Res 2009-067 - Laserfiche WebLink

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Section 6.13 Waiver of Immunity from Suit The City's execution and performance under this Contract will not act as a waiver by the City of any immunity from suit to which it is entitled under applicable law. The parties acknowledge that the City, in executing and performing this Contract, is a governmental entity acting in a governmental capacity. Section 6.14 Contractor Name Change The Contractor is responsible for the performance of the Contract. In the event the Contractor changes its name, the City must be notified in writing immediately. No change in the obligations of the Contractor will be recognized until such change is approved by the City. A fee of $100.00, payable to the City, will be charged the Contractor for administrative costs in processing each change under this provision. The Contract will then be modified to reflect the change. Section 6.15 Force Maieure In the event that the performance by either the City or the Contractor of any of its obligations under the Contract is interrupted or delayed by events outside of their control such as acts of God, war, riot, or civil commotion, then the party is excused from such performance for the period of time reasonably necessary to remedy the effects of the events. Section 6.16 Successors and Assigns; Assignment The City and the Contractor, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Contract and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Contract. Neither the City nor the Contractor will assign, sublet or transfer any interest in this Contract without the written consent of the other, which will not be unreasonably withheld. The Contractor will notify the City, in writing, of any change in its partnership/ownership within 30 calendar days of such change. Section 6.17 Entire Agreement This Contract including all appendices and referenced attachments represents the entire and integrated Contract between the City and the Contractor and supersedes all prior proposals, negotiations, representations or agreements either written or oral between the parties. In the event of a dispute between the City and the Contractor regarding the intent of this Contract, both parties agree that this Contract will be constructed in a manner consistent with the City's Request for Proposals, the Contractor's proposal response and the public record of the City Council's approval of this Contract as applicable. This Agreement may be amended only by written instrument and must be signed by both the City and the Contractor. Any such authorization of change in services or amendment must be approved by the City's governing body unless the compensation for which does not exceed $50,000.00. Any exhibits and/or attachments attached to this contract are incorporated by reference into this contract as though included verbatim 13