Reso 2017-2742 - Laserfiche WebLink

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4. RENEWAL. Prior to, or upon completion of the initial one year term, the City shall have the option to renew this Agreement for an additional three (3) one year renewal terms. Exercising the option to renew is at the sole discretion of the City. 5. COMPENSATION. The Contractor agrees to provide the Services described in Attachment "A" in an amount not to exceed One Hundred Thirty Three Thousand Four Hundred Sixty Dollars ($133,460.00) during the initial one (1) year term of this Agreement. In addition the City reserves an additional contingency amount not to exceed Sixteen Thousand Five Hundred Forty Dollars ($16,540.00) for contingency fees, bringing the total Compensation amount not to exceed One Hundred Fifty Thousand Dollars ($150,000.00) during the initial one (1) year term of this Agreement. Payment to Contractor for all charges and tasks under this Agreement shall be in accordance with this Agreement and the schedule of charges reflected in Attachment "A" and under the following conditions: a. Disbursements. There are no reimbursable expenses associated with this Agreement other than those specifically described in Attachment "A". b. Payment Schedule. Invoices received from the Contractor pursuant to this Agreement will be reviewed by the initiating City Department. If services have been rendered in conformity with the Agreement, the invoice will be sent to the 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. c. Availability of Funds. The City's performance and obligation to pay under this Agreement is contingent upon an annual appropriation for its purpose by the City Commission. d. Final Invoice. In order for both parties herein to close their books and records, the Contractor will clearly state "final invoice" on the Contractor's final/last billing to the City. This certifies that all services have been properly performed and all charges and costs have been invoiced to the City. Since this account will thereupon be closed, any other additional charges, if not properly included on this final invoice, are waived by the Contractor. Contractor shall make no other charges to the City for supplies, labor, taxes, 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. Contractor shall not pledge the City's credit or make it a guarantor of payment or surety for any contract, debt, obligation,judgment, lien, or any form of indebtedness. The Contractor further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Agreement. 6. INDEPENDENT CONTRACTOR RELATIONSHIP. The Contractor is an independent contractor and shall be treated as such for all purposes. Nothing contained in this agreement or any action of the parties shall be construed to constitute or to render the Contractor an employee, partner, agent, shareholder, officer or in any other capacity other than as an 6623-0120-SMARTLINK, INC 2 0 p 6 �