Reso 98-105 - Laserfiche WebLink

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written above. By written amendment to this Agreement, the County Manager may in his/her sole discretion allow the Provider to retain the Vehicles by extending the term of this Agreement for a period not to exceed three (3) additional years, in one (1) year increments, as long as the Provider continues to provide the service described in the Scope of Services, Attachment A, or another service that the County Manager determines to be of value to the County. If so extended, all terms and conditions of this Agreement shall be in full force and effect. If the Provider disbands, becomes defunct or in any way ceases to exist or if the Provider ceases to provide the service described in the Scope of Services or another service of value to the County as described above, or if this Agreement is terminated by the County, the provider, or agreement of the parties, the Provider shall immediately return the vehicles to the County. In the event the Provider fails to immediately return the vehicles, the County shall have the right to immediately repossess the vehicles. III. TITLE AND CONTROL The County hereby warrants to the Provider that the County holds title to the Vehicles. The Vehicles certificates of title shall remain in the name of the County. The Provider shall be responsible for inspections, licensing and procurement of a registration and license tag in accordance with applicable State of Florida and local laws. IV. EQUIPMENT The Vehicles leased hereunder will be County-owned vehicle number 16304, Vehicle Identification Number 2B7KB31Z4RK581886 and vehicle number 16301, Vehicle Indentification Number 2B7KB31ZXRK581875. The Provider will not change the identification numbers of the Vehicles. v. INDEMNIFICATION BY PROVIDER The Provider shall indemnify and hold harmless the County and its officers, employees, agents and instrumentalities from any and all liability, losses or damages, including attorneys' fees and costs of defense, which the County or its officers, employees, agents or instrumentalities may suffer as a result of claims, demands, suits, causp-s of actions or proceedings of any kind or nature arisina out of, relating to or resulting from the performance of this Agreement by the Provider or its employees, agents, servants, partners, principals, subcontractors, invitees, passengers or any other person or entity. Provider shall pay all claims and losses in connection therewith an s~all investigate and defend all claims, suits or actions of any kind or nature in the name of the County, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may issues thereon. Provider expressly understands and agrees that any insurar.ce protection required by this Agreement or otherwise provided by the Provider shall in no way limit the responsibility to indemnify, keep and save harmless and defend the County or its officers, employees, agents and instrumentalities as herein provided. -2-