determine in writing if Service Provider should proceed with any or all of the proposed change. Ifthe
change causes an increase or a decrease in Service Provider's cost or time required for performance of
the contract as a whole, an equitable adjustment shall be made and the contract accordingly modified
in writing. Any claim of Service Provider for adjustment under this clause shall be asserted in writing
within 30 days of the date the City notified Service Provider of the change.
5. DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR DISCREPANCIES.
Service Provider warrants that it has examined all contract documents, has brought all conflicts, errors,
discrepancies, and ambiguities to the attention of the City of Nashua in writing, and has concluded
that the City of Nashua’s resolution of each matter is satisfactory to Service Provider. All future
questions Service Provider may have concerning interpretation or clarification of this contract shall be
submitted in writing to the City of Nashua within 10 calendar days of their arising. The writing shall
state clearly and in full detail the basis for Service Provider's question or position.
The City of Nashua’s representative shall render a decision within 15 calendar days. The City of
Nashua's decision on the matter is final. Any work affected by a conflict, error, omission, or
discrepancy which has been performed by Service Provider prior to having received the City of
Nashua's resolution shall be at Service Provider's risk and expense. At all times, Service Provider
shall carry on the work under this contract and maintain and complete work in accordance with the
requirements of the contract or determination of the City of Nashua. Service Provider is responsible
for requesting clarification or interpretation and is solely liable for any cost or expense arising from
its failure to do so.
6. TERMINATION OF CONTRACT.
A. TERMINATION, ABANDONMENT, OR SUSPENSION AT WILL. The City of Nashua, in
its sole discretion, shall have the right to terminate, abandon, or suspend all or part of the project and
contract at will. If the City of Nashua chooses to terminate, abandon, or suspend all or part of the
project, it shall provide Service Provider 10 day’s written notice of its intent to do so.
If all or part of the project is suspended for more than 90 days, the suspension shall be treated as a
termination at will of all or that part of the project and contract.
Upon receipt of notice of termination, abandonment, or suspension at will, Service Provider shall:
1. Immediately discontinue work on the date and to the extent specified in the notice.
2. Provide the City of Nashua with a list of all unperformed services.
3. Place no further orders or sub-contracts for materials, services, or facilities, other than
as may be necessary or required for completion of such portion of work under the
contract that is not terminated.
4. Immediately make every reasonable effort to obtain cancellation upon terms
satisfactory to the City of Nashua of all orders or sub contracts to the extent they relate
to the performance of work terminated, abandoned, or suspended under the notice,
assign to the City of Nashua any orders or sub contracts specified in the notice, and
revoke agreements specified in the notice.
5. Not resume work after the effective date of a notice of suspension until receipt of a
written notice from the City of Nashua to resume performance.
In the event of a termination, abandonment, or suspension at will, Service Provider shall receive all
amounts due and not previously paid to Service Provider for work satisfactorily completed in
accordance with the contract prior to the date of the notice and compensation for work thereafter
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