Res 2008-076 - Laserfiche WebLink

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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. Section 6.13 Entire Agreement; Amendments This Contract represents the entire and integrated Contract between the City and the Contractor and supersedes all prior negotiations, representations or agreements either written or oral. This contract may be amended to include additional services, or for other reasons, by mutual consent of the parties. Any such amendment must be in writing and executed by both parties. Section 6.14 Written Assurances Whenever one party to this Contract, in good faith, has reason to question the other party's intent to perform, the former may demand that the other party give written assurance of intent to perform. In the event that a demand is made and no such assurance is received within 5 working days, the demanding party may treat this failure as an anticipatory repudiation of this Contract. ARTICLE 7 INSURANCE, INDEMNITY AND BONDS Section 7.1 Indemnity The Contractor will indemnify, hold harmless and defend the City and its employees, agents, officers and servants from any and all lawsuits, claims, demands and causes of action of any kind arising from the negligent or intentional wrongful acts of the Contractor, its employees, subcontractors or agents. This will include, but not be limited to, the amounts of judgments, penalties, interest, court costs, legal fees, and all other expenses incurred by the City arising in favor of any party, including the amounts of any damages or awards resulting from claims demands and causes of action for personal injuries, death or damages to property, alleged or actual infringement of patents, copyrights, and trademarks and without limitation by enumeration, all other claims, demands, or causes of action of every character occurring, resulting, or arising from any negligent or intentional wrongful act, error or omission of the Contractor and/or its agents and/or employees. This obligation of the Contractor will not be limited by reason of the specification of any particular insurance coverage in this Contract. Section 7.2 Insurance The Contractor will procure and maintain at its expense insurance in the kinds and amounts hereinafter provided with insurance companies authorized to do business in the State of Texas, covering all operations under this Contract, whether performed by the Contractor or its agents, subcontractors or employees. Before commencing the work, the Contractor will furnish to the City a certificate or certificates in form satisfactory to the City, showing that the Contractor has complied with this paragraph. All certificates will provide that the policy will not be materially changed or canceled until at least 30 days written notice will have been given to the City, and will name the City as an additional insured on all policies except workers' compensation. The kinds and minimum amounts of insurance required are as follows: Workers' Compensation Insurance: Statutory amounts 20