Reso 99-132 - Laserfiche WebLink

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C. Conduct a periodic check of the PROJECf, including participation in the final inspection, when feasible. ill, The GRANTEE and the DMSION nmtually agree that: A. 1bis instrument embodies the whole agreement of the parties. There are no provisions, terms, conditions, or obligations other than those contained herein; and this agreement shall supersede all previous coIIDDUJJication, representation, or agreement, either verbal or written between the parties. No amendment shall be effective unless reduced in writing and signed by the parties. B. The agreement is executed and entered into in the State of Florida, and shall be construed, performed, and enforced in all respects in accordance with the laws and roles of the State of Florida. Each party shall perform its obligations hereunder in accordance with the tenns and conditions of this agreement. C. If any term or provision of the agreement is found to be illegal and unenforceable, the remainder of the agreement shall remain in full force and effect and such term of provision shall be deemed stricken. 0, The DMSION shall demand the return of monies delivered and withhold subsequent payments ifviolatioDS occur which disqualify the project from the grant under which they were provided, if monies were improperly expended or managed or if records of proper expenditure are not prepared, preserved or smrendered as required by this agreement E. No delay or omission to exercise any right, power or remedy accruing to either party upon breach or default by either party under this agreement, shall impair any such right, power or remedy of either party; nor shall such delay or omission be construed as a waiver of any such breach or default, or any similar breach or default F. 1bis agreement shall be terminated by the DMSION because of failure of the GRANTEE to fulfill its obligations under this agreement in a timely and satisfactory manner unless the GRANTEE demonstrates good cause as to why it cannot fulfill its obligations. Satisfaction of obligations by the GRANfEE shall be detennined by the DMSION based on the tenns and conditions imposed on the GRANTEE in this agreement and compliance with the program guidelines. The DMSION shall provide the GRANTEE a written notice of default letter. GRANTEE shall have 15 calendar days to cure the default. If the default is not cured by the GRANTEE within the stated period, the DMSION shall terminate this agreement, unless the GRANTEE demonstrates good cause as to why it cannot cure the default within the prescnbed time period. For putposes of this agreement, "good cause" is defined as circumstances beyond the GRANTEE'S control. In the event of termination of this agreement, the GRANTEE will be compensated for any work satisfactorily completed prior to the notification of termination. G, The DMSION shall cancel this Agreement in the event that the GRANTEE refuses to allow public access to all documents or other materials subject to the provisions of Chapter 119, Florida Statutes, and made or received by the GRANTEE. H, The State of Florida's performance and obligation to pay under this agreement is contingent upon an annual appropriation by the legislature. In the event that the state funds on which this agreement is dependent are withdrawn, this agreement is terminated and the state has no further liability to the GRANfEE, beyond that already incurred by the termination date. In the event of a state revenue shortfall, the grant will be reduced in accordance with section 257.195, Florida Statutes. I. Bills for fees and services must be maintained in detail sufficient for a proper preaudit and postaudit thereof. ], Unless authorized by law and agreed to in writing by the DMSION, the DMSION shall not be liable to pay attorney fees, interest or the cost of collection. K. The DMSION shall not assume any liability for the acts, omissions to act or negligence of the GRANTEE, its agents, servants or employees; nor shall the GRANTEE exclude liability for its own acts, omissions to act or negligence to the DMSION, In addition, the GRANTEE hereby agrees to be responsible for any injury or property damage resulting from any activities conducted by the GRANTEE. Page 3 of4