24, NON-WAIVER OF TERMS AND CONDITIONS. None of the terms and conditions of this contract
shall be considered waived by the City of Nashua. There shall be no waiver of any past or future default,
breach, or modification of any of the terms and conditions of the contract unless expressly stipulated to by
the City of Nashua in a written waiver.
25. RIGHTS AND REMEDIES. The duties and obligations imposed by the contract and the rights and
remedies available under the contract shall be in addition to and not a limitation of any duties, obligations,
rights, and remedies otherwise imposed or available by law.
26. PROHIBITED INTERESTS. Professional Engineer shall not allow any officer or employee of the
City of Nashua to have any indirect or direct interest in this contract or the proceeds of this contract.
Professional Engineer represents that no officer or employee of the City of Nashua has any direct or
indirect interest, whether contractual, noncontractual, financial or otherwise, in this contract or in the
business of Professional Engineer. If any such interest comes to the attention of Professional Engineer at
any time, a full and complete disclosure of the interest shall be immediately made in writing to the City of
Nashua. Professional Engineer also represents that it presently has no interest and that it will not acquire
any interest, direct or indirect, which would conflict in any manner or degree with the performance of
services required to be performed under this contract. Professional Engineer further represents that no
person having such an interest shall be employed in the performance of this contract. If City of Nashua
determines that a conflict exists and was not disclosed to the City of Nashua, it may terminate the contract
at will or for cause in accordance with paragraph 8.
In the event Professional Engineer (or any of its officers, partners, principals, or employees acting with its
authority) is convicted of a crime involving a public official arising out or in connection with the
procurement of work to be done or payments to be made under this contract, City of Nashua may
terminate the contract at will or for cause in accordance with paragraph 8. Upon termination, Professional
Engineer shall refund to the City of Nashua any profits realized under this contract, and Professional
Engineer shall be liable to the City of Nashua for any costs incurred by the City of Nashua in completing
the work described in this contract. At the discretion of the City of Nashua, these sanctions shall also be
applicable to any such conviction obtained after the expiration or completion of the contract.
Professional Engineer represents that no gratuities (including, but not limited to, entertainment or gifts)
were offered or given by Professional Engineer to any officer or employee of the City of Nashua with a
view toward securing a contract or securing favorable treatment with respect to the awarding or amending
or making of any determinations with respect to the performance of this contract. If City of Nashua
determines that such gratuities were or offered or given, it may terminate the contract at will or for cause
in accordance with paragraph 8.
The rights and remedies of this section shall in no way be considered for be construed as a waiver of any
other rights or remedies available to the City of Nashua under this contract or at law.
27, THIRD PARTY INTERESTS AND LIABILITIES. The City of Nashua and Professional Engineer,
including any of their respective agents or employees, shall not be liable to third parties for any act or
omission of the other party. This contract is not intended to create any rights, powers, or interest in any
third party and this agreement is entered into for the exclusive benefit of the City of Nashua and
Professional Engineer.
28. SURVIVAL OF RIGHTS AND OBLIGATIONS. The rights and obligations of the parties that by their
nature survive termination or completion of this contract shall remain in full force and effect.
29. SEVERABILITY. In the event that any provision of this contract is rendered invalid or
unenforceable by any valid act of Congress or of the New Hampshire legislature or any court of
competent jurisdiction, or is found to be in violation of state statutes or regulations, the invalidity or
unenforceability of any particular provision of this contract shall not affect any other provision, the
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