Res 2011-094 - Laserfiche WebLink

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RFP 211 -037 Contractor's proposal. If errors or deficiencies are discovered after the date of the formal acceptance of the software and hardware by the City, the Contractor warrants that it will correct the defects without charge to the City, for a period of one (1) year. This correction may take the form of software or hardware additions, modifications, or deletions, or the provision of substitute software or hardware which meets the system functions as specified in the Agreement. All software and hardware additions, modifications, and substitution will integrate fully with other software and hardware packages in the system. 5. Contractor as Independent Contractor It is expressly agreed that the Contractor is an independent contractor, and not an employee, agent, partner or joint venturer with the City. The Contractor will not pledge or attempt to pledge the credit of the City. 6. Desianation of Contractor's Contact Person The Contractor agrees to designate in writing a single contact person assigned to coordinate the Contractor's performance of obligations under the Agreement. Any changes to this designation must be made by the Contractor in writing to the City. 7. Citv's Responsibilities (a) The City will provide information to the Contractor regarding the City's requirements for the Contractor's services under the Agreement. The City will furnish the Contractor with copies of official City policies and procedures, and other data and information pertinent to the Agreement and in the City's possession as needed by the Contractor, at the Contractor's request. (b) The City will designate an authorized representative to act on the City's behalf with respect to the Agreement. The City will examine documents and information submitted by the Contractor, and promptly render responses to the Contractor on issues requiring a decision by the City. 8. Contractor's Records (a) All expense records of the Contractor related to the Agreement will be kept in a 91VA recognized accounting basis acceptable to the City and will be available to the City at mutually convenient times. (applies only if the Contractor is to be reimbursed for any expenses). (b) The City, its auditors and federal and state agencies that have monitoring or auditing responsibilities for the Agreement will have access to any books, documents, papers and records of the Contractor which are directly pertinent to the Agreement for the purpose of making audit, examination, excerpts, copying and transcriptions. (c) The Contractor will furnish to the City at such time and in such form as the City may require, financial statements including audited financial statements, records, reports, data and information, as the City may request pertaining to the matters covered by the Agreement. Any information provided pursuant to this subsection will be held in strict confidence to the extent permitted by applicable law. 9. Ownership of Data and Use of Documents (a) All documents prepared by the Contractor specially for the City in connection with the Agreement will become the property of the City whether any project related to the Agreement is executed or not. (b) The City will maintain ownership and control of all data files generated by the City using any software provided by the Contractor. (c) The Contractor will retain all of its records and supporting documentation relating to the Agreement, and not delivered to the City, for a period of three years, except that in the event the Contractor 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. 10. Patent Fees and Rovalties If applicable, the Contractor 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. 11. Term: Termination of Aareement