Resolution 2008-36 - Laserfiche WebLink

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B. Good Faith Negotiations. In the event that any Party feels unreasonably constrained by the teens of this Agreement at any time, the other Parties shall bargain in good faith to explore any adjustment of the terms of this Agreement which could relieve such constraint, consistent with the spirit of this Agreement and the public interest. C. No Indemnity and Hold Harmless. Neither Party is required to indemnify the other in connection with this Agreement, except as set forth in this Agreement. However, each Party assumes responsibility for its actions and omissions in the performance or failure to perform work under this Agreement:, as well as the actions and omissions of its agents and employees. Neither Party waives or intends to waive the limitations on liability which are provided to the parties, their officers, and employees under the Colorado Governmental Immunity Act, Section 24-10-101 et. seq., C.R.S. The District agrees to be responsible to validate the availability of the City Conduit along the District's intended route, and the District agrees to hold the City harmless in the event there is an error within the City's conduit documentation. D. Leases and Licenses Non-Exclusive. ~['he leasehold interests and licenses granted by the City in this Agreement shall be non-exclusive: and shall be subject to all applicable provisions of the Louisville Home Rule Charter, and subject to all prior rights, interests, easements, franchises or licenses granted to any person to use any such property, street, right-of-way, easement, right, interest or license for any purpose whatsoever. E. No Claim Upon Revocation. This Agreement and the rights granted pursuant to this Agreement shall create no vested rights subsequent to its expiration, termination or revocation. Upon such expiration, to;rmination or revocation, neither Party nor any successor in interest of any Party, including without limitation a trustee or creditor in bankruptcy, shall have any right to continue to operate the District Network or to recover any expenditures made hereunder. F. Taxes. The District does not pay local sales and use taxes. The City agrees not to assess any local taxes in connection with the construction and maintenance of the District Network provided that any contractor constructing or maintaining the District Network may be assessed local sales and use taxes. G. Annual Appropriation. The Parties' financial obligations under this Agreement in future fiscal years are subject to annual appropriation in accordance with Colorado law. H. Insurance. The District certifies that it: is insured for property and general liability coverages, including errors and omissions to the limits set forth in the Governmental Immunity Act. Excess insurance is purchased above the District's self-insured retention. The District also certifies it has obtained workers' compensation insurance to cover obligations imposed by the Workers' Compensation Act of Colorado and any other applicable laws for any employee. A Certificate of Insurance shall be provided to the City outlining the insurance policy limits. The District's contractors working within City rights of way shall be licensed and permitted per the City of Louisville Municipal Code. Any District contract for work on the District Network shall require that the contractor indemnify the District and City against liabilities arising from the act, omission or other fault of the contractor, which indemnification shall be in a form mutually acceptable to the City and District. Such contract shall also require