FULL AGENDA PACKET_2021-05-04 - Laserfiche WebLink

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EXHIBIT 2 9. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statetncut between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of, conflict beliveen the teens of Ibis Agreement and any atWchnients hereto, the terms ol' this Agrenicnt shall prevail. This Agreement may not be modified except by written inslrurnenl signed by the City and by an authorized representative of Consultant. The parties agree that any terns or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. T ach parry to this Agreement acknowledges that no representations, inducements, promises or aUleenienls, orally or odlerwi,e, have beeIl Iriade by any parLy, or anyone acting on behalf of ally party, "'llich is not embodied herein. 10. ASSIGNABILITY None of the duties of, orworlc to be performed by, Consultant under this Agreement shall be subcontracted or assigned to any agency, consultant, or person m-ithoul the prior written consent of City. Consultant must submit all subcoiitr icts and other agreements that relate t0 this Agreement to City- No subcontract or assignment shall terniinate or alter the legal obligations of Consultant pursuant to this Agi-eetnent- 11. TERMINATION A. This Agreement may be tenrrinaled on thirty (30) days' written notice by either party. Tn the event of such termination, Consultant shall only be entitled to reimbursement for approved expenses incurred to the cfketive date of termination. B3 This Agreement may he suspended or terminated by City upon five (5) days' written notice for violation by Consultant of Federal Laws governing the use of Housing Choice Voucher Program finds. In the event of such suspension or LerminaLion, Consultant ;hall only be entitled to reimbursement tilt approved expenses incurred up to the effective date of stispellsion or termination. C. Pursuant to 24 CFR 85.43, in the event Consttltant del;lulls by failing to lulfill all or any of its obligations 11CrtiLUILIcr, City may declare a dctaLdt and tcntrination of this Agreement by written notice to Consultant, which dctatllt and Icrtninatioii shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified trailing or personal service of such notice, unless such default is aired before the effective date ofterminatinn Stated in such notice. Tf terminated for cause, City shall be relieved of further liability or responsibility tinder this Agreement- or as a result oh the termination thereol, including the payment ul' money, except for payment tilt approved expenses incurred till services satisfitctorily and timely pertollned prior to the mailing or service of the notice of termination, and except for reinibursen9ent of (I ) any payments made for services not subsequently perlornied in a liniely and satisfactory manner, and (2) costs ncurred by City in obtaining substinile performance- s City Council 4 — 29 5/4/2021