General Terms and Conditions
1. DEFINITIONS. Unless otherwise required by the context, "Service Provider” and its successors,
transferees and assignees (together “Service Provider”) includes any of the Service Provider's
consultants, sub consultants, contractors, and sub-contractors
2. SERVICE PROVIDER STATUS AND PROVISION OF WORKERS’ COMPENSATION COVERAGE.
The parties agree that Service Provider 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 sub-contractors. The only contractual relationship created by this contract is between
the City of Nashua and Service Provider, and nothing in this contract shall create any contractual
relationship between the City of Nashua and Service Provider's consultants, sub consultants,
contractors, or sub-contractors. The parties also agree that Service Provider 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 Service Provider 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.
3. STANDARD OF Care, Service Provider shall be responsible for the quality, accuracy, timely
completion, and coordination of all work performed under this contract. Service Provider warrants
that all work shall be performed with the degree of skill, care, diligence, and sound practices and
judgment that are normally exercised by recognized firms with respect to services of a similar nature.
It shall be the duty of Service Provider 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,
Service Provider 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 Service Provider's failure to perform in accordance with this standard of care. Any
approval by the City of Nashua of any services furnished or used by Service Provider shall not in any
way relieve Service Provider 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
Service Provider's work under this contract shall not operate as a waiver of any of the City of Nashua's
rights or causes of action under this contract, and Service Provider shall be and remain liable in
accordance with the terms of the contract and applicable law. Service Provider shall furnish competent
and skilled personnel to perform the work under this contract.
4, CHANGES TO SCOPE OF WorK. The City of Nashua may, at any time, by written order, make
changes to the general scope, character, or cost of this contract and in the services or work to be
performed, cither increasing or decreasing the scope, character, or cost of Service Provider's
performance under the contract. Service Provider shall provide to the City of Nashua within 10
calendar days, a written proposal for accomplishing the change. The proposal for a change shall
provide enough detail, including personnel hours for each sub-task and cost breakdowns of tasks, for
the City of Nashua to be able to adequately analyze the proposal. The City of Nashua will then
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