SECTION 23. INTERPRETATION.
The contract is intended by the parties as a final, complete and exclusive statement of the terms of their
agreement except that 1) the parties agree to carry out their obligations hereunder in a manner subject to
and consistent with the cable franchise between the City of Nashua and Comcast or its successor(s) as in
effect during the term of this Agreement, and said cable franchise is incorporated herein by reference; and
ii) Contractor shall also be bound by any commitments in its reply to the City’s Request for Proposal dated
February 24, 2022, attached hereto as Exhibit C, and said reply to the RFP shall be incorporated herein by
reference, and in the event of any variation between said reply to the RFP and this contract, the City shall
have the option of applying the more stringent terms. No course of prior dealing between the parties or
course of performance or usage of the trade shall be relevant to supplement or explain any term used in
the contract.
SECTION 24. DISPUTE RESOLUTION.
If a dispute arises out of or relates to the contract, or the breach thereof, the parties agree to negotiate prior
to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll
the running of a statute of limitations or to seek injunctive relief. Either party may make a written request
for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the
request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1)
senior level individual with decision-making authority regarding the dispute. The purpose of this and any
subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty
(30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the
dispute, they may pursue any legal remedies as may be available. This contract shall be interpreted under
the laws of the State of New Hampshire and venue to be the Hillsborough County Superior Court absent
a judicial issue requiring venue with the Federal District Court.
SECTION 25. NOTIFICATION OF ACTION BROUGHT.
In the event that any claim, demand, suit or other legal action, including without limitations, any
communications concerning copyright infringement, or criminal indictment is brought by any person(s),
or entity against the Contractor, Contractor shall deliver copies of such to the Purchasing Manager within
twenty four (24) hours after receipt.
SECTION 26. OTHER NOTICES.
Contractor shall notify the Purchasing Manager within two (2) working days, by providing the copies of
documents concerning:
A. Contractor filing for relief under the Bankruptcy Code;
B. the appointment of a trustee, receiver or liquidator for all or a substantial part of the Contractor’s
property;
C. any reorganization, or liquidation proceedings by or against the Contractor; and
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