Reso 2016-2545 - Laserfiche WebLink

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requested by SIB pursuant to the same terms and conditions described in Exhibits "A" and "B" attached hereto (hereinafter"Optional Services"). ® 4. TERM. Subject to the provisions relating to cancellation of this Agreement as set forth hereunder, the term of this Agreement shall be for an initial period of three (3) years, commencing ten (10) days from the date of approval of this Agreement by both Parties. 5. OPTIONAL RENEWAL TERMS. The Parties reserve the right to renew this Agreement for two additional consecutive terms, each renewal term being one year upon the mutual consent and written agreement of the Parties 6. CANCELLATION. This Agreement may be canceled by either Party, with or without cause, by providing one-hundred twenty (120) days written notice of the intent to terminate during which time Hialeah shall continue to provide and SIB shall continue its obligation topay for the actual Services provided. Upon the expiration of one-hundred twenty (120) days, Hialeah shall have no further obligation to provide any Services to SIB, this Agreement shall terminate and the Parties shall be released from all further obligation. Upon the effective date of cancellation, it shall be the responsibility of SIB to provide for the garaging, repair, and maintenance of its buses, vehicles and equipment. Hialeah shall transfer all records of inspections, repairs or maintenance for all SIB transit buses, vehicles or equipment created or maintained during the term of this Agreement to SIB. 7. NON LIABILITY. Neither Party shall be liable for any delay or failure to perform under this Agreement if such delay or failure is neither the fault or the negligence of the Party, its employees or agents, or the delay is due to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond either Party's control, or for any of the causes identified in this paragraph 7 that affect subcontractors or suppliers, if no alternate source of supply is available. In the event of delay as a result of the any cause identified in this paragraph 7, the Party claiming protection pursuant this paragraph shall take all reasonable measures to mitigate any and all resulting delay or disruption in the Party's performance obligation under this Agreement. If the delay or disruption in performance is excusable under this paragraph, the delay will not result in any additional charge or cost under the Agreement to either Party. 8. FEES & COSTS. Hialeah agrees that it will bill SIB on a monthly basis in accordance with the schedule of fees detailed in Exhibit "B" (the "Fee Schedule") of this Agreement. ' Payment to Hialeah for all charges and tasks under this Agreement shall be in accordance with this Agreement and the schedule of charges reflected in Exhibit "B" and subject to the following conditions: a. Disbursements. There are no reimbursable expenses associated with this contract. b. Payment Schedule. Invoices received from Hialeah pursuant to this Agreement will be reviewed by the initiating SIB Department. If services have been rendered in conformity with the Agreement, the invoice will be sent to the SIB Finance Department for payment. Invoices must reference the contract number assigned hereto. Invoices will be paid in accordance with the State of Florida Prompt Payment Act. SIB will pay properly submitted invoices from Hialeah within 30 (thirty) days of receipt, unless SIB notifies Hialeah in writing of the dispute, before the payment is due. Interlocal Agreement—Bus Maintenance S