Reso 2004-678 - Laserfiche WebLink

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may not be canceled or altered without thirty (30) days prior written notice to the City. The City reserves the right from time to time to change the insurance coverage and limits of liability required to be maintained by Consultant hereunder. Consultant shall also require and ensure that each of its sub-Consultant(s)/Contractor(s) providing services hereunder (if any) procures and maintains, until the completion of the services, insurance of the types and to the limits specified herein. ANY EXCEPTIONS TO THE INSURANCE REQUIREMENTS IN THIS SECTION MUST BE APPROVED IN WRITING BY THE CITY. Compliance with these insurance requirements shall not relieve or limit the Consultant's liability and obligations under this contract. 7. Relation to Parties. It is understood and agreed that nothing contained in this Agreement shall be deemed to create a partnership, joint venture, other association, or an employer/employee relationship between the Consultant and the City. Consultant shall be in the relation of an independent Consultant/Contractor and is to have entire charge, control and supervision of the work to be performed hereunder. The Consultant does not have the power to bind the City in any promise, agreement or representation other than as provided for in this Agreement. 8. Compliance with Law. Consultant shall comply with all laws, regulations and ordinances of any federal, state, or local governmental authority having jurisdiction with respect to this Agreement (Applicable Laws) and shall obtain and maintain, at its sole expense, any and all material permits, licenses, approvals and consents necessary for the lawful conduct of the activities contemplated under this Agreement. 9. Compliance with Occupational Safety and Health. Consultant hereby certifies that all materials, equipment, etc., used to perform the services required by this Agreement meets all OSHA requirements. 10. Waiver of Liabilitv/Indemnitv. The City shall not in any way be answerable or accountable for any violations of applicable laws or for any injury, loss or damage arising from the negligence or omission of Consultant or anyone of its employees, sub-Consultant(s)/Contractor(s) or agents. Consultant hereby agrees to indemnify, defend and hold harmless the City from and against any claim, loss, damage, liability, cost or expense, including attorneys' fees, whether or not due to or caused in whole or in part by City or its employees, arising out of (i) the performance or breach by the Consultant of its obligations under this Agreement. Consultant hereby irrevocably waives any right and agrees not to file any mechanic's or materialman's lien against the interest of the owner of the property. 11. Assie:nment. This Agreement shall be binding upon and shall inure to the benefit of the City and to any and all of its successors and assigns, whether by merger, consolidation, transfer of substantially all assets or any similar transaction. Notwithstanding the foregoing, this Agreement is personal to the Consultant and it may not, either directly or indirectly, assign its rights or delegate its obligations to City hereunder without first obtaining the City's consent in City of Sunny Isles Beach 17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax Mercer Group Consultant Agreement Attomey/ Agreements/ch 5113/2004 Page 3 of6 SIB