Board Of Aldermen

or failure to perform its obligations under this Contract, then ESCO will notify Customer in
writing of the existence, extent of, and reasons for such delay. ESCO shall have no claim for
additional compensation on account of such delays but ESCO and Customer may extend
the contract time by revision to the Scope of Work for such reasonable time as they shall
agree. If Customer determines that a delay described in the first sentence of this section will
result in ESCO not completing the Work for a period of ninety (90) days or more, then

and disposal plans and document before disposal begins and document actual disposal to
Customer immediately after disposal. ESCO will be responsible for disposal of asbestos
containing building material in the boiler rooms related to the demolition of existing boilers
and piping. ESCO will use licensed asbestos abatement contractors and 3" party testing.

Excluded Materials and Activities

5.4 Relationship with Maintenance Staff

ESCO shall cooperate with Customer’s operating and maintenance personnel, train said

coordinate the Work on a planned and programmed basis including the specific actions
described in Attachment 2 - Maintenance and Service Agreement. ESCO shall deliver a
preventive maintenance schedule and procedures for any equipment installed as part of the
Work.

5.5 Material and EquipmentInstalled

5.2 Specifications of Work

5. The Work
5.1 Time for Performance and Project Acceptance

Customer shall send the Notice to Proceed to ESCO on closing financing. The Notice to
Proceed shall clearly identify which measures, defined in the Final Investment Grade Audit,

management, monitoring and verification services as described in Attachment 3 - Project
Cost. The continuing payment for monitoring and verification services and any operating
services described in Attachment 2 - Maintenance and Service Agreement shall be a
condition for the continuing effectiveness of the Performance Guarantee.

4. Price and Terms
4.1 Contract Price

Contract and has no outstanding and delinquent debt owed to the State of New Hampshire
or any political subdivision thereof,

(viii) ESCO has not directly or indirectly participated in any collusion or otherwise taken any
action in restraint of full competitive bidding with respect to this Contractor the solicitation
process leading to this Contract; and

3. Representations and Warranties
3.1 Representations and Warranties of Both Parties

Each party hereto represents and warrants to the other that:

(i) it has adequate power and authority to conduct its business as presently conducted or
contemplated hereby to be conducted, to enter into this Contract and to perform its
obligations hereunder;

(ii) It possesses full authority to execute and deliver this Contract and that it does not
contravene any applicable law, rule or regulation;

2. Contract Documents

The Contract consists of this document and all attachments, schedules and any
amendments or addenda thereto. In addition, all requirements set forth in the request for
proposals/qualifications (RFP) issued by Customer andin ESCO’s response, shall be part of
the Contract unless specifically excluded.

5 ESCO Contract — Nashua Schools & EEI, Inc.