CITY OF NASHUA
PROFESSIONAL SERVICES
GENERAL TERMS AND CONDITIONS
EXHIBIT C
5. CHANGES TO SCOPE OF WORK. The OWNER 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, either increasing or decreasing the scope, character, or cost of ENGINEER's performance
under the contract. ENGINEER shall provide to the OWNER 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 OWNER to be able to adequately analyze
the proposal. The OWNER will then determine in writing if ENGINEER should proceed with any or all
of the proposed change. If the change causes an increase or a decrease in ENGINEER'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 ENGINEER for adjustment under this clause
shall be asserted in writing within 30 days of the date the OWNER notified ENGINEER of the change.
When ENGINEER seeks changes, ENGINEER shall, before any work commences, estimate their effect
on the cost of the contract and on its schedule and notify the OWNER in writing of the estimate. The
proposal for a change shall provide enough detail, including personnel hours for each sub-task and cost
breakdowns of tasks, for the OWNER to be able to adequately analyze the proposal. The OWNER will
then determine in writing if ENGINEER should proceed with any or all of the proposed change.
Except as provided in this paragraph, ENGINEER shall implement no change unless the OWNER in
writing approves the change. Unless otherwise agreed to in writing, the provisions of this contract shall
apply to all changes. The OWNER may provide verbal approval of a change when the OWNER, in its
sole discretion, determines that time is critical:or public health and safety are of concern. Any verbal
approval shall be confirmed in writing as soon as practicable. Any change undertaken without prior
OWNER approval shall not be compensqjed and is, at the OWNER's election, sufficient reason for
contract termination.
6. OWNER COOPERATION. . The OWNER agrees that its personnel will cooperate with
ENGINEER in the performance.of its work under this contract and that such personnel will be available
to ENGINEER for consultation ‘at reasonable times and after being given sufficient advance notice that
will prevent conflict with their other responsibilities. The OWNER also agrees to provide ENGINEER
with access to OWNER records in a reasonable time and manner and to schedule items that require action
by the Board of Public Works and Finance Committee in a timely manner. The OWNER and
ENGINEER also agree to attend all meetings called by the OWNER or ENGINEER to discuss the work
under the Contract, and that ENGINEER may elect to conduct and record such meetings and shall later
distribute prepared minutes of the meeting to the OWNER.
7. DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR DISCREPANCIES.
ENGINEER watrants that it has examined all contract documents, has brought all conflicts, errors,
discrepancies, and ambiguities to the attention of the OWNER in writing, and has concluded that the
OWNER's resolution of each matter is satisfactory to ENGINEER. All future questions ENGINEER may
have concerning interpretation or clarification of this contract shall be submitted in writing to the
OWNER within 10 calendar days of their arising. The writing shall state clearly and in full detail the
basis for ENGINEER's question or position. The OWNER representative shall render a decision within
15 calendar days. The OWNER's decision on the matter is final. Any work affected by a conflict, error,
omission, or discrepancy which has been performed by ENGINEER prior to having received the
OWNER's resolution shall be at ENGINEER's risk and expense. At all times, ENGINEER 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 OWNER. ENGINEER is responsible for requesting clarification or
interpretation and is solely liable for any cost or expense arising from its failure to do so.
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