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<br />City of Sunny Isles Beach
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<br />18070 Collins Avenue, Sunny Isles Beach, Florida 33160
<br />(305) 947-0606 phone (305) 949-3113 Fax
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<br />drawings, maps, sketches, programs, data base, reports and other data developed or purchased
<br />under this Agreement for, or at the City's expense, shall be and remain the City's property and
<br />may be reproduced and reused at the discretion of the City,
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<br />The City and Contractor shall comply with the prOVISIOns of Chapter 119, Florida
<br />Statutes (Public Records Law),
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<br />All covenants, agreements, representations and warranties made herein, or otherwise
<br />made in writing by any party pursuant hereto, including, but not limited to, any representations
<br />made herein relating to disclosure or ownership of documents, shall survive the execution and
<br />delivery of this Agreement and the consummation of the transactions contemplated hereby,
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<br />9. INDEMNIFICATION. Contractor agrees to indemnify and hold harmless, the City, its
<br />officers, agents, and employees from, and against any and all claims, actions, liabilities, losses
<br />and expenses including, but not limited to, attorney's fees for personal, economic or bodily
<br />injury, wrongful death, loss of or damage to property, at law or in equity, which may arise or
<br />may be alleged to have risen from the negligent acts, errors, omissions or other wrongful conduct
<br />of the Contractor, agents or other personal entity acting under Contractor's control in connection
<br />with the Contractor's performance of Services pursuant to this Agreement and to that extent the
<br />Contractor shall pay such claims and losses and shall pay all such costs and judgments which
<br />may issue from any lawsuit arising from such claims and losses including wrongful termination
<br />or allegations of discrimination or harassment, and shall pay all costs and attorneys' fees
<br />expended by the City in defense of such claims and losses including appeals, The parties agree
<br />that ten percent (I 0%) of the total compensation is a specific consideration from the City to the
<br />Contractor for this indemnity.
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<br />10. TERMINATION.
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<br />a. If, through any cause within the reasonable control the Contractor shall fail to fulfill in a
<br />timely manner or otherwise violate any of the covenants, agreements or stipulations material to
<br />this Agreement, the City shall have the right to terminate the Services then remaining to be
<br />performed. Prior to the exercise of its option to terminate for cause, the City shall notify the
<br />Contractor of its violation of the particular terms of the Agreement and grant Contractor three (3)
<br />days written notice to cure such default. If the default remains uncured three (3) days after the
<br />City's notice, the City may terminate this Agreement.
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<br />1. In the event of termination, all finished and unfinished documents,
<br />data and other work product prepared by Contractor (and
<br />subcontractor(sD shall be delivered to the City and the City shall
<br />compensate the Contractor for all Services satisfactorily performed
<br />prior to the date of termination, as provided in Paragraph 4 herein.
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<br />11. Notwithstanding the foregoing, the Contractor shall not be relieved of
<br />liability to the City for damages sustained by it by virtue of a breach of
<br />the Agreement by Contractor and the City may reasonably withhold
<br />payments to Contractor for the purposes of set-off until such time as
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<br />Laserfiche Document Imaging Services - R& S Integrated Final
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<br />SIB
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