21.
22.
23.
allow or cause to have such materials used for any purpose other than the performance of Independent
Contractor's obligations under this contract without the prior written consent of the City of Nashua.
PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS Independent Contractor expressly agrees that all
documents ever submitted, filed, or deposited with the City of Nashua by Independent Contractor (including
those remitted to the City of Nashua by Independent Contractor pursuant to paragraph 20), unless
designated as confidential by a specific statue of the State of New Hampshire, shall be treated as public
records and shall be available for inspection and copying by any person, or any governmental entity.
No 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 Independent Contractor in the performance of its obligations under this contract shall be
the subject of any application for a copyright or patent by or on behalf of Independent Contractor. The City
of Nashua shall have the right to reproduce any such materials.
independent Contractor expressly and indefinitely waives all of its rights to bring, including but not limited
to, by way of complaint, interpleader, intervention, or any third party practice, any claims, demands, suits,
actions, judgments, or executions, for damages or any other relief, in any administrative or judicial forum,
against the City of Nashua or any of its officers or employees, in either their official or individual capacity
of the City of Nashua, for violations of or infringement of the copyright or patent laws of the United States
or of any other nation. Independent Contractor agrees to indemnify, to defend, and to hold harmless the
City of Nashua, its representatives, and employees from any claim or action seeking to impose liability,
costs, and attorney fees incurred as a result of or in connection with any claim, whether rightful or otherwise,
that any material prepared by or supplied to Independent Contractor infringes any copyright or that any
equipment, material, or process (or any part thereof) specified by Independent Contractor infringes any
patent.
Independent Contractor shalt have the right, in order to avoid such claims or actions, to substitute at its
expense non-infringing materials, concepts, products, or processes, or to modify such infringing materials,
concepts, products, or processes so they become non-infringing, or to obtain the necessary licenses to use
the infringing materials, concepts, products, or processes, provided that such substituted or modified
materiats, concepts, products, or processes shall meet all the requirements and be subject to all the terms
and conditions of this contract.
FINAL ACCEPTANCE Upon completion of all work under the contract, Independent Contractor shall notify
the City of Nashua in writing of the date of the completion of the work and request confirmation of the
completion from the City of Nashua. Upon receipt of the notice, the City of Nashua shall confirm to
Independent Contractor in writing that the whole of the work was completed on the date indicated in the
notice or provide Independent Contractor with a written list of work not completed. With respect to work
listed by the City of Nashua as incomplete, Independent Contractor shall promptly complete the work and
the final acceptance procedure shall be repeated. The date of final acceptance of a project by the City of
Nashua shall be the date upon which the Board of Public Works or other designated official accepts and
approves the notice of completion.
TAXES Independent Contractor shall pay all taxes, levies, duties, and assessments of every nature due in
connection with any work performed under the contract and make any and all payroll deductions required
by law. The contract sum and agreed variations to it shall include all taxes imposed by law. Independent
Contractor hereby indemnifies and holds harmless the City of Nashua from any liability on account of any
and all such taxes, levies, duties, assessments, and deductions.
