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ARTICLE 12 — PROTECTION OF PERSONS AND PROPERTY

1. The CONTRACTOR shall be responsible for initiating, maintaining and supervising all
safety precautions and programs, including all those required by law in connection with
performance of the Contract. The CONTRACTOR shall promptly remedy damage and loss
to property caused in whole or in part by the CONTRACTOR, or by anyone for whose acts
the CONTRACTOR may be liable.

ARTICLE 13 —- CORRECTION OF WORK

1. The CONTRACTOR shall promptly correct Work rejected by the OWNER as failing to
conform to the requirements of the Contract Documents. The CONTRACTOR shall bear
the cost of correcting such rejected work

2. In addition to the CONTRACTOR’s other obligations including warranties under the
Contract, the CONTRACTOR shall, for a period of one year after Substantial Completion,
correct work not conforming to the requirements of the Contract Documents.

3. Ifthe CONTRACTOR fails to correct nonconforming Work within a reasonable time, the
OWNER may correct it and the CONTRACTOR shall reimburse the OWNER for the cost
of the correction.

ARTICLE 14 — PROHIBITED INTERESTS

CONTRACTOR shall not allow any officer or employee of the OWNER to have any indirect or
direct interest in this contract or the proceeds of this contract. CONTRACTOR warrants that no
officer or employee of the OWNER has any direct or indirect interest, whether contractual, non-
contractual, financial or otherwise, in this contract or in the business of the CONTRACTOR.
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. CONTRACTOR further warrants that no
person having such an interest shall be employed in the performance of this contract. If any such
interest comes to the attention of CONTRACTOR at any time, a full and complete disclosure of
the interest shall be immediately made in writing to the OWNER. If OWNER determines that a
conflict exists and was not disclosed to the OWNER, it may terminate the contract at will or for
cause.

ARTICLE 15 — TERMINATION OF THE CONTRACT

TERMINATION, ABANDONMENT, OR SUSPENSION AT WILL

The OWNER, in its sole discretion, shall have the right to terminate, abandon, or suspend all or part
of the project and contract at will. If the OWNER chooses to terminate, abandon, or suspend all or
part of the project, it shall provide CONTRACTOR 10 day’s written notice of its intent to do so.
If all or part of the project is suspended for more than 90 days, the suspension shall be treated as a
termination at will of all or that part of the project and contract.

Upon receipt of notice of termination, abandonment, or suspension at will, CONTRACTOR shall:

a. Immediately discontinue work on the date and to the extent specified in the notice.

b. Provide the OWNER with a list of all unperformed services.

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C. Place no further orders or sub-contracts for materials, services, or facilities, other than
as may be necessary or required for completion of such portion of work under the
contract that is not terminated.

d. Immediately make every reasonable effort to obtain cancellation upon terms
satisfactory to the OWNER of all orders or sub contracts to the extent they relate to
the performance of work terminated, abandoned, or suspended under the notice,
assign to the OWNER any orders or sub contracts specified in the notice, and revoke
agreements specified in the notice.

e. Not resume work after the effective date of a notice of suspension until receipt of a
written notice from the OWNER to resume performance.

In the event of a termination, abandonment, or suspension at will, CONTRACTOR shall receive
all amounts due and not previously paid to CONTRACTOR for work satisfactorily completed in
accordance with the contract prior to the date of the notice and compensation for work thereafter
completed as specified in the notice. No amount shall be allowed or paid for anticipated profit on
unperformed services or other unperformed work.

TERMINATION FOR CAUSE

This agreement may be terminated by the OWNER on 10 calendar day’s written notice to
CONTRACTOR in the event of a failure by CONTRACTOR to adhere to any or all the terms and
conditions of the contract or for failure to satisfactorily, in the sole opinion of the OWNER, to
complete or make sufficient progress on the work in a timely and professional manner.
CONTRACTOR shall be given an opportunity for consultation with the OWNER prior to the
effective date of the termination. CONTRACTOR may terminate the contract on 10 calendar days
written notice if, through no fault ofp CONTRACTOR, the OWNER fails to pay CONTRACTOR
for 45 days after the date of approval by the OWNER of any Application for Payment.

Upon receipt of notice of termination for cause, CONTRACTOR shall:

1. Immediately discontinue work on the date and to the extent specified in the notice.

2. Provide the OWNER with a list of all unperformed services.

3. Place no further orders or sub-contracts for materials, services, or facilities, other than as
may be necessary or required for completion of such portion of work under the contract that
is not terminated.

4. Immediately make every reasonable effort to obtain cancellation upon terms satisfactory to
the OWNER of all orders or sub contracts to the extent they relate to the performance of
work terminated, abandoned, or suspended under the notice, assign to the OWNER any
orders or sub contracts specified in the notice, and revoke agreements specified in the notice.

5. Not resume work after the effective date of a notice of termination unless and until receipt
of a written notice from the OWNER to resume performance.

In the event of a termination for cause, CONTRACTOR shall receive all amounts due and not
previously paid to CONTRACTOR for work satisfactorily completed in accordance with the
contract prior to the date of the notice, less all previous payments. No amount shall be allowed or
paid for anticipated profit on unperformed services or other unperformed work. Any such payment
may be adjusted to the extent of any additional costs occasioned to the OWNER by reasons of
CONTRACTOR's failure. CONTRACTOR shall not be relieved of liability to the OWNER for
damages sustained from the failure, and the OWNER may withhold any payment to the
CONTRACTOR until such time as the exact amount of damages due to the OWNER is determined.

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All claims for payment by the CONTRACTOR must be submitted to the OWNER within 30 days
of the effective date of the notice of termination.

If after termination for the failure of CONTRACTOR to adhere to any of the terms and conditions
of the contract or for failure to satisfactorily, in the sole opinion of the OWNER, to complete or
make sufficient progress on the work in a timely and professional manner, it is determined that
CONTRACTOR had not so failed, the termination shall be deemed to have been a termination at
will. In that event, the OWNER shall, if necessary, make an adjustment in the compensation paid
to CONTRACTOR such that CONTRACTOR receives total compensation in the same amount as
it would have received in the event of a termination-at-will.

GENERAL PROVISIONS FOR TERMINATION

Upon termination of the contract, the OWNER may take over the work and prosecute it to
completion by agreement with another party or otherwise. Upon termination of the contract or in the
event CONTRACTOR shall cease conducting business, the OWNER shall have the right to solicit
applications for employment from any employee of the CONTRACTOR assigned to the
performance of the contract. Neither party shall be considered in default of the performance of such
obligations is prevented or delayed by any cause, existing or future, which is beyond the reasonable
control of such party. Delays arising from the actions or inactions of one or more of
CONTRACTOR's principals, officers, employees, agents, subcontractors, sub consultants,
vendors, or suppliers are expressly recognized to be within CONTRACTOR's control.

ARTICLE 16 — DISPUTE RESOLUTION

The parties shall attempt to resolve any dispute related to this contract as follows. Either party shall
provide to the other party, in writing and with full documentation to verify and substantiate its
decision, its stated position concerning the dispute. No dispute shall be considered submitted and
no dispute shall be valid under this provision unless and until the submitting party has delivered the
written statement of its position and full documentation to the other party. The parties shall then
attempt to resolve the dispute through good faith efforts and negotiation between the OWNER
Representative and the CONTRACTOR Representative. At all times, CONTRACTOR shall carry
on the work under this contract and maintain and complete work in accordance with the requirements
of the contract or determination or direction of the OWNER. If the parties are unable to resolve their
dispute as described above within 30 days, the parties may request that the dispute be submitted to
the Board of Public Works for resolution. If the parties are dissatisfied with the decision of the
Board of Public Works, the parties’ reserve the right to pursue any available legal and/or equitable
remedies for any breaches of this contract except as that right may be limited by the terms of this
contract.

ARTICLE 17 —- 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

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ARTICLE 18 — MISCELLANEOUS PROVISIONS

1.

2.

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Neither party to the Contract shall assign the Contract as a whole without written consent of
the other.

Tests, inspections and approvals of portions of the Work required by the Contract Documents
or by laws, ordinances, rules, regulations or orders of public authorities having jurisdiction
shall be made at an appropriate time.

If additional testing is required, the CONTRACTOR shall perform these tests.

The OWNER shall pay for tests except for testing Work found to be defective for which the
CONTRACTOR shall pay.

IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed and intend to be
legally bound thereby.

City of Nashua, NH (signature) Electric Light Company, Inc. (signature)

Date

James W_Donchess, Mayor
(Printed Name and Title) (Printed Name and Title)

Date

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1 Morgan Way

EL ECTRIC LIGHT Cape Neddick, ME 03902 US

COMPANY INC

ADDRESS ESTIMATE # 1386

City of Nashua DATE 01/26/2021

PO Box 2018 229 Main Street
Nashua, NH 03061

1 Supply and install a Gridsmart video detection system at DW / Danforth 21,855.00 21,855.00
Includes:

Processor

*2- 360 Degree Cameras”
Mounting Hardware

Surge

Cat5e Underground Shielded Wire

1 Data Module 3,200.00 3,200.00

Natural Color Camera

1 Repeater 405.00 405.00

Police details ar not included.

Nashua, DW / Danforth TOTAL $25,460.00

Accepted By Accepted Date

City of Nashua

Purchasing Department

Administrative Services Division (603) 589-3330
229 Main Street - Nashua, NH 03060 Fax (603) 594-3233
March 15, 2021
Memo #21-092
TO: Mayor Donchess
Finance Committee
SUBJECT: Barrier Installation in the amount of $67,060 funded from account 81300 Machinery &

Equipment

Please see attached communications from Tim Cummings, Director of Economic Development, dated
March 15, 2021 for project specific details related to this purchase. Below please find a summary of the
purchase approval request:

Item: Installation of barriers for downtown dining
Value: $67,060
Vendor: Weaver Brothers Construction

Department: 183 Economic Development
Source Fund: Escrow 81300 Machinery & Equipment

Ordinance: Pursuant to §5-84 Special purchase procedures. A/ (7) Purchases under
extensions of contracts when no price increase exceeds 10% per year.

The Economic Development Department, and the Purchasing Department respectfully request your
approval of this contract.

Regards,
Kelly Parkinson

Purchasing Manager

Ce: T Cummings
J Graziano

S\ THE CITY OF NASHUA

Office of Economic Development

"The Gate City"

TO: Members of the Finance Committee

FROM: Tim Cummings, Economic Development Director
Date: March 15, 2021

RE: Deployment of barriers for outdoor dining

The purpose of this communication is to inform the Finance Committee that the
source of funds for this year’s barrier deployment will be from the Economic
Development escrow. The price for the installation and removal will be $67,060.

DPW sought quotes from multiple vendors in May of last year and received 6 bids.
Weaver Bros was the lowest bidder by far. It has only been 8 or 9 months since
they last bid it and the market has not changed or shifted that dramatically. DPW
did not rebid this year, as Weaver Bros did an excellent job last year, has all of the
requisite equipment, and is now uniquely familiar with the city’s needs and
process. Their pricing remains favorable based on last year’s bid results and
NHDOT average unit prices.

Thank you.

229 Main Street, Suite 234 * Nashua, New Hampshire 03060 « Phone (603) 589-3106

R-17-126

Endorsers: Mayor Jim Donchess
Alderman Tom Lopez
Alderman June M. Caron
Alderwoman Mary Ann Melizzi-Golja
Alderman-at-Large Michael B. O’Brien, Sr.
Alderman Richard A. Dowd
Alderman-at-Large Lori Wilshire

ESTABLISHING AN EXPENDABLE TRUST FUND TO ACCEPT DONATIONS FOR THE

ARLINGTON STREET COMMUNITY CENTER

e Budget Review Committee Recommends: Final Passage

R-17-127
Endorsers: Mayor Jim Donchess
Alderman-at-Large Michael B. O’Brien, Sr.
Alderman Tom Lopez
RELATIVE TO THE SUPPLEMENTAL APPROPRIATION OF $500,000 OF UNANTICIPATED
REVENUE TO THE HYDROPOWER RESERVE FUND FOR THE PURPOSE OF REPAIRING
THE TURBINE AT THE JACKSON MILLS DAM
e Budget Review Committee Recommends: Final Passage

R-17-129
Endorsers: Alderman-at-Large Mark S. Cookson

Alderman Don LeBrun
FOR THE CITY TO RESEARCH THE FEASIBILITY OF PURCHASING THE FORMER DANIEL

WEBSTER COLLEGE PROPERTY LOCATED AT 20 UNIVERSITY DRIVE
e PEDC Recommends: Indefinite Postponement
° Also assigned to the Nashua City Planning Board; to appear on its 10/5/17 agenda
e Also assigned to the Board of Education

UNFINISHED BUSINESS — ORDINANCES

O-17-044
Endorsers: Alderman-at-Large Lori Wilshire
Alderman June M. Caron
Alderman Richard A. Dowd
Alderwoman Mary Ann Melizzi-Golja
REVISIONS TO THE CITIZENS ADVISORY COMMISSION FOR COMMUNITY GRANTS

° Human Affairs Committee Recommends: Final Passage as Amended
NEW BUSINESS — RESOLUTIONS

R-17-132
Endorsers: Mayor Jim Donchess
Alderman-at-Large Lori Wilshire
Alderwoman Mary Ann Melizzi-Golja
RELATIVE TO THE ACCEPTANCE AND APPROPRIATION OF $78,273 FROM THE DEPARTMENT

OF HOMELAND SECURITY INTO FIRE GRANT ACTIVITY “FY2016 ASSISTANCE TO
FIREFIGHTERS GRANT”

R-17-133
Endorser: Mayor Jim Donchess
AUTHORIZING THE CITY TO ENTER INTO A MEMORANDUM OF UNDERSTANDING WITH THE

BOSTON SURFACE RAILROAD COMPANY, INC.

CONTRACT FOR PROFESSIONAL SERVICES

TITLE

A CONTRACT BETWEEN

THE CITY OF NASHUA, 229 MAIN STREET, CITY HALL, NASHUA, NH 03060
AND

Weaver Brothers Construction Co.

NAME AND TITLE OF PROFESSIONAL ENGINEER

1629 ROUTE 3 A. Bow, NH 03304

ADDRESS OF PROFESSIONAL ENGINEER

WHEREAS, the City of Nashua, a political subdivision of the State of New Hampshire,
from time to time requires the services of a Professional Engineer ; and

WHEREAS, it is deemed that the services of a Professional Engineer herein specified are
both necessary and desirable and in the best interests of the City of Nashua; and

WHEREAS, Professional Engineer represents they are duly qualified, equipped, staffed,
ready, willing and able to perform and render the services hereinafter described;

Now, THEREFORE, in consideration of the agreements herein made, the parties mutually
agree as follows:

1. DOCUMENTS INCORPORATED. The following exhibits are by this reference incorporated
herein and are made part of this contract:

Exhibit A--General Conditions for Contracts
Exhibit B--Scope of Services, Contract Time, Fee Schedule

The Contract represents the entire and integrated agreement between the parties and supersedes
prior negotiations, proposals, representations or agreements, either written or oral. Any other
documents which are not listed in this Article are not part of the Contract.

In the event of a conflict between the terms of the Proposal and the terms of this Agreement, a
written change order and/or fully executed City of Nashua Purchase Order, the terms of this
Agreement, the written change order or the fully executed City of Nashua Purchase Order shall
control over the terms of the Proposal.

AG1 of 4

2. WORK TO BE PERFORMED Except as otherwise provided in this contract, Professional
Engineer shall furnish all services, equipment, and materials and shall perform all operations
necessary and required to carry out and perform in accordance with the terms and conditions of
the contract the work described.

3. PERIOD OF PERFORMANCE. Professional Engineer shall perform and complete all work by
November 20, 2021 which date shall only be altered by mutually approved written agreement to
extend the period of performance or by termination in accordance with the terms of the contract.
Professional Engineer shall begin performance upon receipt of an Executed Contract and a valid
Purchase Order issued from the City of Nashua.

4. COMPENSATION. Professional Engineer agrees to perform the work for a total cost not to
exceed

($67,060.00)

The Contract Sum shall include all items and services necessary for the proper execution and
completion of the Work.

Unless Professional Engineer has received a written exemption from the City of Nashua,
Professional Engineer shall submit monthly requests for payment for services performed under
this agreement in accordance with the values stated in the Agreement. Such requests shall be
supported by such data substantiating the Professional Engineer’s right to payment as the City of
Nashua may reasonably require. Professional Engineer shall submit monthly requests for
payment for services performed under this agreement shall be submitted as follows:

>» Electronically via email to VendorAPInvoices @ NashuaNH.gov

OR

» Paper Copies via US Mail to:

City of Nashua, City Hall
Accounts Payable

229 Main Street

Nashua, NH 03060

Please_do not submit invoices both electronically and paper copy.

In addition, and to facilitate the proper and timely payment of applications, the City of Nashua
requires that all submitted invoices contain a valid PURCHASE ORDER NUMBER.

Requests for payment shall be submitted no later than fifteen (15) days after the end of each
month and must include a detailed summary of the expenditures reported in a form that supports
the approved budget. Specifically, Professional Engineer agrees to provide the following with
each request for payment:

AG2 of 4