Agenda - Council - 05/10/2022 - Laserfiche WebLink

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practices or other information submitted in writing or other tangible form designated as confidential by Inspectron. The City shall use such confidential information for the limited purposes of this agreement. . No Employment Relationship. Nothing in this Agreement shall be construed to create an employment, partnership,joint venture, license or agency relationship between the parties hereto and neither party shall have the right or authority to bind the other. For purposes of this Agreement, Inspectron shall be deemed an independent contractor. Inspectron's employees shall not be entitled to any employment benefits customarily given to City employees. . Inspectron Employees. The City agrees that it will not hire any of Inspectron' employees, who have provided services under this agreement, during the terra of this contract or for a period of one year after the expiration or termination of this agreement, without the express written consent of Inspection. In the event the City hires such Inspectron employees (with or without express written consent of Inspectron); the City shad notify Inspectron and pay a fee of ten 10% percent of the employee's Vt year annual salary with the City. Such payment shall be due upon the commencement of employment with the City. 10. Termination. This Agreement may be terminated by either party without cause upon forty-five days written notice. Such tennination shall not affect the rights and obligations of the parties accrued prior to the termination date or rights under paragraphs 3 and 4 above. 11. Assignability. This Agreement is not assignable by either party without the prior written consent of the non-assigning party. 12. Law. This Agreement shall be governed by the law of the State of Minnesota. The parties agree that the venue of any legal action arising under this Agreement shall be Anoka County, Minnesota. The parties finrther agree that in the event either party brings an action against the other to enforce any condition or covenant of this Agreement the prevailing party shall be entitled to recover its court costs and reasonable attorney fees in the judgment rendered in such action. 13. Severabifity. If any provision of this Agreement shall be held by any court of competent jurisdiction to be illegal, invalid or unenforceable, such provision shall be construed and enforced as if it had been more narrowly drawn so as to be legal, valid or enforceable. Such illegality, invalidity or unenforceability shall not have effect upon or impair the enforceability of any other provision of this Agreement. 14. Indemnification. Anycation. A and all claims that arise or may arise against Inspection, its agents, servants or employees as a consequence of any act or omission on the part of Inspection or its agents, servants, or employees while engaged in the performance of this Agreement shall in no way be the obligation or responsibility of the City. Inspection shad indemnify, hold harness and defend the City, its officers and employees against any and all liability, loss costs, damages, expenses, claims or actions, including