Agenda

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to liability caused by the sole negligence or willful misconduct of the party indemnified or
held harmless.

. FISCAL CONTINGENCY All payments under this contract are contingent upon the

availability to the City of Nashua of the necessary funds. This contract shall terminate and
the City of Nashua's obligations under it shall be extinguished at the end of any fiscal year
in which the City of Nashua fails to appropriate monies for the ensuing fiscal year sufficient
for the performance of this contract.

> Workers' Compensation Coverage in compliance with the State of New
Hampshire _ statutes, $100,000/$500,000/$100,000.

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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.

In the event of a termination, abandonment, or suspension at will, Independent Contractor
shall receive all amounts due and not previously paid to Independent Contractor 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.

schedule items that require action by the Nashua Public Library and Finance Committee in
a timely manner. The City of Nashua and Independent Contractor also agree to attend all
meetings called by the City of Nashua or Independent Contractor to discuss the work under
the Contract, and that Independent Contractor may elect to conduct and record such
meetings and shall later distribute prepared minutes of the meeting to the City of Nashua.

assigned by Independent Contractor to perform work under this contract. Approved key
personnel shall not be taken off of the project by Independent Contractor without the prior
written approval of the City of Nashua, except in the event of termination of employment.
Independent Contractor 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, "Independent Contractor”, and its
successors, transferees and assignees (together “Independent Contractor’) includes any of
the Independent Contractor's consultants, sub consultants, contractors, and subcontractors.

. INDEPENDENT CONTRACTOR STATUS The parties agree that Independent Contractor shall

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EXHIBIT A
TABLE OF CONTENTS
GENERAL CONDITIONS

DEFINITIONS

INDEPENDENT CONTRACTOR STATUS
STANDARD OF CARE

CITY OF NASHUA REPRESENTATIVE
CHANGES TO SCOPE OF WORK

Ciry OF NASHUA COOPERATION

DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR
DISCREPANCIES

TERMINATION OF CONTRACT

DISPUTE RESOLUTION

6. NOTICES. All notices, requests, or approvals required or permitted to be given under this contract
shall be in writing, shall be sent by hand delivery, overnight carrier, or by United States mail, postage
prepaid, and registered or certified, and shall be addressed to:

CITY OF NASHUA REPRESENTATIVE: INDEPENDENT CONTRACTOR
REPRESENTATIVE:

DESCRIPTION OF SERVICE:
» Basic service agreement and established hourly rates for repair. See attached.

3. PERIOD OF PERFORMANCE. Independent Contractor shall perform and complete all work within the
time periods set forth, which shall only be altered by mutually approved written agreement to extend the
period of performance or by termination in accordance with the terms of the contract. Independent
Contractor shall begin performance upon receipt of an Executed Contract and a valid Purchase Order
issued from the City of Nashua.