RES 93113 - Laserfiche WebLink

5. ~ City may request, from time to time, changes in the scope of services to be provided by CHD. Any change shall be mutually agreed upon between City and CHD. 6. Consnltant's Status. In the performance of the obligaZions set forth in this Agreement. CHD shall have the status of an independent contractor and CHD shah not be consider~i to be an employee of the City for any purpose. All persons working for or under the ~on of CHD are its agents, servants, and employees and are not agents, servants, or employees of City. 7. T.~ This Agreement my be terminated by both parries in whol~ct in pan in writing by either party in the event of substantial failure by the other party to fulRll its obligations under this Agreement through no fault of the terminating party. Either patty shall- be notified in writing of any notice to terminate. The City may terminalz this Agz~ement at any time through no fault of CHD, provided CHD shall be notified in writing one month in advam~- of said terminsutinlL Upon receipt of · notice of tezminat~n, Cl:m shall promptly ceas~ workon-the: project (unless the notice ~ otherwise) and cancel services or products which CHIJ had ordel'ed in accotdaH~ with this Agll:etn~nL CHD shall be compensated for all work performed prior to. time of ~ of notice of terminntinn, and shall be compensated for materials tmleted by the CHD, or services of other ordered by the CHD prior to receipt of notice of termination whether or not such mazriais or final instruments of services of othen have acttally been delivered. In the event of termination, CHD shall deliver or otherwise mak~ available It) City all dam, reports, estimates, summaries, and other such information and material as my have been accumulated by CHD in performing this Agreement, whether completed or in progress.. 8. ~ City is entering into this Agreement in consideration of the retention of services required herein by CHD. CHD shrill not assign any of the duties, responsibffiti~, or obligations of this Agreement to any other firm, company, entity, br individual, ~ with the express written consent of City, and then only upon such terms and conditions as City may set forth in writing. 9. Indomnlfv and Hold ltnnnl__aSs. CHD shall defend, indemnify, and hold harmless, the City and its officers and employees from and against all claims, losses, damage, injury, and liability for damages arising from errors, omissions, negligent or wrongful acts of the CHD in the performance of its services under this Agreement. This indemnification shall extend for a reasonable period of time after completion of the project as well as during the period of actual performance of services under this Agreement. The City's acceptance of the insurance ceni~tm~ required under this Agreement does not relieve the CHD from its obligation under this paragraph. City shall defend, indemnify and hold harmless CHD and its officers and employees from and against all claims, losses, damage, injury and linbility for damages arising from errors, omissions or negligent or wrongful acts of the City, including claims brought against CHD where CHD is not negligent or has not committed any wrongful acts. 2