CITY OF NASHUA
PROFESSIONAL SERVICES
GENERAL TERMS AND CONDITIONS
By mutual agreement on March 3, 2016
City of Nashua and Woodard & Curran
Professional Engineer agrees, if applicable, to insert these provisions in all subcontracts, except for
subcontracts for standard commercial supplies or raw materials. Any violation of any applicable
provision by Professional Engineer shall constitute a material breach of the contract.
17. FEDERAL SUBCONTRACTING REQUIREMENTS. If Professional Engineer awards a subcontract
under this contract, Professional Engineer, if applicable, shall use the following alternative steps:
A. Using the services of the Small Business Administration and the Minority
Business Development Agency of the United States Department of Commerce,
as appropriate; and
B. Requiring the subcontractor, if it awards subcontracts, to take the affirmative
steps set forth in paragraph A.
If applicable, Professional Engineer agrees to complete and submit to the City a Minority Business
Enterprise/‘Woman Business Enterprise (MBE/WBE) Utilization Report (Standard Form 334) within 30
days after the end of each fiscal quarter until the end of the contract.
18. ENDORSEMENT. Professional Engineer shall seal and/or stamp and sign professional documents
including drawings, plans, maps, reports, specifications, and other instruments of service prepared by
Professional Engineer or under its direction as required under the laws of the State of New Hampshire.
19. ASSIGNMENT, TRANSFER, DELEGATION, OR SUBCONTRACTING. Professional Engineer shall
not assign, transfer, delegate, or subcontract any rights, obligations, or duties under this contract without
the prior written consent of the City. Any such assignment, transfer, delegation, or subcontracting
without the prior written consent of the City is void. Any consent of the City to any assignment, transfer,
delegation, or subcontracting shall only apply to the incidents expressed and provided for in the written
consent and shall not be deemed to be a consent to any subsequent assignment, transfer, delegation, or
subcontracting. Any such assignment, transfer, delegation, or subcontract shall require compliance with
or shall incorporate all terms and conditions set forth in this agreement, including all incorporated
Exhibits and written amendments or modifications. Subject to the foregoing provisions, the contract
inures to the benefit of, and is binding upon, the successors and assigns of the parties.
20. CITY INSPECTION OF CONTRACT MATERIALS. The books, records, documents and accounting
procedures and practices of Professional Engineer related to this contract shall be subject to inspection,
examination and audit by the City, including, but not limited to, the contracting agency, the Board of
Public Works, Corporation Counsel, and, if applicable, the Comptroller General of the United States, or
any authorized representative of those entities.
21. DISPOSITION OF CONTRACT MATERIALS, Any books, reports, studies, photographs, negatives
or other documents, data, drawings or other materials, including but not limited to those contained in
media of any sort (e.g., electronic, magnetic, digital) prepared by or supplied to Professional Engineer in
the performance of its obligations under this contract shall be the exclusive property of the City and all
such materials shall be remitted and delivered, at Professional Engineer's expense, by Professional
Engineer to the City upon completion, termination, or cancellation of this contract. Alternatively, if the
City provides its written approval to Professional Engineer, any books, reports, studies, photographs,
negatives or other documents, data, drawings or other materials including but not limited to those
contained in media of any sort (e.g., electronic, magnetic, digital) prepared by or supplied to Professional
Engineer in the performance of its obligations under this contract must be retained by Professional
Engineer for a minimum of four years after final payment is made and all other pending matters are
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