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22. PUBLIC REcorps Law, COPYRIGHTS, AND PATENTS. Service Provider expressly agrees
that all documents ever submitted, filed, or deposited with the City by Service Provider
(including those remitted to the City by Service Provider pursuant to paragraph 21), 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, studios, photographs, nepatives 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 Service Provider 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 Service Provider. The City shall have the right to reproduce any such materials.

Service Provider expressly and indefinitely waives all of its tights 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 or any of its officers or employees, in either
their official or individual capacity, for violations of or infringement of the copyright or patent
laws of the United States or of any other nation. Service Provider agrees to indemnify, to defend,
and to hold harmless the City, its Tepresentatives, and employees from any claim or action
secking to impose liability, costs, and attomey fees incurred as a result of or in connection with
any claim, whether rightful or otherwise, that any material prepared by or supplied to Service
Provider inftinges any copyright or that any equipment, material, or process (or any part thereof)
specified by Service Provider inftinges any patent.

Service Provider shell 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.

23. BINAL ACCEPTANCE. Upon completion of all work under the contract, Service Provider
shall notify the City in writing of the date of the completion of the work and request
confirmation of the completion from the City, Upon receipt of the notice, the City shall confirm
to Service Provider in writing that the whole of the work was completed on the date indicated in
the notice or provide Service Provider with a written list of work not completed. With respect to
work listed by the City as incomplete, Service Provider shall promptly complete the work and
the final acceptance procedure shali be repeated. The date of final acceptance of a project by the
City shall be the date upon which the Board of Public Works or other designated official accepts
and approves the notice of completion,

24, 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 alt
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 from
any liability on account of any and all such taxes, levies, duties, assessments, and deductions.

GC 11 of 13

City of Nashua, New Hampshire

Computation of Overlapping Debt
Hillsborough County Long Term Debt
Last Ten Fiscal Years

Net General

Obtigation Percentage Amount
End of Debt Applicable to Applicable to

Fiscal Year Outstanding’ Government”! Government

2021 - 22 242% -
3020 - 22.110% -
2019 - 22.319% -
2018 - 21,844% .
2017 - 21,621% -
2016 - 21,581%% -
2015 - 21 598% -
2014 . 21.128% -
2053 . 21 356% -
2012 - 21 694% -

Data Sources
'' Hillsborough County Audited Financial Staternents at fiscal year end including interest, does not mclude leases.
"NH Department of Revenue Administration

2

25. NON-WAIVER OF TERMS AND CONDITIONS. None of the terms and conditions of this
contract shall be considered waived by the City. 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 in a written waiver.

26. 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.

27, PROWIBITED INTERESTS. Service Provider shall not allow any officer or employee of
the City 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 has any direct or indirect
interest, whether contractual, non-contractual, 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. Service Provider 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, Service Provider further
warrants that no person having such an interest shall be employed in the performance of this
contract. If City determines that a conflict exists and was not disclosed to the City, it may
terminate the contract at will or for cause in accordance with paragraph 8,

In the event Service Provider (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 may
terminate the contract at will or for cause in accordance with paragraph 8. Upon tennination,
Service Provider shall refund to the City any profits realized under this contract, and Service
Provider shall be liable to the City for any costs incurred by the City in completing the work
described in this contract. At the discretion of the City, these sanctions shall also be applicable
to any such conviction obtained after the expiration or completion of the contract.

Service Provider warrants that no gratuities (including, but not limited to, entertainment or gifis)
were offered or given by Service Provider to any officer or employee of the City 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 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 under this contract or at law.

28, ‘THIRD PARTY INTERESTS AND LIABILITIES. The City 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 and
Service Provider.

GC 12 of 13

29. 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.

30. | SEVERABILITY. In the event that any provision of this contract is rendered invalid or
unenforceable by any valid act of Congtess 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 coniract shali 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.

31. MODIMICATION OF CONTRACT AND ENTIRE AGREEMENT. This contract constitutes the
entire contract between the City and Service Provider. The patties 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.

32. CHOICE OF LAW AND VENUE, This contract shall be governed exclusively by the laws

of the State of New Hampshire and any litigation shali be brought in a court located in the Sinte
of New Hampshire.

GC 13 of 13

Exhibit B

The City of Rashua ("City) seeks an iedividual er 3 fi
services fox a fundraising elfert relating to arts end culture.
oF waici a private fundraising coraponeat is essen

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Peviorming Arts Center (“pag

INSTRUCTIONS TO VERDORS:

The City & mow sccepiing bids electronically vis Bid Express,
@ ans Vendor Sei-up Guide for mora}
! “1 YOu choose to submit a gener bid k
enveleges with jive (5) originals and one (43 t j
Adobe Acrobat or Micreselt Word/Ey
Profesional Fundraising Consultant”, The names of
posicd on the website, under Services; Hid Gaportunittes:
within three (2) hours of opening.

ies, a5 outline

Regardless of the methed af submission, bids must be auh :
antral Purchasing Off

paregiaph, no later ihan ad Pi en Friday, Ageil 6, o/s:
#oom 128, 229 Main Street, Neshva NH, G2051-200
nublicly opened. Bids stust be subreitte
specitied in the bid specifications, Postma!
eriual cells

cigar that the firm is resp:

The City of Nashua assumes jo tiability far the payment of costs and expenses Incuryed by 2
hidder In respanding te this request for bids. Au bids become ths sols proparty of the City of
Nashua. This request for bids is not 3 contract and alune shal! not Se interpreted 2s such bee
rather sarves as an instrument through which bids are solicited.

Bids shall ba submitied using the format provided end address the items spocified ti the bie
package. The City of Mashua may reject any or ail af the bids on any bas is and withou
disclosure of 5 reason. The failure to make such a disclosure shall net resulz in accrual of any
right, claim or cause cf action by anv unsuccessful bidder against the City of Neshus.

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The following informa

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a. Full egal name, addrass, and tye ¢
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