Resolution 2013-09 - Laserfiche WebLink

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and proper manner,its obligations under this contract,or if the Local Agency shall violate any of the covenants, agreements, or stipulations of this contract, the State shall thereupon have the right to terminate this contract for cause by giving written notice to the Local Agency of its intent to terminate and at least ten(10)days opportunity to cure the default or show cause why termination is otherwise not appropriate. In the event of termination, all finished or unfinished documents, data, studies,surveys,drawings,maps,models,photographs and reports or other material prepared by the Local Agency under this contract shall,at the option of the State,become its property,and the Local Agency shall be entitled to receive just and equitable compensation for any services and supplies delivered and accepted. The Local Agency shall be obligated to return any payments advanced under the provisions of this contract. Notwithstanding the above,the Local Agency shall not be relieved of liability to the State for any damages sustained by the State by virtue of any breach of the contract by the Local Agency,and the State may withhold payment to the Local Agency for the purposes of mitigating its damages until such time as the exact amount of damages due to the State from the Local Agency is determined. If after such termination it is determined,for any reason,that the Local Agency was not in default or that the Local Agency' action/inaction was excusable, such termination shall be treated as a termination for convenience, and the rights and obligations of the parties shall be the same as if the contract had been terminated for convenience, as described herein. Section 14. Legal Authority The Local Agency warrant that it possesses the legal authority to enter into this contract and that it has taken all actions required by its procedures, by-laws, and/or applicable law to exercise that authority,and to lawfully authorize its undersigned signatory to execute this contract and to bind the Local Agency to its terms. The Local Agency warrants that the person(s)executing this contract on behalf of the Local Agency has full authorization to execute this contract. Section 15. Representatives and Notice The State will provide liaison with the Local Agency through the State's Region Director,Region 4, 1420 2nd Street, Greeley, Colorado 80631. Said Region Director will also be responsible for coordinating the State's activities under this contract and will also issue a"Notice to Proceed"to the Local Agency for commencement of the Work. All communications relating to the day-to-day activities for the work shall be exchanged between representatives of the State's Transportation Region 4 and the Local Agency. All communication,notices,and correspondence shall be addressed to the individuals identified below. Either party may from time to time designate in writing new or substitute representatives. If to the State: If to the City of Louisville: Mark Gosselin Malcolm Fleming CDOT Region 4 Louisville City Manager 1420 2nd Street 749 Main Street Greeley, Colorado 80631 Louisville, Colorado 80027 Page 9 of 12