8. 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 90 day’s written notice of its intent to do so.
If all or part of the project is suspended for more than 120 days, the suspension shall be treated as
a termination at will of all or 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. Place no further orders or subcontracts 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.
3. Immediately make every reasonable effort to obtain cancellation upon terms satisfactory
to the City of Nashua of all orders or subcontracts 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 subcontracts specified in the notice, and revoke
agreements specified in the notice.
4. 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 completed in accordance with
the contract prior to the date of the notice and compensation for work thereafter completed as
specified in the notice. No amount shall be allowed or paid for anticipated profit on unperformed
services or other unperformed work.
B. TERMINATION FOR CAUSE This agreement may be terminated by the City of Nashua on 10
business day’s written notice to Service Provider in the event of a failure by Service Provider to
adhere to any or all the terms and conditions of the contract or for failure to complete or make
sufficient progress on the work in a timely and professional manner. Service Provider shall be given
an opportunity for consultation with the City of Nashua and to remediate the impugned failure prior
to the effective date of the termination, Service Provider may terminate the contract on 10 calendar
days written notice if, through no fault of Service Provider, the City of Nashua fails to pay Service
Provider for 45 days after the date of approval by the City of Nashua of any Application for
Payment.
Upon receipt of notice of termination for cause, Service Provider shall:
1. Immediately discontinue work on the date and to the extent specified in the notice.
Provide the City of Nashua with a list of all unperformed services.
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.
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Exhibits Page 4 of 13
