Reso 2016-2525 - Laserfiche WebLink

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his designee all manufacturers'warranties. All warranties,expressed and/or implied, shall be given to the City for all material and equipment covered by this Agreement. All material and equipment furnished shall be fully guaranteed by the Contractor against factory defects and workmanship. At no expense to the City, the Contractor shall correct any and all apparent and latent defects that are required by Florida law. ARTICLE 11. NO SUBLETTING, TRANSFER OF ASSIGNEMENT The Contractor shall not sublet, sell, transfer, assign, or otherwise dispose of this Agreement or any portions thereof, or their rights, title, or interest therein, without the express written consent of the City. ARTICLE 12. NO GRATUITIES The Contractor hereby warrants that they have not, during the bidding process or, during the term of this Agreement, offered to pay any officer, employee or agent of the City anything of value including but not limited to, gifts, loans, rewards, promises of future employment, favors or services, based on the understanding that the actions, decisions, or judgment of such officer, employee, or agent would be influenced thereby. In the event of a breach of this provision, the City may terminate this Agreement without liability, and, at its sole discretion,deduct or otherwise recover the full amount of such fee, commission, percentage, gift, or other consideration. ARTICLE 13. INDEPENDENT CONTRACTOR RELATIONSHIP The Contractor is an independent contractor and shall be treated as such for all purposes. Nothing contained in this agreement or any action of the parties shall be construed to constitute or to render the Contractor an employee, partner, agent, shareholder, officer or in any other capacity other than as an independent contractor other than those obligations which have been or shall have been undertaken by the City Contractor shall be responsible for any and all of its own expenses in performing its duties as contemplated under this agreement. The City shall not be responsible for any expense incurred by the Contractor. The City shall have no duty to withhold any Federal income taxes or pay Social Security services and that such obligations shall be that of the Contractor, other than those set forth in this agreement. Contractor shall furnish its own transportation, office and other supplies as it determines necessary in carrying out its duties under this Agreement. ARTICLE 14. NOTICES Whenever either party desires to give written notice to the other, such must be addressed to the party for whom it is intended at the place last specified; and the place for giving of notice shall remain such until it shall have been changed by written notice given in accordance with the provisions of this Article. Notice shall be deemed given on the date received or within 3 days of mailing, if mailed through the United States Postal Service. Notice shall be deemed given on the date sent via e-mail or facsimile. Notice shall be deemed given via courier/delivery service upon the initial delivery date by the courier/delivery service. For the present, the parties designate the following as the respective places for giving of notice: 7 `Cl