Search

Upon receipt of notice of termination for cause, Service Provider shall:

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

2, Provide the City of Nashua 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 City

of Nashua 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 City of Nashua 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 City of Nashua to resume performance.

In the event of a termination for cause, Service Provider shall receive all amounts due and not previously paid
to Service Provider 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 City of Nashua by reasons of Service Provider's failure. Service Provider shall not be
relieved of liability to the City of Nashua for damages sustained from the failure, and the City of Nashua may
withhold any payment to the Service Provider until such time as the exact amount of damages due to the City
of Nashua is determined. All claims for payment by the Service Provider must be submitted to the City of
Nashua within 30 days of the effective date of the notice of termination.

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

cC. GENERAL PROVISIONS FOR TERMINATION. Upon termination of the contract, the City of
Nashua 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 Service Provider shall cease conducting business, the City of
Nashua shall have the right to solicit applications for employment from any employee of the Service Provider
assigned to the performance of the contract.

Neither party shall be considered in default of the performance of its obligations hereunder to the extent that
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 Service
Provider's principals, officers, employees, agents, sub-contractors, sub consultants, vendors, or suppliers are
expressly recognized to be within Service Provider's control.

7. 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 City of Nashua Representative and
a Service Provider Representative. At all times, Service Provider 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 City of Nashua. 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 ri ght 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.

8 | Page

8. NO DAMAGES FOR DELAY, Apart from a written extension of time, no payment, compensation, or
adjustment of any kind shall be made to Service Provider for damages because of hindrances or delays in the
progress of the work from any cause, and Service Provider agrees to accept in full satisfaction of such
hindrances and delays any extension of time that the City of Nashua may provide.

9. INSURANCE. Service Provider shall carry and maintain in effect during the performance of services
under this contract:

» General liability insurance in the amount of $1,000,000 per occurrence; $2,000,000 aggregate;

> Motor Vehicle Liability: $1,000,000 Combined Single Limit;
*Coverage must include all owned, non-owned and hired vehicles.

> Workers’ Compensation Coverage in compliance with the State of NH Statutes,
$100,000/$500,000/$ 100,000.

Service Provider shall maintain in effect at all times during the performance under this contract all specified
insurance coverage with insurers. None of the requirements as to types and limits to be maintained by Service
Provider are intended to and shall not in any manner limit or qualify the liabilities and obligations assumed by
Service Provider under the contract. The City of Nashua shall not maintain any insurance on behalf of
Service Provider. Subcontractors are subject to the same insurance requirements as the Service Provider and it
shall be the Service Provider’s responsibility to ensure compliance of this requirement. Service Provider will
provide the City of Nashua with certificates of insurance for coverage as listed below and endorsements
affecting coverage required by the contract within ten (10) calendar days after the City of Nashua issues the
notice of award. The City of Nashua requires thirty (30) days written notice of cancellation or material change
in coverage. The certificates and endorsements for each insurance policy are to be signed by a person
authorized by the insurer and who is licensed by the State of New Hampshire. Certificates must name the
City of Nashua _as_an additional insured_on General Liability, and Auto Liability policies. Service
Provider is responsible for filing updated Certificates of Insurance with the City of Nashua’s Risk
Management Department during the life of the contract. The certificate should be mailed to:

Risk Management

City of Nashua

229 Main Street

Nashua, NH 03060-2019

» All deductibles and self-insured retentions shall be fully disclosed in the certificate(s) of insurance.

» If aggregate limits of less than $2,000,000 are imposed on bodily injury and property damage, Service
Provider must maintain umbrella liability insurance of at least $1,000,000. All aggregates must be
fully disclosed on the required certificate of insurance

» The specified insurance requirements do not relieve Service Provider of its responsibilities or limit
the amount of its liability to the City of Nashua or other persons, and Service Provider is encouraged
to purchase such additional insurance, as it deems necessary.

>» The insurance provided herein is primary, and no insurance held or owned by the City of Nashua
shall be called upon to contribute to a loss.

» Service Provider is responsible for and required to remedy all damage or loss to any property,
including property of the City of Nashua, caused in whole or part by Service Provider or anyone
employed, directed, or supervised by Service Provider.

10. INDEMNIFICATION. Regardless of the coverage provided by any insurance, Service Provider agrees
to indemnify and shall defend and hold harmless the City of Nashua, its agents, officials, employees and
authorized representatives and their employees from and against any and all suits, causes of action, legal or
administrative proceedings, arbitrations, claims, demands, damages, liabilities, interest, attorneys’ fees, costs
and expenses of any kind or nature to the extent caused, occasioned, or contributed to in whole or in part by
reason of any negligent act, omission, or fault or willful misconduct, whether active or passive, of Service
Provider or of anyone acting under its direction or control or on its behalf in connection with or incidental to
the performance of this contract. Service Provider's indemnity, defense and hold harmless obligations, or

9 | Page

Le) iParametrics mei Biya PROPOSAL FOR THE CITY OF NASHUA
P , @ — ARPA ADMINISTRATIVE SERVICES

Using the Community-leveraged approach, the iParametrics tearn will provide training, materials, and support to identified City-based
agencies, These Community Partners will then serve as ‘boots on the ground’ outreach in impacted communities, bringing information
about the program directly to the people they serve, Our team of Outreach Coordinators will provide each Cormmunity Partner
with matenals, talking points, Frequently Asked Questions, program applications, and other collateral matenal to support outreach
efforts.

We will host web-based training events for all Community Partners to educate them on key program topics including:

= Program eligibility and priority critena

= How to use the web-application and how to assist potential applicants to apply
= Documents required from applicants and where to obtain such documents

a Program customer service standards

Throughout the outreach process, Community Partners will be supported by our team of Outreach Coordinators, who will provide
subject matter expertise on programm topics, best practices for reaching vulnerable populations, and ongoing backing for Community
Partners. Further, our team will develop videos, training and other outreach collateral that will be posted to the City’s website or
our intemal Leaming Management System.

iPARAMETRICS GRANT MANAGEMENT SYSTEM

Overview

A comprehensive ARPA funding program would potentially include a citizen public-facing grant management system for individuals,
businesses, and other entities to submit applications for relief funds. iParametrics has developed its Grant Management System (GMS)
to support programs such as ARPA and it can be configured to the City of Nashua's requirements and remain compliant with Federal
policies. The GMS provides a streamlined solution from outreach through closeout. The configurable solution allows for complete
management of program information that allows for the highest level of both process and program efficiency. We will deliver a web-
based application to allow applicants to apply from anywhere. The GMS is project-ready, meaning that it can be quickly configured
to meet the needs of City of Nashua, thereby saving the City of Nashua time and money by avoiding delays that come with custom
solutions built from scratch.

Key Considerations:

= Our experience shows that one of the biggest delays in providing funding to impacted citizens and businesses is incomplete
information or lack of documentation provided by the applicant. GMS is structured to encourage complete application
submissions, including collection of supporting documents, required information, and applicant preferences like preferred
language or communication method at the outset.

= Our skilled GMS support professionals link the program with analytics so the City of Nashua gets real-time updates to the
application process, as needed. This unique advantage will be helpful as guidelines for the administration of funds through
the American Rescue Plan Act continues to be added and revised. By allowing updates to be made as they occur, we can
guarantee little to no wait time for community applicants and ensure the program continues moving forward.

= The iParametrics GMS can also be configured to support multiple funding streams in a single program. The system can
separate costs so the City of Nashua knows which costs are to be charged to which grant funding source. This classification
ensures costs are obligated from the appropriate grant without adding additional steps or bureaucracy to the program
process.

» The iParametrics GMS utilizes analytical tools which enables our team to drive meaningful insight and optimize program
execution. The analytics tool generates dashboards and KPls based on best practices and tailored to the specific needs of
the City's program.

PAGE 23

portions thereof, shall not apply to liability caused by the sole negligence or willful misconduct of the party
indemnified or held harmless.

11. 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 Service Provider 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 Service Provider
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 Service Provider. Service Provider shall have no claim of any sort to the
unexpended funds.

12. COMPLIANCE WITH APPLICABLE LAWS. Service Provider, 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. Service Provider 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.

13. NONDISCRIMINATION. In connection with the performance of work under this contract, Service
Provider agrees not to discriminate against any employee or applicant for employment because of race,
religion, 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.

14, SERVICE PROVIDER ENDORSEMENT. Service Provider shall sign, seal, and/or stamp as appropriate
any necessary documents as required under the laws of the State of New Hampshire.

15. ASSIGNMENT, TRANSFER, DELEGATION, OR SUBCONTRACTING. Service Provider 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.

16. CITY OF NASHUA INSPECTION OF CONTRACT MATERIALS. The books, records, documents and
accounting procedures and practices of Service Provider related to this contract shall be subject to inspection,
examination and audit by the City of Nashua.

17. TAXES. Service Provider 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. Service Provider
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.

10 | Page

18. 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.

19, 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. Said rights and remedies to be had or exercised
in accordance with section 25, hereof.

20. PROHIBITED INTERESTS. Service Provider 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. Service Provider
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 Service Provider. If
any such interest comes to the attention of Service Provider at any time, a full and complete disclosure of the
interest shall be immediately made in writing to the City of Nashua. Service Provider warrants that no
gratuities (including, but not limited to, entertainment or gifts) were offered or given by Service Provider 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.

21, THIRD PARTY INTERESTS AND LIABILITIES. The City of Nashua and Service Provider, 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 Service Provider.

22. 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.

23, 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.

24, MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT. This contract constitutes the entire
contract between the City of Nashua and Service Provider. 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.

25. 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.

11 | Page

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) Casella Recycling, LLC (signature)

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

Date Date

12 | Page

EXHIBIT A

City of Nashua
Central Purchasing
229 Main Street
Nashua NH 03060
603-589-3330 Fax: 603-589-3344

January 27, 2016

REQUEST FOR PROPOSALS:

SINGLE STREAM RECYCLABLE MATERIAL PROCESSING
RFP1058-022616

The City of Nashua, Division of Public Works, Solid Waste Department, is seeking proposals from qualified
firms for transporting and processing single stream recyclables from the Four Hills Landfill / Nashua Recycling
Center. The following services shail be included: providing the necessary 100-yard trailers at the Nashua
Recycling Center, transporting materials to the vendor’s Single Stream Materials Reprocessing Facility (MRF),

and sorting, preparing and marketing the materials.

INSTRUCTIONS TO VENDORS:

Proposals must be delivered, in duplicate (one (1) original and one (1) photocopy of the same pages), in
sealed envelope(s) or package(s), to the Central Purchasing Office, 229 Main Street, Lower Level, Nashua NH
03060 prior to 3:00 pm prior on Friday, February 26, 2016. Proposals must be marked “RFP1058-022616”
Single Stream Recyclable Material Processing” and submitted in the format provided, addressing all items
listed in the proposal specifications. Postmarks or other timestamps will not be accepted in lieu of actual
delivery. The firm can use whatever delivery mechanism it chooses as long as it remains clear that the firm is
responsible for submissions prior to the date and time. Further details are available on the City’s web site,

www.nashuanh.gov, under Citizens Favorites, Current Bid Opportunities, and document RFP1058-022616.
Bids will be opened in public on the due date and time. Results of the bid opening will be posted on the City’s

web site, under Bid Results, within twenty-four (24) hours of the opening.

All proposals are binding until the approval of the FY 2017 budget, or until the effective date of any resulting
contract, whichever ts later.

The City of Nashua may reject any or all of the proposals on any basis and without disciosure of a reason.
The failure to make such a disclosure shall not result in accrual of any right, claim or cause of action by any

unsuccessful participant against the City of Nashua.

The City of Nashua assumes no liability for the payment of costs and expenses incurred by any bidder in
responding to this request for proposals. All proposals become the sole property of the City of Nashua. This
request for proposals is not a contract and alone shall not be interpreted as such but rather serves as an

instrument through which proposals are solicited.

The successful vendor shall carry and maintain in effect during the performance of services under this
contract:

> General Liability:
$1,000,000 per Occurrence
$2,000,000 Aggregate
City of Nashua Additional Insured

& Motor Vehicle Liability: “Coverage must include all owned, non-owned and hired vehicles.
$1,000,000 Combined Single Limit
City of Nashua Additional Insured

> Workers’ Compensation Coverage according to Statute of the State of New Hampshire:
$100,000 / $500,000 / $100,000

The certificates and endorsements for each insurance policy must be signed by a person authorized by the
insurer and who is licensed by the State of New Hampshire.

A sample of the City’s contract is provided. Final terms and conditions will be negotiated between the City
and the selected vendor prior to the time of award.

The City of Nashua reserves the right to discontinue the selection process at any time. All contracts and
awards are subject to funding approval. There will be no reimbursement to any candidate if selection is

terminated.

Pursuant to NRO 5-78(F), the purchasing manager shall not solicit a proposal from a contractor who is in
default on the payment of taxes, licenses or other monies due the city. Therefore, this proposal request is

void as to anyone who is in default on said payments.

Questions or coordination of site visits relating to this request may be directed to Sally Hyland, Recycling

Coordinator, via email at hviands@nashuanh.gov .

Respectfully,
, 4

ban Kooken
Purchasing Manager
City of Nashua

kookend@nashuanh.gov

REQUEST FOR PROPOSALS RFP1058-022616

TABLE of CONTENTS

INSTRUCTIONS

ok

DEFINITIONS

»

3. TERM OF AGREEMENT
4. BASIS OF AWARD

5. SCOPE OF SERVICES

5.a. Operation

5.6. Transportation

5.c. Equipment

5.d. Processing Facility

5.e. Marketing Materials

5.F. Reporting Requirements
5.7.1. Scale Weights
5.f.2. Records and Reports

6. RECORDS and ACCESS

7. FEES and PAYMENTS and REVENUE SHARING
8. CITY of NASHUA CONTRACT

9. CONTACT

REQUIRED FORMS:
ATTACHMENTS A and B

REQUEST FOR PROPOSALS RFP1058-022616

DIVISION OF PUBLIC WORKS SOLID WASTE DEPARTMENT
CITY OF NASHUA NH

SINGLE STREAM RECYCLABLE MATERIALS PROCESSING

The Division of Public Works, Solid Waste Department seeks proposals for transporting and processing single
stream recyciable materials collected from the City of Nashua’s recycling program. The following services shall
be included: providing the necessary 100-yard trailers (quantities as determined by the Division of Public Works)
at the Nashua Recycling Center and transporting materials to the vendor's Single Stream Materials Reprocessing

Facility (MRF), and sorting, preparing and marketing the materials.

1. INSTRUCTIONS

The specifications herein describe the minimum acceptable features and performance requirements for
providing this service. Vendors shall own and / or operate the processing facility where recyclables from

Nashua will be handled.

Vendors are to have thoroughly read and understood these specifications prior to proposal submission.

Vendors are required to submit proposals on the Forms provided. A summary of the vendor's proposal shall
be submitted in Attachment A, “PROPOSAL SUMMARY.”

Any deviation from the specifications, as listed by the City in this RFP, should be highlighted and explained in
the PROPOSAL SUMMARY.

Contracts are subject to funding approval. All proposals are binding for ninety (90) days following the deadline
for submission of proposals, or until the effective date of any resulting contract, whichever is later.

2. DEFINITIONS

The following words and terms shall, for all purposes of this Proposal, have the following meanings, unless the
context clearly indicates a different meaning or intent:

“Acceptable Material" means recyclable materials collected by the City, including but not limited to those
materials listed herein under section $.(a) Operation.

“Agreement” means the contract between the successful vendor and the City of Nashua.

“Annual Tonnage” means the tons of Acceptable Waste from the City picked up, hauled and processed each
service year by the successful vendor.

“City” means the City of Nashua, New Hampshire.
“Effective Date” means the date the contract is to begin (Tentatively July 1, 2016).

“Eacility’” means the material recovery facility equipped, owned or leased, operated and maintained by the
vender, including all associated real property, equipment and appurtenances thereto.

“Holiday” means the following annual days, as observed: New Year's Day, Martin Luther King Civil Rights Day,
President's Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran’s Day, Thanksgiving

Day and Christmas.