11-30-2022 Council Packet - Laserfiche WebLink

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4 Section 1.9 Amendments. Either party may request modifications in the scope of work or services, terms, or conditions of this Grant Agreement. Proposed modifications which are mutually agreed upon will be incorporated by written amendment to this Grant Agreement. A written amendment may affect a project or projects authorized by this Grant Agreement or may be of general application. Section 1.10 Assignment and Subcontracting. A. Grantee is prohibited from assigning any portion of this Grant Agreement without the written consent of the Authority. Such a consent must be sought by Grantee not less than fifteen (15) days prior to the date of any proposed assignment. B. Any work or services assigned or subcontracted under this Grant Agreement will be subject to each provision of this Grant Agreement. Grantee agrees that it is as fully responsible to the Authority for the acts and omissions of its subcontractors and of their employees as agents, as it is for the acts and omissions of its own employees and agents. Section 1.11 Hold Harmless And Indemnification. A. Grantee agrees that it is financially responsible (liable) for any audit exception which occurs due to its negligence or failure to comply with the terms of this Grant Agreement. B. Grantee and Authority mutually agree to hold harmless and defend each other, their officials, officers, employees, agents, representatives, customers, or invitees against any and all claims, lawsuits, damages, or lawsuits for damages arising from or allegedly arising from or related to the project, including but not limited to Grantee’s or the Authority’s acts, failure to act, or failure to perform its obligations hereunder. Grantee and Authority further agree to pay the costs of and/or reimburse each other, their officials, officers, employees, agents, representatives, customers, or invitees for any and all liability, costs, and expenses (including without limitation reasonable attorney’s fees and costs) incurred in connection with such acts or failures. Each party is required to promptly notify the other of any claim made for any such damage or loss and afford that party and its counsel the opportunity to contest, compromise, or settle such claim. C. Nothing in this Grant Agreement will constitute a waiver by Grantee or Authority of any statutory limits or exceptions on liability. Section 1.12 Insurance. A. Grantee is required to purchase and maintain such insurance as will protect it from claims which may arise out of, or result from, its operations related to this Grant Agreement, whether such operations be by Grantee or by any subcontractor, or by anyone directly employed by them, or by anyone for whose acts any one of them may be liable.