Reso 2017-2669 - Laserfiche WebLink

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MIAMI-DADE COUNTY,FLORIDA Contract No. RFQ00008 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 the 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 timeframe, the County may: i. treat such failure as a repudiation of this Agreement;and 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. ARTICLE 25. NOTICE OF DEFAULT-OPPORTUNITY TO CURE If an Event of Default occurs in the determination of the County, the County may so notify the. Contractor ("Default Notice"), specifying the basis for such default, and advising the Contractor that such default must be cured immediately or this Agreement with the County may be terminated. Notwithstanding, the County may, in its sole discretion, allow the Contractor to rectify the default to the County's reasonable satisfaction within a thirty (30) day period. The County may grant an additional period of such duration as the County shall deem appropriate without waiver of any of the County's rights hereunder, so long as the Contractor has commenced curing such default and is effectuating a cure with diligence and continuity during such thirty (30)day period or any other period which the County prescribes. The default notice shall specify the date the Contractor shall discontinue the Services upon the Termination Date. ARTICLE 26. REMEDIES IN THE EVENT OF DEFAULT If an Event of Default occurs, the Contractor shall be liable for all damages resulting from the default, including but not limited to: a) lost revenues; b) the difference between the cost associated with procuring Services hereunder and the ' amount actually expended by the' County for re-procurement of Services, including procurement and administrative costs; and c) such other direct damages. The Contractor shall also remain liable for any liabilities and claims related to the Contractor's default, The County may also bring any suit or proceeding for specific performance or for an injunction. ARTICLE 27. PATENT AND COPYRIGHT INDEMNIFICATION a) The Contractor shall not infringe on any copyrights, trademarks, service marks, trade Page 14 of 25 Rev. 5/16/14