Agenda - Council - 02/23/2016 - Laserfiche WebLink

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Prior to the processing of any and all payments, the Consultant shall comply with the City Finance Department's regulations on the completion and filing of W-9 forms and other Internal Revenue Service and Minnesota Department of Revenue forms. Section 4.03. EXPENSES. Consultant shall be responsible for all costs and expenses incidental to the performance of the Service(s), including but not limited to, all taxes required of or imposed upon Consultant and all other of Consultant's costs of doing business. The City agrees to reimburse Consultant only for those reimbursable expenses set forth in the Letter of Engagement for each particular project. Any expenses related to special consulting or technical services (e.g., outside consultants or technical services) must be pre -approved by the City. When retained directly by the Consultant, with prior approval by the City, Consultant shall bill the City no more that 105% of actual costs of such special consulting or technical services. ARTICLE 5. CONSULTANT'S OBLIGATIONS Section 5.01. NONDISCLOSURE OF CONFIDENTIAL INFORMATION. Consultant shall not disclose to any unauthorized person any confidential information it may obtain regarding the City or its methods of doing business. All confidential information, whether prepared by Consultant or otherwise corning into its possession, shall remain the exclusive property of the City and shall not be used by Consultant except in the course of the performance of Consultant's Service(s) under this Agreement. Confidential Information shall mean any data and information not previously known to and generated by the Consultant or furnished to the Consultant and marked "CONFIDENTIAL" by the City. Consultant shall have no obligation to maintain confidentiality of information for which it has a legal duty to disclose under statute, state or federal rule, or court order, and assumes no liability for release of such information, but will endeavor to advise City of such legal obligation prior to release. Section 5.02. STATE AND FEDERAL TAXES. As Consultant is not the City's employee, Consultant is responsible for paying all required state and federal taxes. The City will not withhold FICA (Social Security) from Consultant's payments; will not make state or federal unemployment insurance contributions on Consultant's behalf; will not withhold state or federal income tax from payment to Consultant; will not make disability insurance contributions on behalf of Consultant; or will not obtain workers' compensation insurance on behalf of Consultant. ARTICLE 6. THE CITY'S OBLIGATIONS Section 6.01. THE CITY'S COOPERATION. The City agrees to comply with Consultant's reasonable requests necessary for the performance of the Consultant's Service(s) pursuant to this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT Section 7.01. TERMINATION ON OCCURRENCE OF STATED EVENTS. The City may terminate this Agreement automatically on the occurrence of any of the following events: (1) failure of Consultant, after notice and a reasonable opportunity to cure, to perform work in a timely fashion; (2) Consultant' s 4