Reso 2006-918 - Laserfiche WebLink

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City of Sunny Isles Beach 18070 Collins A venue, Sunny Isles Beach, Florida 33] 60 (305) 947-0606 phone (305) 949-3113 Fax 3, COMPENSATION: A. Payment to Contractor for all charges under this Agreement shall be in accordance with this Agreement shall not exceed the schedule of charges reflected in Exhibit "A". All invoices for completed work are due to Contractor upon receipt and become overdue 30 days from the date of invoice. The Contractor shall make no other charges to the City for supplies, labor, licenses, permits, overhead or any other expenses or costs unless any such expense or cost is incurred by Contractor with the prior written approval of the City. If the City disputes any charges on the invoices, it may make payment of the uncontested amounts and withhold payment on the contested amounts until they are resolved by agreement with Contractor. B. As described in Exhibit "A", the total cost for Phases 1 and 2 of this Agreement shall not exceed $12,000.00. 4, UNDISCLOSED CONDITIONS: In the event that undisclosed conditions are discovered during the performance of this Agreement, the City shall have the right to cancel this Agreement upon thilty (30) days written notice to contractor. Upon termination, the City may re-bid the project if the contractor fails to perform under this Agreement due to the undisclosed conditions, 5. INSURANCE: Contractor shall, at its sole cost and expense, during the period of any work being performed under this Agreement, procure and maintain the following minimum insurance coverage to protect the City and Contractor against all loss, claims, damage and liabilities caused by Contractor, its agents, contractors or employees, as more paliicularly set forth below: General liability insurance, including broad form contractual liability coverage for bodily injury and propelty damage liability with limits of One Million Dollars ($1,000,000) combined single limit occurrence. Such insurance shall not diminish Contractors indemnification obligations hereunder. The insurance policy shall be issued by such company, in such forms and with such limits of liability and deductibles as are acceptable to the City and shall be endorsed to be primary over any insurance, which the City may maintain. Prior to the execution of this Agreement, and at any time upon request, Contractor shall furnish to the City celiificates of insurance evidencing the minimum required coverage and appropriately endorsed for contractual liability with the City named as an additional insured. All policies shall contain a waiver of subrogation endorsement. All policies and celiificates shall be in forms and issued by insurance companies acceptable to the City's Risk Management DepaJiment. All insurance policies and celiificates of insurance shall provide that the policies may not be canceled or altered without thilty (30) calendar days prior written notice to the City's Risk Management Department. The City reserves the right from time to time to change the insurance coverage and limits of liability required to be maintained by Contractor hereunder. 6. OWNERSHIP OF DOCUMENTS: The parties agree that all documentation and work product produced pursuant to this Agreement shall become the exclusive propelty of the City. 7. RELATION TO PARTIES: It is understood and agreed that nothing contained in this Agreement shall be deemed to create a palinership, joint venture, other association, or an employer/employee relationship between the Contractor and the City. Contractor shall be in the relation of an independent contractor and is to have entire charge, control and supervision of the work to be performed hereunder. 2 C0506-43 JCA Software, Inc, Data Migration Consulting Agreement SIB