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C. Clarifications as set forth CONTRACTOR’S Bid Proposal, as incorporated herein and
attached hereto as Exhibit A.

ARTICLE 6 - PAYMENT PROCEDURES
6.01 Submittal and Processing of Payments

A. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the
General Conditions. Applications for Payment will be processed by ENGINEER as provided in the General
Conditions.

B. Applications for Payment under this agreement shall be submitted electronically via email to

VendorAPInvoices(@NashuaNH. gov
and
Deb Chisholm: chisholmd@NashuaNH. gov

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

6.02 Progress Payments; Retainage

A. — Progress Payments. The OWNER will once each month make a progress payment to the
CONTRACTOR on the basis of an estimate of the total amount of work done to the time of the estimate and
its value as prepared by the CONTRACTOR and approved by the ENGINEER. All such payments will be
measured by the schedule of values established in paragraph 2.07.A of the General Conditions (and in the
case of Unit Price Work based on the number of units completed) or, in the event there is no schedule of
values, as provided in the General Requirements.

B. — Retainage. The OWNER will retain a portion of the progress payment, each month, in
accordance with the following procedures:

1. The OWNER will establish an escrow account in the bank of the OWNER’s choosing.
The account will be established such that interest on the principal will be paid to the
CONTRACTOR. The principal will be the accumulated retainage paid into the account
by the OWNER. The principal will be held by the bank, available only to the OWNER,
until termination of the contract.

2. Until the work is 50% complete, as determined by the ENGINEER, retainage shall be 10%
of the monthly payments claimed. The computed amount of retainage will be deposited in
the escrow account established above.

3. After the work is 50% complete, and provided the CONTRACTOR has satisfied the
ENGINEER in quality and timeliness of the work, and provided further that there is no

specific cause for withholding additional retainage no further amount will be withheld. The
escrow account will remain at the same balance throughout the remainder of the project.

6.03 Final Payment

AG-3o0f7

A. — Upon final completion and acceptance of the Work in accordance with paragraph 14.07 of the
General Conditions, OWNER shall hold 2% retainage of the escrow account balance during the 1 (one) year
warranty period and release it only after the project has been accepted.

ARTICLE 7 - CONTRACTOR'S REPRESENTATIONS

7.01 In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following
representations:

A. CONTRACTOR has examined and carefully studied the Contract Documents and the other
related data identified in the Bidding Documents.

B. CONTRACTOR has visited the Site and become familiar with and is satisfied as to the
general, local, and Site conditions that may affect cost, progress, and performance of the Work.

C. CONTRACTOR is familiar with and is satisfied as to all federal, state, and local Laws and

Regulations that may affect cost, progress, and performance of the Work.
D. CONTRACTOR has carefully studied (if any): (1) reports of explorations and tests of subsurface
conditions at or contiguous to the Site and all drawings of physical conditions in or relating to existing
surface or subsurface structures at or contiguous to the Site (except Underground Facilities) which have been
provided by the ENGINEER including site survey, bathymetric survey as well as point cloud survey as provided
in paragraph 4.02 of the General Conditions and (2) reports and drawings of Hazardous Environmental
Condition, if any, at the Site which has been identified in the Supplementary Conditions as provided in
paragraph 4.06 of the General Conditions.

E. CONTRACTOR is entitled to rely upon the general accuracy of the “technical data” as
provided in paragraph 4.2 of the General Conditions. CONTRACTOR acknowledges that such reports and
drawings are not Contract Documents and may not be complete for CONTRACTOR's purposes.
CONTRACTOR acknowledges that OWNER and ENGINEER do not assume responsibility for the
accuracy or completeness of information and data shown or indicated in the Contract Documents with
respect to Underground Facilities at or contiguous to the site.

F. CONTRACTOR has obtained and carefully studied (or assumes responsibility for having
done so) all additional or supplementary examinations, investigations, explorations, tests, studies, and data
concerning conditions (surface, subsurface and Underground Facilities) at or contiguous to the Site which
may affect cost, progress, or performance of the Work or which relate to any aspect of the means, methods,
techniques, sequences and procedures of construction, if any, expressly required by the Contract Documents
to be employed by CONTRACTOR, and safety precautions and programs incident thereto.

G. CONTRACTOR does not consider that any further examinations, investigations,
explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price,
within the Contract Times, and in accordance with the other terms and conditions of the Contract
Documents.

H. CONTRACTOR is aware of the general nature of work to be performed by OWNER and
others at the Site that relates to the Work as indicated in the Contract Documents.

I. CONTRACTOR has correlated the information known to CONTRACTOR, information
and observations obtained from visits to the Site, reports and drawings identified in the Contract Documents
and all additional examinations, investigations, explorations, tests, studies, and data with the Contract
Documents.

AG -40f7

J. CONTRACTOR has given ENGINEER written notice of all conflicts, errors, ambiguities or
discrepancies that CONTRACTOR has discovered in the Contract Documents, and the written resolution
thereof by ENGINEER is acceptable to CONTRACTOR.

K. The Contract Documents are generally sufficient to indicate and convey understanding of all
terms and conditions for performance and furnishing of the Work.

ARTICLE 8 - CONTRACT DOCUMENTS
8.01 Contents

A.
1. The Contract Documents are defined in Article 1 of the General Condition as amended
herein.
2. The following documents are incorporated by reference or otherwise indicated:

a. CONTRACTOR’S Bid Proposal attached hereto as Exhibit A;

b. Project Description - Jackson Mills Turbine Replacement Project - City of Nashua
attached hereto as Exhibit B;

c. CONTRACTOR’S Project Schedule attached hereto as Exhibit C;

d. CONTRACTOR’S labor rates provided pursuant to paragraph 11.01 of the General
Conditions and attached hereto as Exhibit D; and

e. CONTRACTOR’S equipment rates provided pursuant to paragraph 11.01 of the
General Conditions and attached hereto as Exhibit E.

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.

ARTICLE 9 - MISCELLANEOUS
9.01 Terms

A. Terms used in this will have the meanings indicated in the General Conditions.
9.02. Assignment of Contract

A. No assignment by a party hereto of any rights under or interests in the Contract will be
binding on another party hereto without the written consent of the party sought to be bound; and, specifically
but without limitation, moneys that may become due and moneys that are due may not be assigned without
such consent (except to the extent that the effect of this restriction may be limited by law), and unless
specifically stated to the contrary in any written consent to an assignment, no assignment will release or

discharge the assignor from any duty or responsibility under the Contract Documents.

9.03 Successors and Assigns

AG-5o0f7

A. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns, and legal
representatives to the other party hereto, its partners, successors, assigns, and legal representatives in respect
to all covenants, agreements, and obligations contained in the Contract Documents.

9.04 Severability

A. Any provision or part of the Contract Documents held to be void or unenforceable under any
Law or Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and
binding upon OWNER and CONTRACTOR, who agree that the Contract Documents shall be reformed to
replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as
possible to expressing the intention of the stricken provision.

9.05 Choice of Law and Venue

A. This agreement 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.

Address for giving notices to OWNER: Address for giving notices to CONTRACTOR:
Deb Chisholm, Waterways Manager Garrick Frost

City Hall Bancroft Contracting Corporation

229 Main Street 23 Phillips Road

Nashua, NH 03060-2019 South Paris, Maine 04281

With a copy to

Cellia K. Leonard, Deputy Corporation Counsel
229 Main Street, Nashua, NH 03060-2019

IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed this Agreement in triplicate. One
counterpart each has been delivered to OWNER, CONTRACTOR and ENGINEER. All portions of the
Contract Documents have been signed, initialed or identified by OWNER and CONTRACTOR or
identified by ENGINEER on their behalf.

CITY OF NASHUA —- OWNER

James Donchess, Mayor City of Nashua

AG -6 0f7

CONTRACTOR:

Date:

By:

Print Name:

Date:

(Authorized Representative)

AG -7of7

THE CITY OF NASHUA “The Gate City"

December 9, 2020
Memo #21-065

Adwunistrative Services
Purchasing Department

TO: Mayor Donchess
Finance Committee

SUBJECT: Cartegraph Software Expansion in the amount of $17,283.33 funded from account 71228
Computer Software

Please see attached communications from Bruce Codagnone, CIO/IT Director, dated October 21, 2020 for
project specific details related to this purchase. Below please find a summary of the purchase approval

request:
Item:
Value:
Vendor:
Department:

Source Fund:

Ordinance:

3-Year Amendment to expand use of Cartegraph Software to include DPW
implementation & training

$17,283.33

Cartegraph

160 Engineering, (20%) 168 Solid Waste (30%) & 169 Wastewater (50%)

71228 Computer Software

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 Information Technology Department, the Department of Public Works and the Purchasing
Department respectfully request your approval of this contract.

Regards,

Kelly Parkinson
Purchasing Manager

Ce: J Graziano
B Codagnone

229 Main Street * Nashua, New Hampshire 03061 ¢ Phone (603) 589-3330 « Fax (603) 589-3233

Jim Donchess
Mayor e City of Nashua

To: Board of Aldermen

From: Mayor Jim Donchess

Date: December 9, 2020

Re: Multi-Year Contract Award — Cartegraph Expansion for DPW Implementation

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 December 16, 2020 meeting and as such | am requesting the full Board of
Alderman approve the following contract:

Item: 3-Year Amendment to expand use of Cartegraph Software to
include DPW implementation & training
Value: $17,283.33
Vendor: Cartegraph
Purchasing Memo#: 21-065 dated December 9, 2020
Contract Term: 3 Years
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

THE CITY OF NASHUA the Cate City’

Administrative Services Division

Information Technology Department

Memorandum
To: Mayor Donchess
Finance Committee
From: Bruce Codagnone, IT Division Director

Nick Miseirvitch, Deputy Director IT

Date: October 21, 2020
cc: Lisa M. Fauteux, Director of Public Works
RE: Amendment to Contract with Cartegraph adding Orange Advantage Extended Support

Since 2015, the City of Nashua uses a web-based application from Cartegraph for resident issue
tracking and asset management. The Division of Public Works is expanding its use of the
application and requires training and implementation support beyond what the standard
support contract and the City IT Department can provide.

The City support contract with Cartegraph was renewed in August 2020 for a three year period.
This Amendment to the current support contract will add the Orange Advantage package from

Cartegraph which provides 36 hours of customized assistance per year (first year prorated) for

use by the Division of Public Works (DPW) from an assigned team. These hours can be used for
training, system configuration, and project or implementation consulting.

The addition of this support will allow DPW to complete the integration of City infrastructure
assets into Cartegraph such as catch basins, manhole covers, sidewalk and paving information,
City parks and assets at the Wastewater Treatment Facility.

Funding for the Amendment will be through the Division of Public Works’ operating budgets
annually. Payment will be due in annual installments 15 days prior to the anniversary of the
initial term as follows:

1. $5,083.33 due upon execution of the Purchase Agreement.

2. $6,100.00 due 15 days prior to 1st year anniversary of term start date.
3. $6,100.00 due 15 days prior to 2nd year anniversary of term start date.

229 Main Street * Nashua, New Hampshire O3060 © Phone (603) 589-3300 © Fax (603) 594-3434

Cartegraph

City of Nashua

Cartegraph Software
and Services Contract

PA#:
PA-3570

Date:
9/15/2020

Cartegraph Systems LLC
3600 Digital Drive
Dubuque, IA 52003

cartegraph.com

800 688.2656
563 556.8120
Fax 563 556.8149

City of Nashua, NH | 9/15/2020 Car Ceg: if aph

Purchase Agreement

Cartegraph is pleased to present this Purchase Agreement for the implementation of world class
technology solutions. This Purchase Agreement is made and entered into between City of Nashua
(hereinafter referred to as Customer) and Cartegraph Systems LLC (hereinafter referred to as
Cartegraph). In the case that any terms or conditions provided in the Cartegraph Solutions Agreement
different from, are provided in more detail by, or are made irrelevant by the terms and conditions
provided in this Purchase Agreement, the terms in this Purchase Agreement shall control. For

all terms and conditions not addressed by this Purchase Agreement, the Cartegraph Solutions
Agreement shall control.

City of Nashua City of Nashua
229 Main Street 229 Main Street
P.O. Box 2019 P.O. Box 2019
Nashua, NH Nashua, NH
03061-2019 03061-2019

Investment Summary

The addendums attached here to include:

Addendum A - Support Services
Addendum B - Field Services

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