Res 2007-083 - Laserfiche WebLink

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of busmess durmg that penod, it will turn over to the CIty all of its records relating to the Project for retentIOn by the City. 5. Term; Termination of Al!:reement (a) The term of this Agreement begins upon the date of the letter agreement, and will end upon the Consultant's completIOn, and the CIty'S acceptance, of all services described in this Agreement. (b) ThiS Agreement may be termmated by either party upon 15 days pnor wntten notice should the other party fail substantially to perform m accordance With ItS terms through no fault of the party IrutIatmg the termmation. (c) ThiS Agreement may be terminated at will by the Cjty upon at least 15 days pnor written notice to the Consultant. (d) In the event of ternunatIon as proVided m thiS SectIOn, the Consultant will be compensated for all services performed to the terminatIOn date whIch are deemed by the City to be m accordance WIth this Agreement. ThiS amount wIll be paId by the City upon the Consultant's delivering to the City all mformatIOn and matenals developed or accumulated by the Consultant m perfornung the services described m this Agreement, whether completed or m progress. The expense of the reproductIOn of these Items will be borne by the CIty 6. Insurance and Indemnitv (a) The Consultant WIll hold harmless, mdemmfy 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 anslllg from the negligent or intentional acts, errors or omissions of the Consultant, its officers, employees or agents. ThIS will include, but not be ltmlted to, the amounts of judgments, penaltIes, mterest, court costs, reasonable legal fees, and all other expenses Illcurred by the CIty arising III favor of any party, mcludmg the amounts of any damages or awards resultmg from claIms, demands and causes of actIOn for personal mJunes, death or damages to property. (b) The Consultant WIll procure and mamtain at its expense insurance with insurance compames authorized to do business in the State of Texas, Bym ts and cs - HOME covering all operations under this Agreement, whether performed by the Consultant or its agents, subcontractors or employees. Before commencmg the work the Consultant will furnish to the CIty a certificate or certificates m a form satIsfactory to the City, showing that Consultant has complied with thIS paragraph. All certIficates will provide that the policy will not be canceled until at least 30 days wntten notice has been gIVen to the CIty, and wIll name the City as an additional Illsured on all coverages except workers' compensation and profeSSIOnal liability, The kmds and amounts of msurance reqUIred are as follows: Workers' Compensation Insurance' In accordance with the proVIsions of the Workers' CompensatIOn Act of the State of Texas, Liabilitv Insurance: (1) Commercial general liability msurance with a combined single limit of $500,000 for each occurrence and $500,000 m the aggregate, (2) Motor VehIcle liability insurance in an amount not less than $250,000 for mJunes to anyone person, $500,000 on account of anyone aCCident and in an amount of not less than $250,000 for property damage. ( c) The stated limits of insurance required by this Paragraph are minimum only--they do not limit the Consultant's mdemmty obligation, and It will be the Consultant's responsibility to determine what linuts are adequate. These linuts may be met by baSIC policy limits or any combmation of baSIC limits and umbrella limits. The City's acceptance of certIficates of insurance that do not comply WIth these requirements III any respect does not release the Consultant from compliance with these requirements. 7. NoW aiver ofImmunitv The CIty'S execution of and performance under this Agreement will not act as a waiver by the CIty of any immumty from suit or liability to which it is entitled under applicable law. The parties acknowledge that the CIty, in executing and performing thIS Agreement, is a governmental entity acting in a governmental capacity. 8. Remedies; No Waiver In the event of a default or breach of this Agreement by the Consultant, the City reserves the right to 2