10.
Il.
if necessary, make an adjustment in the compensation paid to Independent Contractor such that Independent
Contractor receives total compensation in the same amount as it would have received in the event of a
termination-at-will.
C, GENERAL PROVISIONS FOR TERMINATION Upon termination of the contract, the City of Nashua may take
over the work and prosecute it to completion by agreement with another party or otherwise. In the event
Independent Contractor shall cease conducting business, the City of Nashua shall have the right to solicit
applications for employment from any employee of the Independent Contractor assigned to the performance of
the contract.
Neither party shall be considered in default of the performance of its obligations hereunder to the extent that
performance of such obligations is prevented or delayed by any cause, existing or future, which is beyond the
reasonable control of such party. Delays arising from the actions or inactions of one or more of Independent
Contractor's principals, officers, employees, agents, subcontractors, consultants, vendors, or suppliers are
expressly recognized to be within Independent Contractor's control.
DISPUTE RESOLUTION The parties shall attempt to resolve any dispute related to this contract as follows. Either
party shall provide to the other party, in writing and with full documentation to verify and substantiate its
decision, its stated position concerning the dispute. No dispute shall be considered submitted and no dispute shall
be valid under this provision unless and until the submitting party has delivered the written statement of its
position and full documentation to the other party. The parties shall then attempt to resolve the dispute through
good faith efforts and negotiation between the City of Nashua Representative and an Independent Contractor
Representative. At all times, Independent Contractor shall carry on the work under this contract and maintain and
complete work in accordance with the requirements of the contract or determination or direction of the City of
Nashua. If the parties are unable to resolve their dispute as described above within 30 days, the parties may
request that the dispute be submitted to the Board of Aldermen for resolution. if the parties are dissatisfied with
the decision of the Board of Aldermen, the parties’ reserve the right to pursue any available legal and/or equitable
remedies for any breaches of this contract except as that right may be limited by the terms of this contract.
NO DAMAGES FOR DELAY Apart from a written extension of time, no payment, compensation, or adjustment of
any kind shall be made to Independent Contractor for damages because of hindrances or delays in the progress of
the work from any cause, and Independent Contractor agrees to accept in full satisfaction of such hindrances and
delays any extension of time that the City of Nashua may provide.
INSURANCE Independent Contractor shall carry and maintain in effect during the performance of services under
this contract:
General Liability insurance in the amount of $1,000,000 per occurrence; $2,000,000 aggregate;
= $1,000,000 Combined Single Limit Automobile Liability, coverage must include all owned, non-
owned and hired vehicles and
* Workers' Compensation Coverage in compliance with the State of New Hampshire statutes,
$100,000/$500,000/$ 100,000.
Independent Contractor shall maintain in effect at all times during the performance under this contract all
specified insurance coverage with insurers, None of the requirements as to types and limits to be maintained by
Independent Contractor are intended to and shall not in any manner limit or qualify the liabilities and
obligations assumed by Independent Contractor under this contract. The City of Nashua shall not maintain any
insurance on behalf of Independent Contractor. Subcontractors are subject to the same insurance requirements
as Independent Contractor and it shall be the Independent Contractor’s responsibility to ensure compliance of
this requirement.
Independent Contractor will provide the City of Nashua with certificates of insurance for coverage as listed
below and endorsements affecting coverage required by the contract. The City of Nashua requires thirty days
written notice of cancellation or material change in coverage. The certificates and endorsements for each
insurance policy must be signed by a person authorized by the insurer and who is licensed by the State of New
Hampshire. Generai Liability and Auto Liability policies must name the City of Nashua as an additional
insured and reflect on the certificate of insurance. Independent Contractor is responsible for filing updated
GC 5 0f9
