10.
11.
12.
Independent Contractor. ESC! is engaged as an independent contractor and will be responsible for
any federal or state taxes applicable to the payments under this agreement. ESC/ is not currently
employed by Client and will not be under the direct control of Client. Because ESC/ is an
independent contractor, Client will not be liable for any tax withholding, social security payments,
state workers’ compensation insurance, unemployment insurance, retirement system payments, or
other similar expenses normally payable on behalf of employees of Client.
indemnification. ESC/ agrees to indemnify, defend, and hold harmless Client and its officers, agents
and employees, from and against any and all claims, losses, actions, or judgments for darnages or
injury to persons or property arising out of or in connection with the acts and/or any performances
or activities of ESCi, ESC/’s agents, employees, or representatives under this Agreement.
Attorney Fees. If suit, action, or arbitration is brought either directly or indirectly to enforce the
terms of this agreement, the prevailing party shall recover, and the losing party hereby agrees to
pay, reasonable attorney's fees incurred in such proceeding, in the trial and appellate courts, as well
as costs and disbursements as ordered by a court of competent jurisdiction.
This agreement is an integrated writing, executed by the parties after negotiation and discussions of
all material provisions. None of the parties to this agreement have relied upon inducements,
concessions, or representations of fact, except as set forth in this agreement.
IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly
authorized officials, the agreement in two (2) copies, each of which shall be deemed an original, on the
first date written above.
Nashua Fire Rescue
By: Title: Date:
Signature
Emergency Services Consulting International
By: Title: Date:
Signature
ESC! Project: Nashua Fire Rescue Page 2
