05-22-2019 Council Packet - Laserfiche WebLink

Home Browse Search

Page 7 acquire an ownership interest in all identified deliverables, including Plans and Specifications, for any reasonable use relative to the Project and the general operations of the CLIENT. CLIENT may make and disseminate copies for information and reference in connection with the use and maintenance of the Project by the CLIENT. However, such documents are not intended or represented to be suitable for reuse by CLIENT or others on extensions of the Project or on any other project and any reuse other than that specifically intended by this AGREEMENT will be at CLIENT'S sole risk and without liability or legal exposure to CONSULT ANT. I. CONFIDENTIALITY CONSULTANT agrees to keep confidential and not to disclose to any person or entity, other than CONSULT ANT'S employees and subconsultants any information obtained from CLIENT not previously in the public domain or not otherwise previously known to or generated by CONSULT ANT. These provisions shall not apply to information in whatever form that comes into the public domain through no fault of CONSULT ANT; or is furnished to CONSULTANT by a third party who is under no obligation to keep such information confidential; or is information for which the CONSULT ANT is required to provide by law or authority with proper jurisdiction ; or is information upon which the CONSULT ANT must rely for defense of any claim or legal action. Consultant and Client will process data pursuant to Minnesota Data Practices Act MSA 13.01 et al. J. PERIOD OF AGREEMENT This Agreement will remain in effect for a period of three (3) years after which time the Agreement may be extended upon mutual agreement of both parties. K. PAYMENTS If CLIENT fails to make any payment due CONSULTANT for services and expenses within thirty days after date of the CONSULTANT'S invoice, a service charge of one and one-half percent (1.5%) per month or the maximum rate permitted by law, whichever is less, will be charged on any unpaid balance. In addition, after giving seven days' written notice to CLIENT , CONSULT ANT may, without waiving any claim or right against the CLIENT and without incurring liability whatsoever to the CLIENT, suspend services and withhold project deliverables due under this Agreement until CONSULT ANT has been paid in full all amounts due for services, expenses and charges . L. TERMINATION In addition to the right of termination granted client in paragraph T .4. this Agreement may be terminated by either party for any reason, which reason shall be deemed legally sufficient, or for convenience by either party upon thirty (30) days written notice. In the event of termination, the CLIENT shall be obligated to the CONSULT ANT for payment of amounts due and owing including payment for services performed or furnished to the date and time of termination , computed in accordance with Section III of this Agreement. Upon payment the Consultant shall furnish all materials and data that client has paid for.