Agenda - Council - 12/14/2010 - Laserfiche WebLink

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SECTION 132. INDEMNIFICATION The Contractor shall indemnify and hold harmless the City and its officers, agents and employees from and against all claims, damages, losses or expenses, including attorney fees, for which it may be held liable, arising out of or resulting from the assertion against them of any claims, debts or obligations in consequence of the performance of this Contract by the Contractor, its employees, agents or subcontractors. Nothing in this Contract shall be construed to create an employer /employee, partnership, joint venture, license or agency relationship between the parties hereto and neither party shall have the right or authority to bind the other in any manner. For purposes of this Contract, Contractor shall be deemed an `independent contractor" as defined by law. Contractor's employees shall not be entitled to any employment benefits given to City employees. 1 SECTION 1413. TERMINATION The City shall have the right to terminate this Contract prior to the expiration of its term if in the City's opinion, there has been a breach of its terms by the Contractor or if the City decides to change the way in which it provides for the refuse and recycling services. 1 SECTION 1514. PENALTIES AND DAMAGES A. Failure by the Contractor to perform under this Contract, may result in its termination and /or claims by the City for damages. B. In the event of breach of this Contract by the Contractor, or proven negligence by the Contractor, the Contractor agrees to pay, in addition to the actual damages sustained by the City as a result thereof, the reasonable attorney's fees incurred by the City in pursuing any of its rights under this Contract. 1 SECTION 1615. SUCCESSORS AND ASSIGNS The Contractor binds itself, its successors, executors, administrators and assigns to the City in respect to all covenants of this Contract, except that the Contractor shall not assign or transfer any part of its interest in this Contract nor shall the Contractor assign any moneys due, or to become due, without the City's written consent. 1 SECTION 17-6. AMENDMENT, MODIFICATION OR WAIVER No amendment, modification, or waiver of any condition, provision, or term of this Contract shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by its duly authorized representative, and specifying with particularity the extent and nature of such amendment, modification, or wavier. Any waiver by any party or any default of another party shall not affect or impair any right arising from any subsequent default. 7