Laserfiche WebLink
<br />2 | P ag e <br /> <br /> <br />a. Invoices submitted to City must contain a reference to the task order described above. <br />Payment shall be made within thirty (30) days of receipt of Consultant’s invoice and approved by <br />City. <br /> <br />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 receiving <br />a written request thirty (30) days in advance of said time limitation. The City shall have no <br />obligation or liability to pay any invoice for work performed which the Consultant fails or neglects <br />to submit within sixty (60) days, or any extension thereof granted by the City, after the work is <br />accepted by the City. <br /> <br />5. Sufficiency of Consultant’s Work. All services of Consultant shall be adequate and <br />sufficient to meet the purposes for which they are prepared. <br /> <br />6. Ownership of Work. All work product and all other documents completed or partially <br />completed by Consultant in the performance of this Agreement shall become the property of the <br />City. All materials shall be delivered to the City upon completion or termination of the work under <br />this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, <br />the Consultant shall replace them at its own expense. Any and all copyrightable subject matter in <br />all materials is hereby assigned to the City and the Consultant agrees to execute any additional <br />documents that may be necessary to evidence such assignment. Consultant shall keep materials <br />confidential. Materials shall not be used for purposes other than performance of services under this <br />Agreement and shall not be disclosed to anyone not connected with these services, unless the City <br />provides prior written consent. <br /> <br />7. Changes. 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 /> <br />8. Consultant’s Status. In performing the obligations set forth in this Agreement, Consultant shall <br />have the status of an independent Consultant and Consultant shall not be considered to be an <br />employee of the City for any purpose. All persons working for or under the direction of Consultant <br />are its agents and employees and are not agents or employees of City. <br /> <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 <br />shall be paid for that percentage of the work actually completed at the time the notice of <br />termination is received. <br /> <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 <br />upon such terms and conditions as City may set forth in writing. Consultant shall be solely <br />responsible for reimbursing subConsultants. <br /> <br />11. Indemnity and Hold Harmless. Consultant shall defend, indemnify, and hold harmless, the <br />City and its officers, agents and employees from and against all claims, losses, damage, injury, and <br />liability for damages arising from, or alleged to have arisen from, errors, omissions, negligent or <br />wrongful acts of the Consultant in the performance of its services under this Agreement, regardless <br />Page 46 of 52