12.
13.
14.
15.
by DesignLAB or anyone employed, directed, or supervised by
DesignLAB.
INDEMNIFICATION Regardless of any coverage provided by any insurance, DesignLAB
agrees to indemnify 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, attorney’s fees, costs and expenses of any kind or nature in
any manner 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
DesignLAB or of anyone acting under its direction or control or on its behalf in connection
with or incidental to the performance of this contract. DesignLAB’s indemnity and hold
harmless obligations, or portions thereof, shall not apply to liability caused by the sole
negligence or willful misconduct of the party indemnified or held harmless.
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 DesignLAB 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 DesignLAB shall automatically revert to the City of Nashua’s discretionary
control upon the completion, termination, or cancellation of the agreement. The City of
Nashua shali not have any obligation to re-award or to provide, in any manner, the
unexpended funds to DesignLAB. DesignLAB shall have no claim of any sort to the
unexpended funds.
COMPENSATION Review by the City of Nashua of DesignLAB's submitted monthly invoice
forms and progress reports for payment will be promptly accomplished by the City of
Nashua. If there is insufficient information, the City of Nashua may require DesignLAB to
submit additional information. Unless the City of Nashua, in its sole discretion, decides
otherwise, the City of Nashua shall pay DesignLAB in full within 30 days of approval of
the submitted monthly invoice forms and progress reports.
COMPLIANCE WITH APPLICABLE LAWS DesignLAB, 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. DesignLAB 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.
GC 8 of 13
