Reso 2011-1662 - Laserfiche WebLink

Home Browse Search

I , MIAMI-DADE COUNTY. FLORIDA Contract No. RFP683 ii. noncancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of tl1is Agreeme'1t but not incorporated in the Services. f) All compensation pursuant to this Article are subject to audit. ARTICLE 24. EVENT OF DEFAULT a) , An Event of Default shall mean a breach of this Agreement by the Contractor. Without limiting the generality of the foregoing and in addition to those instances referred to herein as a breach, an Event of Default, shall include the following: i. the Contractor has not delivered Deliverables on a timely basis. ii. the Contractor has refused or failed, except in case for which an extension of time is provided, to supply enough properly skilled Staff Personnel; iii. the Contractor has failed to make prompt payment to subcontractors or suppliers for any Services; iv. the Contractor has become insolvent (other than as interdicted by the bankruptcy laws), or has assigned the proceeds received for the benefit of the Contractor's creditors, or the Contractor has taken advantage of any insolvency statute or debtor/creditor law or if the Contractor's affairs have been put in the hands of a receiver; v. the Contractor has failed to obtain the approval of the County where required by this Agreement; . vi. the Contractor has failed to provide "adequate assurances" as required under subsection "b" below; , vii. the Contractor has failed in the representation of any warranties stated herein. b) When, in the opinion of the County, reasonable grounds for uncertainty exist with respect to the Contractor's ability to perform the Services or any portion thereof, the County may request that the Contractor, within the timeframe set forth in the County's request, provide adequate assurances to the County, in writing, of the Contractor's ability to perform in accordance with terms of this Agreement. Until the County receives such assurances the County may request an adjustment to the compensation received by the Contractor for portions of the Services which the Contractor has not performed. In the event that the Contractor fails to provide to the County the requested assurances within the prescribed time frame, the County may: L treat such failure as a repudiation of this Agreement; ii. resort to any remedy for breach provided herein or at law, including but not limited to, taking over the performance of the Services or any part thereof either by itself or through others. c) In the event the County shall terminate this Agreement for default, the County or its designated representatives, may immediately take possession of all applicable equipment, materials, products, documentation, reports and data. Page 14 of 25 Rev. 11/24/09 S\B