05-07-91 CCM - Laserfiche WebLink

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VII. ASSIGNMENT. CONTRACTOR shall not assign nor transfer any rights or obligations under this contract without the prior written consent of the CITY. VIII. AMENDMENTS. Any amendments to this contract shall be in writing, and shall be executed by the same parties who executed the original contract, or their successors in office. This amended contract supersedes the previous contract signed on May 2, 1989 by the Mayor of Lake Elmo and on May 5, 1989, by representatives from DPRA. That previous contract is now null and void. IX. LIABILITY. CONTRACTOR agrees to indemnify and save and hold the CITY, its agents and employees harmless from any and all claims or causes of action arising from the performance of this contract by CONTRACTOR or CONTRACTOR'S agents or employees. This clause shall not be construed to bar any legal remedies CONTRACTOR may have for the CITY's failure to fulfill its obligations pursuant to this contract. X. AUDITS. The books, records, documents, and accounting procedures and practices of the CONTRACTOR and any SUBCONTRACTORS relevant to this contract shall be subject to examination by the CITY for a period of 2 years after completion of this contract. XI. OWNERSHW OF DOCUMENTS. Any reports, studies, photographs, negatives, or other documents prepared by the CONTRACTOR in the performance of its obligations under this contract shall be the exclusive property of the CITY and all such materials shall be remitted to the CITY by CONTRACTOR upon completion, termination or cancellation of this contract. CONTRACTOR shall not use, willingly allow or cause to have such materials used for any purpose other than performance of CONTRACTOR's obligations under this contract without the prior written approval of the CITY. XII. HEALTH AND SAFETY. The CONTRACTOR is responsible for taking all acts necessary to ensure the health and safety of personnel performing tasks associated with work funded under this contract. The CONTRACTOR shall ensure that it has insurance adequate to cover all potential risks associated with the work to be conducted under the contract. )(III. ANTITRUST. CONTRACTOR hereby assigns to the City of Lake Elmo any and all claims for overcharges as to goods and/or services provided in connection with this contract resulting from antitrust violations which arise under the antitrust laws of the United States and the antitrust laws of the State of Minnesota. XIV. CONFLICT OF INTEREST. The CONTRACTOR has no conflict of interest with the performance of this contract. The CONTRACTOR shall assure that approved SUBCONTRACTORS have no conflict of interest with the performance of this contract. The CONTRACTOR shall notify the CITY of any emerging or potential conflict of interest. The CONTRACTOR's failure to notify the CITY of any such conflict of interest may result in the cancellation of this contract by the CITY, pursuant to Clause V of this contract, except that cancellation by the CITY shall require three days written notice to the CONTRACTOR.