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<br />2 <br /> <br />Internal <br /> <br />c. Certificate of Insurance. Contractor shall file a certificate of insurance with the City prior <br />to the City’s execution of this Agreement, and prior to engaging in any operation or activity <br />set forth in this Agreement. The Certificate of Insurance shall provide in writing that the <br />insurance afforded by this Certificate shall not be suspended, voided, canceled, reduced in <br />coverage or in limits without providing notice to the City in accordance with California <br />Insurance Code section 677.2 which requires the notice of cancellation to: 1) include the <br />effective date of the cancellation; 2) include the reasons for the cancellation; and 3) be given <br />at least 30 days prior to the effective date of the cancellation, except that in the case of <br />cancellation for nonpayment of premiums or for fraud, the notice shall be given no less than <br />10 days prior to the effective date of the cancellation. Notice shall be sent by certified mail, <br />return receipt requested. In addition, the insured shall provide thirty (30) days prior written <br />notice to the City of any cancellation, suspension, reduction of coverage or in limits, or <br />voiding of the insurance coverage required by this agreement. The City reserves the right to <br />require complete certified copies of policies. <br /> <br />6. Independent Contractor. The Contractor is an independent contractor retained by the City to <br />perform the work described herein. All personnel employed by the Contractor, including <br />subcontractors, and personnel of said subcontractors, are not and shall not be employees of the <br />City. <br /> <br />7. Warranty Against Defects. Contractor hereby warrants all work done under this contract against <br />all defects in materials and workmanship for a period of 12 months following City's acceptance <br />of said work. If any defects occur within said 12 months, Contractor shall be solely responsible <br />for the correction of those defects. <br /> <br />8. Miscellaneous Provisions. <br /> <br />a. Termination. See 6.2, 4.1(b) 4.2 of InTime’s Services Agreement: This Agreement shall <br />terminate in each of the following events: <br />1. at the option of either party if the other party materially defaults in the performance or <br />observance of any of its obligations hereunder and fails to remedy the default within <br />30 days after receiving written demand therefore; or <br />2. immediately, at the option of the non-breaching party if either party breaches section <br />4.1(b) or 4.2 of this Agreement; or <br />3. at the option of either party if the other party becomes insolvent or bankrupt or makes <br />an assignment for the benefit of creditors, or if a receiver or trustee in bankruptcy is <br />appointed for the other party, or if any proceeding in bankruptcy, receivership, or <br />liquidation is instituted against the other party and is not dismissed within 30 days <br />following commencement thereof or <br />4. on the occurrence of the events set out in section 7.3 <br />provided that the right of termination shall be in addition to all other rights and remedies available <br />to the parties for default or wrongdoing by the other. <br />Docusign Envelope ID: 2C28DE70-6E07-4A01-BD32-F3CE0E07B6CF