06-10-2002 Council Packet - Laserfiche WebLink

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4.3 Actions Upon Termination Upon expiration or cancellation of this Agreement as provided for herein, USER shall either (1) assign all leased equipment in writing to another authorized user who has a subscriber agreement in effect with the County as provided for in paragraph 2.17 of this Agreement; or (2) pay COUNTY the remaining amount of the non-depreciated lease balance, including interest, which has not been recovered under lease payments as provided for in paragraph 2.18 of this Agreement; and USER shall cease all use of the System including using the system with radios owned by USER. 5. MERGER AND MODIFICATION 5.1 Entire Agreement It is understood and agreed that the entire Agreement between the parties is contained herein and that this Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof. All items referred to in this Agreement are incorporated or attached and are deemed to be part of this Agreement. 5.2 Amendments to Agreement Any alterations, variations, modifications, or waivers of provisions of this Agreement, except for revisions to Appendix A as provided for below, shall only be valid when they have been reduced to writing as an amendment to this Agreement signed by the parties hereto. 5.3 Appendix A Revisions . Appendix A shall be updated by COUNTY, and provided to USER annually, and at other times as deemed necessary by COUNTY, to reflect any changes to the list of available equipment, lease rates, fleet support fees, maintenance fees, Metropolitan Radio Board user fees, and the list of equipment currently under lease to USER. 6. DEFAULT 6.1 If the USER fails to perform any of the provisions of this Agreement, this shall constitute a default. Unless the USER’S default is excused by the COUNTY, the COUNTY may upon wntten notice immediately cancel this Agreement in its entirety. 5.2 In :ne event the COUNTi canceis this Agreement due to USER’S default. ’JSER shall return all leased equiomen; anc other matenals provioeo to USER py COUNTY, pay COUNTY the remainder of the balance of the onginal cost of the leased equipment whiCh has not been recovered under lease payments and USER shall cease all use of COUNTY'S System. 6.3 Notwithstanding any provision of this Agreement to the contiary, the USER shall not be relieved of liability to the COUNTY for damages sustained by the COUNTY by virtue of any breach of this Agreement by the USER. 6,4 The above remedies shall be in addition to any other right or remedy availaole to the COUNTY under this contract, law. statute, rule, and/or equity. 6.5 The COUNTY’S failure to insist upon strict performance of any provision or to exercise any right under this Agreement shall not be deemed a relinquishment or waiver of the same, unless consented to in writing. Such consent shall not constitute a general waiver or relinquishment throughout the entire term of the Agreement. 7. MISCELLANEOUS PROVISIONS 7.1 Independent Parties It is mutually understood that this Agreement does not create an employment relationship between the parlies, nor does it create a partnership or joint venture, nor does it constitute a cooperative agreement or joint powers agreement. L iiiAiii k‘ i iiiT^rKan f III! hum iili *i me iTt iiirrtev ir %-r. r * V.''rK* s