Res 1997-126 - Laserfiche WebLink

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require, financial statements including audited financial statements, records, reports, data and information, as the City may request pertaining to the matters covered by this Project. ARTICLE 5 OWNERSHIP AND USE OF DOCUMENTS 5.1 All documents prepared by the Consultant in connection with this Project will become the property of the City whether the Project is executed or not. Copies of the evaluation reports may be made available by the City to painting or tank repair contractors. However, Consultant will not be responsible, and liability is hereby waived by City against Consultant, and City will indemnify Consultant from any and all losses, claims, demands and causes of action resulting from City's use of these documents other than for the Project as contemplated by those documents. Consultant shall retain its rights in its standard databases, computer software and any other proprietary property. Rights to intellectual property developed, utilized, or modified in the performance of the Services shall remain the property of the Consultant. 5.2 The Consultant will retain all records and supporting documentation applicable to this Project, and not delivered to the City, for a period of three years except in the event that the Consultant goes out of business, it will turn over to the City all of its records relating to this Project for retention by the City. ARTICLE 6 TERMINATION OF AGREEMENT 6.1 The term of this Agreement begins upon its execution by both parties, and will end upon the completion and City's acceptance of all services specified in this Agreement. 6.2 This Agreement may be terminated by either party upon 15 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. 6.3 This Agreement may be terminated at will by the City upon at least 15 days prior written notice to the Consultant. 6.4 In the event of termination as provided in this Article, the Consultant will be compensated for all services performed to termination date which are deemed by the City to be in accordance with this Agreement. Such amount will be paid by the City upon the Consultant's delivering or otherwise making available to the City all information and materials as may have been accumulated by the Consultant in performing the services included in this Agreement, whether completed or in progress. The expense of the reproduction of these items will be borne by the City. 8