Reso 2012-1882 - Laserfiche WebLink

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/ City of Sunny Isles Beaell 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax acting under Contractor's control in connection with the Contractor's performance of Services under this Agreement and to that extent the Contractor shall pay sllch claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such claims and losses including wrongful termination or allegations of discrimination or harassment, and shall pay all costs and attorneys' fees expended by the City in defense of such claims and losses including appeals. 'lbe parties agree that ten percent (10%) of the total compensation is a specific consideration from the City to the Contractor for this indemnity. 10. TERMINATION. A. If, through any cause within the reasonable control the Contractor shall fail to fulfill in a timely manner or otherwise violate any of the covenants, agreements, 01' stiplllations material to this agreement, the City shall have the right to terminate the services then remaining to be perfonned. Prior to the exercise of its option to ternlinate for cause, the City shall notify the Contractor of its violation of the particular terms of the agreement and grant Contractor seven (7) days to cure such default. If the default remains uncllred after seven (7) days the City may terminate this agreement (i.) In the event of termination, all finished and lInfinished documents, data and other work product prepared by Contractor shall be delivered to the City and the City shall compensate the Contractor for all Services satisfactorily perfonned prior to the date of termination as provided in Section 4 above. (ii.) Notwithstanding the foregoing, the Contractor shall not be relieved of liability to the City for damages sustained by virtue of a breach of the agreement by Contractor and the City may reasonably withhold payments to Contractor for the purposes of set-off until such time as the exact amount of damages dlle the City from the Contractor is determined. (iii.) After receipt of a Termination Notice and except as otherwise directed by the City, the Contractor shall: 1. Stop work on the date and to the extend specified; 2. Terminate and settle all orders and subcontracts relating to the perfonnance of the terminated work; 3. Transfer all work in process, completed work and other materials related to the terminated work to the City; and 4. Continue and complete all parts of that work that have not been terminated. B. Termination for Convenience of City. The City may, for its convenience and without cause terminate the Services then remaining to be performed at any time by giving written notice which shall become effective seven (7) days following receipt by Contractor. The tenns of Paragraphs A(i) and (ii) above shall be applicable hereunder. Cl] ]2-023 STEIGERDUILT. LLC AGREEMENT PageS of9 (.~ E ,.,.., " .~ ". J \J~f1