Res 2010-078 - Laserfiche WebLink

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organization without the written approval of the City. 9.13 The captions or headings included in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions, articles, or sections of this Agreement. 9.14 In the event that the performance by either the City or the Depository of any of its obligations under this Agreement 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 such events. 9.15 In the event of a default or breach of this Agreement by the Depository, the City reserves the right to choose among the remedies for the default or breach available to the City. These remedies may be used in conjunction with one another or separately, and together with any other statutory or common law remedies available to the City. Any failure by the City to enforce this Agreement with respect to one or more defaults by the Depository will not waive the City's ability to enforce the Agreement after that time. 9.16 All services provided pursuant to this Agreement are for the exclusive use and benefit of the City and the Agreement will not give rise to any rights in third parties. 9.17 If applicable, the Depository will pay all license fees, royalties and other costs incident to the use of any invention, design, process, product or device subject to a patent right or copyright held by others in performing the work or in the completed project. 9.18 It is expressly agreed that the Depository is an independent contractor and not an employee, agent partner or joint venturer with the City. The Depository will not pledge or attempt to pledge the credit of the City. 9.19 It is the City's intent to be proactive with regard to the environment. The Depository is encouraged to utilize green solutions in performing any services under the Agreement, as appropriate. ARTICLE 10 SUCCESSORS AND ASSIGNS 10.1 The City and the Depository, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. The City and the Depository will not assign, sublet or transfer any interest in this Agreement without the prior written consent of the other. 10.2 Notwithstanding any other provision of this Agreement which may be to the contrary, this Agreement and the respective rights and obligations of the parties under it will remain in full force and effect and not otherwise be affected by the merger of the Depository with a third party, or by the acquisition of the Depository by a third party. The Depository will notify the City in writing of any change in its partnership and/or ownership within 30 calendar days from the date n