|
<br />8. OWNERSHIP OF DOCUMENTS AND EQUIPMENT. All documents prepared
<br />by the Contractor pursuant to this agreement and related services to this agreement are
<br />intended and represented for the ownership of the City only. Any other use by Contractor or
<br />other parties shall be approved in writing by the City. Contractor shall deliver to the City for
<br />approval and acceptance, and before being eligible for final payment or any amounts due, all
<br />documents and materials prepared by, and for, the City under this Agreement.
<br />
<br />All oral and written information not in the public domain or not previously known, and all
<br />information and data obtained, developed or supplied by the City, or at its expense, will be
<br />kept confidential by the Contractor and will not be disclosed to any other party, directly or
<br />indirectly, without the City's prior written consent, unless required by a lawful order. All
<br />drawings, maps, sketches, programs, data base, reports and other data developed or
<br />purchased under this Agreement for, or at the City's expense, shall be and remain the City's
<br />property and may be reproduced and reused at the discretion of the City. The City and
<br />Contractor shall comply with the provisions of Chapter 119, Florida Statutes (Public Records
<br />Law).
<br />
<br />All covenants, agreements, representations and warranties made herein, or otherwise made in
<br />writing by any party pursuant hereto, including, but not limited to, any representations made
<br />herein relating to disclosure or ownership of documents, shall survive the execution and
<br />delivery of this Agreement and the consummation of the transactions contemplated hereby.
<br />
<br />9. INDEMNIFICATION. Contractor agrees to indemnify, defend and hold harmless,
<br />the City, its officers, agents, and employees from, and against any and all claims, actions,
<br />liabilities, losses and expenses including, but not limited to, attorney's fees for personal,
<br />economic or bodily injury, wrongful death, loss of or damage to property, at law or in equity,
<br />which may arise or may be alleged to have risen from the negligent acts, errors, omissions or
<br />other wrongful conduct of the Contractor, agents or other personnel entity acting under
<br />Contractor's control in connection with the Contractor's performance of services pursuant to
<br />this Agreement and to that extent the Contractor shall pay such claims and losses and shall
<br />pay all such costs and judgments which may issue from any lawsuit arising from such claims
<br />and losses including wrongful termination or allegations of discrimination or harassment, and
<br />shall pay all costs and attorneys' fees expended by the City in defense of such claims and
<br />losses including appeals. The parties agree that ten percent (10%) of the total compensation
<br />is a specific consideration from the City to the Contractor for this indemnity.
<br />
<br />10. TERMINATION.
<br />
<br />A. Termination for Default. If, through any cause within the reasonable control
<br />the Contractor shall fail to fulfill in a timely manner or otherwise violate any of
<br />the covenants, agreements or stipulations material to this agreement, the City
<br />shall have the right to terminate the services then remaining to be performed.
<br />Prior to the exercise of its option to terminate for cause, the City shall notify
<br />the Contractor of its violation of the particular terms of this agreement and
<br />grant Contractor fifteen (15) days written notice to cure such default. If the
<br />default remains uncured after fifteen (15) days written notice the City may
<br />terminate this agreement.
<br />
<br />Dry Cleaning Agreement C 10 11-028
<br />
<br />Page 4 of9
<br />
<br />S 3
<br />
|