the certificate of insurance. Contractor is responsible for filing updated certificates of insurance with
the City of Nashua's Risk Management Department during the life of the contract.
=" All deductibles and self-insured retentions shall be fully disclosed in the certificate(s) of
insurance.
= If aggregate limits of less than $2,000,000 are imposed on bodily injury and property damage,
Contractor must maintain umbrella liability insurance of at least $1,000,000. All aggregates
must be fully disclosed on the required certificate of insurance.
=" The specified insurance requirements do not relieve Contractor of its responsibilities or limit the
amount of its liability to the City or other persons, and Contractor is encouraged to purchase
such additional insurance, as it deems necessary.
=" The insurance provided herein is primary, and no insurance held or owned by the City of Nashua
shall be called upon to contribute to a loss.
INDEMNIFICATION:
The Contractor agrees to indemnify, defend and hold harmless the City (the “Indemnified Party”) from
and against any and all liabilities, damages, losses, claims, causes of action, costs and expenses, of any
kind or nature (including but not limited to reasonable attorneys’ fees), incurred or sustained by or
asserted against the Indemnified Party in any manner directly or indirectly arising out of Contractor's
work performed under this Agreement. However, the Contractor’s indemnification obligation shall not
apply to liability arising from the negligence or misconduct of the Indemnified Party.
INDEPENDENT CONTRACTOR STATUS:
The parties agree that the Contractor shall have the status of and shall perform all work under this
contract as an independent contractor, maintaining control over its sub-contractors and employees.
The only contractual relationship created by this contract is between the DPHCS and the Contractor.
Nothing in this contract shall create any contractual relationship between the DPHCS and the
Contractor’s subcontractors or employees. The parties also agree that the Contractor is not an
employee of the City of Nashua or DPHCS and will receive no benefits as such.
CONTRACT AMENDMENTS AND ENTIRE AGREEMENT:
This agreement constitutes the entire contract between DPHCS and Contractor. The parties shall not be
bound by or be liable for any statement, representation, promise, inducement, or understanding of any
kind or nature not set forth in this contract.
Any amendments to this contract must be in writing and signed by both parties.
TERMINATION:
This agreement may be terminated by the DPHCS on seven (7) calendar days written notice to the
Contractor in the event of failure by the Contractor to adhere to all the terms and conditions of the
contract or failure to satisfactorily, in the sole opinion of the DPHCS, provide contracted services in a
timely and professional manner. The Contractor shall be given opportunity for consultation with the
DPHCS prior to the effective date of termination for cause. DPHCS or Contractor can terminate this
agreement, with a 90-day written notice to the other party. DPHCS will pay the Contractor a prorated
a cael ne eae ioe z SEBEL ANAS CL MEL EE STL TTA ELLE PED
City of Nashua — Community Intervention Collaborative Page 3
