Res 2004-214 - Laserfiche WebLink

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1- I I I will be construed and interpreted to be of the appropriate gender. The term "will" is mandatory in this Agreement. 8.7 Should any prOVIsIOn in this Agreement be found or deemed to be invalid, this Agreement will be construed as not containing the provision, and all other provisions which are otherwise lawful will remain in full force and effect, and to this end the provisions of this Agreement are declared to be severable. 8.8 All goods and 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. 8.9 In performing all services under this Agreement, the Contractor, its subcontractors, successors and assigns will comply with all local, state and federal laws. 8.10 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. 8.11 The City's execution of and performance under this Agreement will not act as a waiver by the City of any immunity from suit or liability to which it is entitled under Texas law. The parties acknowledge that the City, in executing and performing this Agreement, is a governnIenta1 entity acting in a governmental capacity. 8.12 The City of San Marcos is governed by the Texas Public Information Act (the "Act"), Chapter 552 of the Texas Government Code. This Agreement and all written information generated under this agreement may be subject to release under the Act. The Contractor shall not make any reports, information, data, etc. generated under this Agreement available to any individual or organization without the written approval of the City. ARTICLE 9 SUCCESSORS AND ASSIGNS 9.1 The City and the Contractor, 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 Contractor will not assign, sublet or transfer any interest in this Agreement without the written consent of the other. ARTICLE 10 EXTENT OF AGREEMENT 10.1 This Agreement represents the entire and integrated Agreement between the City and the Contractor and supersedes all prior negotiations, representations or agreements either written or oral. The Contractor's expenses for travel, office, production and other expenses associated directly or indirectly with this Agreement are included as part of the total fee. Except as to a change in the scope of services, the compensation for which does not exceed $25,000, this 12