Res 1999-135 - Laserfiche WebLink

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6-28-99 this Contract, unless Hays Energy has notified the City, in writing prior to the deadline in the City's billing notice, of a bona fide dispute concerning the invoice or bill. 2. Hays Energy fails to comply with any of the Laws and Regulations for which Hays Energy is responsible for compliance. C. The failure or refusal of a party to comply with any term, provision, or covenant of this Contract will constitute a default by that party. In addition, if Hays Energy becomes insolvent, or commences, or has commenced against it, proceedings in bankruptcy, this will constitute a default by Hays Energy. This Contract may be terminated by either party upon a default by the other party. In the event of a default by a party, the other party shall give the defaulting party written notice of default, and, if the defaulting party fails to cure or remedy the default within 30 days following receipt of notice, this Contract shall terminate immediately without further notice to the defaulting party. The City's acceptance of Hays Energy's monthly payments subsequent to the occurrence of any event of default will be as compensation for the provision of wastewater treatment services, and will in no way constitute a waiver by the City of its right to exercise any remedy provided for any event of default. Section 3.04. Uncontrollable Circumstances. In this Agreement, "Uncontrollable Circumstance" means any act, event, or condition beyond the control of a party that prevents the party from performing any obligation under this Contract. Neither party will be liable to the other for any failure or delay in performance of an obligation under this Contract that results directly from an Uncontrollable Circumstance. An act, event or condition is not beyond the reasonable control of a party if it is a result of any willful or negligent act, error or omission or failure to exercise reasonable diligence on the part of the party. The party experiencing an Uncontrollable Circumstance will notify the other party within five days of the occurrence of the Uncontrollable Circumstance and give a specific description of the Uncontrollable Circumstance, including the impact on the party's obligations under the Contract. Section 3.05. Independent Contractors. Nothing in this agreement will be construed as creating any form of partnership or joint venture relationship between the parties. The parties are independent contractors with respect to each other. Section 3.06. Indemnity. Hays Energy will hold harmless, indemnify 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, errors or omissions of Hays Energy, its officers, employees or agents in connection with this Contract. 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. 6