Res 2004-144 - Laserfiche WebLink

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services described in this Agreement unless this Agreement is terminated under Sections 7.2 or 7.3 below. The Project must be completed no later than three calendar months from the effective date of this Agreement. 7.2 This Agreement may be terminated by either party upon 15 days prior written notice should the other party fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. 7.3 This Agreement may be terminated at will by the City upon at least 15 days prior written notice to the Contractor. 7.4 In the event of termination as provided in this Article, the Contractor will be compensated for all services performed to termination date which are deemed by the City to be in accordance with this Agreement. This amount will be paid by the City upon the Contractor's delivering to the City all information and materials developed or accumulated by the Contractor in performing the services described in this Agreement, whether completed or in progress. The expense of reproduction of these items will be borne by the City. ARTICLE 8 INSURANCE AND INDEMNITY 8.1 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 acts or omissions of the Contractor, its officers, employees or agents. This will include, but not be limited to, the amounts of judgments, penalties, interest, court costs, reasonable 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. This obligation by Contractor will not be limited by reason of the specification of any particular insurance coverage in this Agreement. 8.2 The Contractor will procure and maintain at Contractor's expense insurance with insurance companies authorized to do business in the State of Texas, covering all operations under this Agreement, whether performed by Contractor or Contractor's agents, subcontractor 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 Contractor has complied with this paragraph. All certificates will provide that the policy will not be 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 coverages except workers' compensation and professional liability. The kinds and amounts of insurance required are as follows: Workers' Compensation Insurance: In accordance with the provisions of the Workers' Compensation Act of the State of Texas. USS.wpd 5