01-28-2019 Council Packet - Laserfiche WebLink

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200631v1 The City retains the right to revise the insurance requirements depending on the size and risk of the project. 9. PERFORMANCE AND PAYMENT BONDS. Prior to commencement of work, the Contractor shall furnish the City performance and payment bonds satisfying the requirements of Minnesota Statutes § 574.26 each in the amount of the contract price. 10. WARRANTY. The Contractor guarantees that all new equipment warranties as specified within the bid shall be in full force and transferred to the City upon payment by the City. The Contractor shall be held responsible for any and all defects in workmanship, materials, and equipment which may develop in any part of the contracted service, and upon proper notification by the City shall immediately replace, without cost to the City, any such faulty part or parts and damage done by reason of the same in accordance with the bid specifications. 11. INDEMNITY. The Contractor agrees to indemnify and hold the City and its agents and employees harmless from any and all claims, demands, actions, or causes of action, including costs and attorney's fees, made by third parties as a result of the work performed pursuant to this Agreement. The Contractor shall reimburse the City for costs incurred in the enforcement of this Agreement, including attorneys' fees. 12. MISCELLANEOUS. A. Terms used in this Agreement have the meanings stated in the General Conditions. B. City and Contractor each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect to all covenants, agreements, and obligations contained in the Contract Documents. C. Any provision or part of the Contract Documents held to be void or unenforceable under any Law or Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon City and Contractor, who agree that the Contract Documents shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provisions. Failure of the City to take any action with respect to any breach of any term, covenant or condition contained in this Agreement, or any instance of default thereunder by the Contractor, should not be deemed to be a waiver by the City of that or any other default or breach. D. Data Practices/Records. (1) All data created, collected, received, maintained or disseminated for any purpose in the course of this Contract is governed by the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, any other applicable state statute, or any state rules adopted to implement the act, as well as federal regulations on data privacy. (2) All books, records, documents and accounting procedures and practices to the Contractor and its subcontractors, if any, relative to this Contract are subject to examination by the City. E. Software License. If the equipment provided by the Contractor pursuant to this Agreement contains software, including that which the manufacturer may have embedded into the hardware as an integral part of the equipment, the Contractor shall pay all software licensing fees. The Contractor shall also pay for all software updating fees for a period of one year following cutover. The Contractor shall have no obligation to pay for such fees thereafter. Nothing in the software license or licensing agreement shall obligate the City to pay any additional fees as a condition for continuing to use the software. F. Assignment. Neither party may assign, sublet, or transfer any interest or obligation in this Agreement without the prior written consent of the other party, and then only upon such terms and conditions as both parties may agree to and set forth in writing.