Finance Committee

In the event of a termination, abandonment, or suspension at will, Professional Consultant
shall receive all amounts due and not previously paid to Professional Consultant for work
satisfactorily 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.

Consultant with access to City of Nashua 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 City of Nashua and Professional Consultant also agree to attend
all meetings called by the City of Nashua or Professional Consultant to discuss the work
under the Contract, and that Professional Consultant may elect to conduct and record such
meetings and shall later distribute prepared minutes of the meeting to the City of Nashua.

assigned by Professional Consultant to perform work under this contract. Approved key
personnel shall not be taken off of the project by Professional Consultant without the prior
written approval of the City of Nashua, except in the event of termination of employment.
Professional Consultant shall, if requested to do so by the City of Nashua, remove from the
job any personnel whom the City of Nashua determines to be incompetent, dishonest, or
uncooperative.

1.

General Terms and Conditions

DEFINITIONS Unless otherwise required by the context, "Professional Consultant”, and its
successors, transferees and assignees (together “Professional Consultant”) includes any of
the Professional Consultant's consultants, sub consultants, contractors, and subcontractors

San YF YP YR

EXHIBIT A
TABLE OF CONTENTS
GENERAL CONDITIONS

DEFINITIONS

PROFESSIONAL CONSULTANT STATUS
STANDARD OF CARE

CITY OF NASHUA REPRESENTATIVE
CHANGES TO SCOPE OF WORK

CITY OF NASHUA COOPERATION

DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR

DISCREPANCIES

TERMINATION OF CONTRACT

DISPUTE RESOLUTION

NO DAMAGES FOR DELAY

INSURANCE

INDEMNIFICATION

FISCAL CONTINGENCY

COMPENSATION

COMPLIANCE WITH APPLICABLE LAWS
NONDISCRIMINATION

Exhibit A

General Conditions for Contracts

IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed and intend to be legally
bound thereby.

City of Nashua, NH (signature) (signature)

James W_Donchess, Mayor
(Printed Name and Title) (Printed Name and Title)

Date Date

AG 4 of 4

Requests for payment shall be submitted no later than fifteen (15) days after the end of each month and
must include a detailed summary of the expenditures reported in a form that supports the approved budget.
Specifically, Professional Consultant agrees to provide the following with each request for payment:

1. Appropriate invoice forms. The forms shall include the project purchase order number, a
listing of personnel hours and billing rates, and other expenditures for which payment is
sought.

2. WORK TO BE PERFORMED. Except as otherwise provided in this contract, Professional Consultant
shall furnish all services, equipment, and materials and shall perform all operations necessary and

required to carry out and perform in accordance with the terms and conditions of the contract the work
described.

DESCRIPTION OF WORK:

e Phase 2 — Preliminary Design: Preliminary Plans and Estimate, Geotechnical Investigations,
Environmental Documentation (NEPA), Right-of-Way Plans, Public Involvement, Utility
Coordination and Project Meetings

CONTRACT FOR PROFESSIONAL SERVICES

TITLE
A CONTRACT BETWEEN
THE CITY OF NASHUA, 229 MAIN STREET, CITY HALL, NASHUA, NH 03060
AND

McFarland-Johnson
and its successors, transferees and assignees (together “Professional Consultant”)
NAME AND TITLE OF PROFESSIONAL CONSULTANT

53 Regional Drive, Concord, NH 03301-8500
ADDRESS OF PROFESSIONAL CONSULTANT

WHEREAS, the City of Nashua, a political subdivision of the State of New Hampshire, from time
to time requires the services of a Professional Consultant; and