Reso 2005-844 - Laserfiche WebLink

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The School District of Lee County, Florida - RFP # 6211 Document Imaging System -- August 5,2004 7, Patents and Rovalties: The Contractor, without exception, shall indemnify and save harmless and its employees from liability of any kind including cost and expenses for or on account of any cOPYrighted, patented or unpatented invention, process or article of manufacture lot any article used in the performance of the contract, including its use by If the Contractor uses any design, device or materials covered by letters, patent or copyright, it is mutually agreed, and understood without exception that the proposal prices shall include all royalties or cost arising from the use of each design, deVice or materials in any way involved in the work. 8. Contract ContinuitvlTransitional Period: In the event the services are scheduled to end either by contract expiration or by termination by (at 's discretion), it shall be incumbent upon the Contractor to continue the service, jf requested by . until new services can be completely operational. At no time shall this transitional period extend more than ninety (90) days beyond the expiration date of the existing contract. The Contractor will be reimbursed for this service at the rate In effect when this transitional period clause IS invoked by 9. Contracts Overlapping Fiscal Years: When a contract's terms extends beyond the fiscal year in which the contract commences, will Issue a new Purchase Order to cover its needs for the balance of the fiscal year and a new purchase order will be issued to correspond with the remaining months of the contract that extends into the next fiscal year Issuance of a new Purchase Order shall be subject to the availability of budgeted funds. 10. Termination For Cause If, through any cause, the Contractor shall fail to fulfill in a timely and proper manner its obligations under thiS Contract, or if the Contractor shall violate any of the proviSions of thiS Contract, may, upon a three (3) day written notice to the Contractor, immediately terminate the right of the Contractor to proceed under this Contract or with such part or parts of the Contract as to which there has been default, and may hold the Contractor liable for any damages caused to by reason of such default and termination, In the event of such termination, any completed services performed by the Contractor under this Contract shall, at the option of , become 's property and the Contractor shall be entitled to receive equitable compensation for any work completed to the satisfaction of , less any amounts which reasonably deems necessary to Withhold in order to correct any defects or deficiencies in the work performed by the Contractor The Contractor, however, shall not thereby be relieved of liability to for damages sustained by by reason of any breach of the Contract by the Contractor. and _ may withhold any payments to the Contractor for the purpose of set off until such time as the amount of damages can be determined. The Contractor shall not be held liable for damages under this article solely for reasons of delay if the delay is due to causes beyond its control and without ItS fault or negligence, but this shall not prevent from terminating thiS Contract because of such delay In no event shall pay for profit or overhead on work not performed. R&S Integrated Products and Services, Inc. Page 34 (.,-;~ ~ ::i t",;:.,t,t.r