Res 2005-144 - Laserfiche WebLink

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6.3 The City, its auditors, federal auditors, and state agencies that have monitoring or auditing responsibilities for this Agreement will have access to any books, documents, papers and records of the Consultant which are directly pertinent to this Agreement for the purpose of making audit, examination, excerpts, copying and transcriptions. 6.4 The Consultant will furnish to the City at such time and in such form as the City may require, financial statements including audited financial statements, records, periodic reports, data and information, the costs and obligations incurred or to be incurred in connection therewith as the City may request pertaining to the matters covered by this Agreement, 6.5 The Consultant will retain all of its records and supporting documentation relating to this Agreement, and not delivered to the City, for the greater of three years from the close-out of the Agreement or the period required by other applicable laws and regulations if greater, except in the event that the Consultant goes out of business during that period, it will turn over, to the City, all of its records relating to the Project for retention by the City. ARTICLE 7 OWNERSHIP AND USE OF DOCUMENTS 7.1 All documents prepared by Consultant in connection with this Agreement will become the property of the City whether any project related to this Agreement is executed or not. City agrees such documents are not intended or represented to be suitable for reuse for another project by City or others. Any such reuse by City or those who obtained said documents from City without written verification or adaptation by the Consultant will be at City's sole risk and without liability or legal exposure to the Consultant. 7.2 The Consultant will ensure that no reports, maps, or other documents produced in whole or in part under this Agreement will be the subject of an application for copyright by or on behalf ofthe Consultant. ARTICLE 8 TERM OF AGREEMENT 8.1 The term of this Agreement begins on the effective date established in the first paragraph of the Agreement and will end upon the Consultant's completion, and the City's acceptance of all services described in this Agreement unless this Agreement is terminated under Sections 8.2 or 8.3 below. The Project must be completed no later than September 30,2006. 8.2 This Agreement may be terminated by either party upon 5 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. Notwithstanding the above, the Consultant will not be relieved of liability to the City for damages sustained by the City by virtue of any breach of the Agreement by the Consultant, and the City may withhold payments to the Consultant for the Langfo:rd Contract 12