Finance Committee - Agenda - 4/20/2022 - P107
General Terms and Conditions
DEFINITIONS Unless otherwise required by the context, "Independent Contractor”, and its
successors, transferees and assignees (together “Independent Contractor”) includes any of the
Independent Contractor's consultants, sub consultants, contractors, and subcontractors
INDEPENDENT CONTRACTOR STATUS The parties agree that Independent Contractor shall have
the status of and shall perform all work under this contract as an Independent Contractor,
maintaining control over all its consultants, sub consultants, contractors, or subcontractors. The
only contractual relationship created by this contract is between the City of Nashua and
Independent Contractor, and nothing in this contract shall create any contractual relationship
between the City of Nashua and Independent Contractor's consultants, sub consultants, contractors,
or subcontractors. The parties also agree that Independent Contractor is not a City of Nashua
employee and that there shall be no:
(1) Withholding of income taxes by the City of Nashua:
(2) Industrial insurance coverage provided by the City of Nashua;
(3) Participation in group insurance plans which may be available to employees of the
City of Nashua;
(4) Participation or contributions by either the Independent Contractor or the City of
Nashua to the public employee’s retirement system;
(5) Accumulation of vacation leave or sick leave provided by the City of Nashua;
(6) Unemployment compensation coverage provided by the City of Nashua.
STANDARD OF CARE Independent Contractor shall be responsible for the professional quality,
technical accuracy, timely completion, and coordination of all work performed under this contract.
Independent Contractor warrants that all work shall be performed with the degree of professional
skill, care, diligence, and sound practices and judgment that are normally exercised by recognized
professional firms with respect to services of a similar nature. It shall be the duty of Independent
Contractor to assure at its own expense that all work is technically sound and in conformance with
all applicable federal, state, and local laws, statutes, regulations, ordinances, orders, or other
requirements. In addition to all other rights which the City of Nashua may have, Independent
Contractor shall, at its own expense and without additional compensation, re-perform work to
correct or revise any deficiencies, omissions, or errors in the work or the product of the work or
which result from Independent Contractor's failure to perform in accordance with this standard of
care. Any approval by the City of Nashua of any products or services furnished or used by
Independent Contractor shall not in any way relieve Independent Contractor of the responsibility
for professional and technical accuracy and adequacy of its work. City of Nashua review, approval,
or acceptance of, or payment for any of Independent Contractor's work under this contract shall not
operate as a waiver of any of the City of Nashua's nghts or causes of action under this contract, and
Independent Contractor shall be and remain liable in accordance with the terms of the contract and
applicable law.
Independent Contractor shall furnish competent and skilled personnel to perform the work under
this contract. The City of Nashua reserves the right to approve key personnel assigned by
Independent Contractor to perform work under this contract. Approved key personnel shall not be
taken off of the project by Independent Contractor without the prior written approval of the City of
Nashua, except in the event of termination of employment. Independent Contractor shall, if
requested to do so by the City of Nashua, remove from the job any personnel whom the City of
Nashua determines to be incompetent, dishonest, or uncooperative.
GC-2
