Reso 2020-3131 - Laserfiche WebLink

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3. TERM. Subject to the provisions relating to the termination of this Agreement as set forth in Section 10 hereunder, the term of this Agreement shall have an effective commencement date of November 1, 2020 and shall terminate no later than twenty-four (24) months thereafter, with the option to renew for three (3) additional one (1) year terms. Notwithstanding; any provision in this Agreement, Contractor shall not perform any Services under this Agreement unless and until the City Manager issues a Notice to Proceed in writing to the Contractor. Payment will be made only for work completed to the satisfaction of the City following the issuance of a Notice to Proceed. The terms of Sections 23 and 24 titled "Indemnification and Waiver of Liability," and "Compliance with Law," respectively, shall survive termination of this Agreement. 4. COMPENSATION. During the term of this Agreement; Contractor agrees to provide the desired Services to the City in a total amount not to exceed Three Million One Hundred Sixty Thousand Six Hundred Forty -Five and 50/100 Dollars ($3,160,645.50). Payment to Contractor for all charges and tasks under this Agreement shall be in accordance with ITB No. 20-08-01 specifications as reflected in Attachment "A" and the Fee Schedule as reflected in Attachment "B", which is hereto attached, under the following conditions: a. Disbursements. There are no reimbursable expenses associated with this Agreement. b. Payment Schedule. Invoices received from the Contractor pursuant to Services performed under this Agreement will be reviewed by the initiating City Department. Contractor shall invoice the City for monthly recurring payments of Eighty -Three Thousand Two Hundred Twenty -Six Dollars ($83,226.00) for items listed in al through e9 of the price form for the recurring monthly "Basic Services" Fee Schedule, as more particularly described in Attachment `B", which is attached hereto. All other items, not previously described will be invoiced at the unit rate, as described in Attachment `B". If services have been rendered in conformity with the Agreement, the invoice will be sent to the Finance Department for payment. invoices must reference the Agreement number assigned hereto. Invoices will be paid in accordance with the State of Florida Prompt Payment Act. The City will pay properly submitted Contractor invoices following each monthly period within thirty (30) days of receipt, for completed and accepted deliveries or specified services and/or goods, unless the City notifies the Contractor in writing of the dispute, before payment is due. CPI Adjustment for Renewal Terms. Prior to completion of each exercised contract term, the City may consider an adjustment to price based on changes in the Consumer Price index for Urban Wage Earners and Clerical Workers (CPl- W): Miami -Dort Lauderdale, FL. It is the Contractor's responsibility to request any pricing adjustment under this provision, which shall not exceed 5%. d. Availability of Funds. The City's performance and obligation to pay under this Agreement is contingent upon an annual appropriation Car its purpose by the City Commission. In the event the City Commission fails to appropriate funds for the 2020-7556-S - VISi1ALSCAPE, INC