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b. Upon completion of work and acceptance by City, Consultant shall have sixty (60)days in <br /> which to submit final invoicing for payment. An extension may be granted by City upon <br /> receiving a written request thirty(30)days in advance of said time limitation. The City shall <br /> have no obligation or liability to pay any invoice for work performed which the Consultant <br /> fails or neglects to submit within sixty (60) days, or any extension thereof granted by the <br /> City, after the work is accepted by the City. <br /> 5. Sufficiency of Consultant's Work. All work product and all other documents prepared by <br /> Consultant shall be adequate and sufficient to meet the purposes for which they are prepared. <br /> 6. Ownership of Work. Both Consultant and City shall jointly own any and all work product created <br /> by the Consultant on behalf of City pursuant to this Agreement.Nothing herein shall result in the <br /> transfer of any ownership rights from Consultant to City for any previously created and/or copyrighted <br /> material owned by Consultant. To the extent that the work product created by Consultant for City <br /> incorporates any such previously created and/or copyrighted material into such work product, <br /> Consultant grants to City an irrevocable and unrestricted license to use such previously created and/or <br /> copyrighted material for City's internal use. The City shall ensure that these editable materials, including <br /> MS Word training PowerPoint presentations, are used only for City's internal use and, unless required <br /> by law, not released or made available via internet, on disk, or otherwise to anyone outside the City <br /> business operations. <br /> 7. Chances. City may request changes in the scope of services to be provided by Consultant. Any <br /> changes and related fees shall be mutually agreed upon between the parties and subject to a written <br /> amendment to this Agreement. <br /> 8. Consultant's Status. In performing the obligations set forth in this Agreement, Consultant shall <br /> have the status of an independent contractor and Consultant shall not be considered to be an employee of <br /> the City for any purpose. All persons working for or under the direction of Consultant are its agents and <br /> employees and are not agents or employees of City. <br /> 9. Termination for Convenience of City. The City may terminate this Agreement at any time by <br /> mailing a notice in writing to Consultant. The Agreement shall then be deemed terminated, and no <br /> further work shall be performed by Consultant. If the Agreement is so terminated, the Consultant shall <br /> be paid for that percentage of the work actually completed at the time the notice of termination is <br /> received. <br /> 10. Non-Assignability. The Consultant shall not assign, sublet, or transfer this Agreement or any <br /> interest or obligation in the Agreement without the prior written consent of the City,and then only upon <br /> such terms and conditions as City may set forth in writing. Consultant shall be solely responsible for <br /> reimbursing subcontractors. <br /> 11. Indemnity and Hold Harmless. Consultant shall defend, indemnify, and hold harmless,the City <br /> and its officers, agents and employees from and against all claims, losses, damage, injury, and liability <br /> for damages arising from, or alleged to have arisen from, errors, omissions, negligent or wrongful acts of <br /> the Consultant in the performance of its services under this Agreement, regardless of whether the City <br /> has reviewed or approved the work or services which has given rise to the claim, loss,damage, injury or <br /> 2IPage <br />