Reso 2011-1662 - Laserfiche WebLink

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'. . MIAMI-DADE COUNTY. FLORIDA ARTICLE 22. SEVERABILITY Contract No. RFP683 If this Agreement contains any provision found to be unlawful, the same shall be deemed to be of no effect and shall be deemed stricken from this Agreement without affecting the binding force of this Agreement as it shall remain after omitting such provision. ARTICLE 23. TERMINATION AND SUSPENSION OF WORK a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the, County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County Code. In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor and in such event: d) The Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice (lithe Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any noncancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services: v. take no action which will increase the amounts payable by the County under this Agreement; and e) In the event that the County exercises its right to terminate this Agreement pursuant to this Article the Contractor will be compensated as stated in the payment Articles, herein, for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and Page 13 of 25 Rev. 11/24/09 S \ ~