the City.

18. APPLICABLE LAW, REMEDIES.

This Contract shall be governed in accordance with the laws of the State of New Hampshire. All
claims, counterclaims, disputes and other matters in question between the City its agents and
employees, and the Appraiser arising out of or relative to this Contract or its breach will be
brought in the Hillsborough County Superior Court, Sothern District, State of New Hampshire.

19. NONEXCLUSIVE REMEDIES.

The remedies provided for in this Contract shall not be exclusive but are in addition to all other
remedies available under the law.

20. MODIFICATIONS.

No modification, amendment, alteration, addition or waiver of any section or condition of this
Contract shall be effective or binding unless it is in writing and signed by an authorized
representative of the City and the Appraiser.

21. SEVERABILITY.
If any term or condition of this Contract or the application thereof to any person(s) or
circumstances is held invalid, such invalidity shall not affect other terms, conditions, or

applications which can be given effect without the invalid term, condition, or application; to this
end the terms and conditions for the Contract are declared severable.

22. SURVIVORSHIP.

All services executed pursuant to the authority of this Contract shall be bound by all of the terms,
conditions, prices discounts and rates set forth herein, notwithstanding the expiration of the
initial term of this Contract, or any extension thereof. Further, the terms, conditions, and
warranties contained in this Contract that by their sense in context are intended to survive this
completion of the performance, cancellation or termination of this Contract, shall so survive.

23. ASSIGNMENT.

This Contract may not be assigned or otherwise transferred to others by the Appraiser without
the prior written consent of the City.

24. ENTIRE AGREEMENT.

This Contract sets forth the entire agreement between the Parties with respect to the subject
matter hereof. Understandings, agreements, representation or warranties not contained in this
Contract, or as written amendment hereto, shall not be binding on either Party. Except as
provided herein, no alteration of any terms, conditions delivery, price, quality or specifications of
this Contract shall be binding on either Party without the written consent of both Parties.

25. AUTHORITY TO BIND.

The signatories to this Contract represent that they have the authority to bind themselves and
their respective organizations to this Contract.

IN WITNESS WHEREOF, the parties have executed this Contract as of the day and year written
below.

City of Nashua Valuation Research Counseling
By: James W. Donchess, Mayor, By: Barry J. Cunningham,
duly authorized duly authorized