Reso 2004-694 - Laserfiche WebLink

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9. Assienment. This Agreement shall be binding upon and shall inure to the benefit of the City and to any and all of its successors and assigns, whether by merger, consolidation, transfer of substantially all assets or any similar transaction. Notwithstanding the foregoing, this Agreement is personal to the Contractor and it may not, either directly or indirectly, assign its rights or delegate its obligations to City hereunder without first obtaining the City's consent in writing. Any such attempted assignment or delegation shall be deemed of no legal force and effect whatsoever. 10. Term. The tenn of the Contract shall commence upon execution, and shall tenninate upon completion of work described in Exhibit "A". The City shall have the right to cancel this Agreement, at any time during the tenn hereof, upon thirty (30) days notice to the Contractor. Payment will be made only for work completed to the satisfaction of the City. Contractor is to commence perfonnance of work on the Commencement Date and continue in a diligent manner until work is complete. Contractor acknowledges that compliance with the commencement and completion schedule is on the essence of this Agreement. The tenns of paragraphs 7 and 8 hereof shall survive tennination of this Agreement. II. Notices. All notices and other communications required or pennitted to be given under this Agreement by either party to the other shall be in writing and shall be sent (except as otherwise provided herein) (i) by certified or registered mail, first class postage prepaid, return receipt requested, (ii) by guaranteed overnight delivery by a nationally recognized courier service, or (iii) by facsimile with confinnation receipt (with a copy simultaneously sent by certified or registered mail, first class postage prepaid, return receipt requested or by overnight delivery by traditionally recognized courier service), addressed to such party as follows: if to the City one to Christopher J. Russo, City Manager and one to Lynn M. Dannheisser, City Attorney, at City of Sunny Isles Beach, 17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160. The address of the Contractor: C/o Ross J. Terango, for Imperial Electrical of Ft. Lauderdale, Inc. is 966 N.W. 51St. Place, Fort Lauderdale, FL 33309. 12. Governine Law. The validity of this Agreement and the interpretation and perfonnance of all of its tenns shall be construed and enforced in accordance with the laws of the State of Florida, without regard to principles of conflict of laws thereof. The location of any action or proceeding commenced under or pursuant to this Agreement shall be in Miami-Dade County, in the State of Florida. 13. Remedies for Breach. Should Contractor fail to perfonn, City shall notify Contractor in writing of such failure to perfonn and Contractor shall have thirty (30) days of receiving such notice to cure such failure. If Contractor is unable to cure such failure to perfonn then City shall receive a refund equal to the actual cost of a third party to cure such failure, The City may sue for damages in circuit court. If City fails, refuses or is unable to perfonn any tenn of this agreement, City shall pay for services rendered as of the date of termination. 14. Attornev's Fees. If this matter is placed in the hands of an attorney for collection, or in the event suit or action is instituted to enforce any of the tenns or conditions of this agreement, the losing party shall pay to the prevailing party, in such suit or action in both trial court and appellate court, together with reasonable attorney's fees for the anticipated cost of collection and judgment enforcement. Imperial Electrical of Ft. Lauderdale, Inc. Page 3 of4 SIB