Resolution 2013-07 - Laserfiche WebLink

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Agreement or to recover any damages the City may incur as a result of the breach of this Agreement, including, but not limited to defective work, and the City prevails in such litigation, the Lobbyist shall pay the City its reasonable attorney fees as determined by the Court. D. Communications. All communications relating to the day-to-day activities for the Project shall be exchanged between the City Manager's Office and the Lobbyist who will be designated by the parties promptly upon commencement of the Services. E. Assignment. The Lobbyist shall not assign this Agreement in whole or in part, including the Lobbyist's right to receive compensation hereunder, without the prior written consent of the City; provided, however, that such consent shall not be unreasonably withheld with respect to assignments to the Lobbyist's affiliated or subsidiary companies, and provided, further, that any such assignment shall not relieve the Lobbyist of any of its obligations under this Agreement. This restriction on assignment includes, without limitation, assignment of the Lobbyist's right to payment to its surety or lender. F. Applicable Laws. This Agreement, and all questions concerning the execution, validity or invalidity, capacity of the parties, and the performance of this Agreement, shall be interpreted in all respects in accordance with the Charter and Code of the City of Louisville and the laws of the State of Colorado. The parties agree that venue for any litigation involving this Agreement shall be in the Boulder County District Court. G. Entire Agreement. This Agreement shall constitute the entire agreement between the parties hereto and shall supersede all prior contracts, proposals, representations, negotiations and letters of intent, whether written or oral, pertaining to the Services for the Project. H. Waiver. The failure of either Party to enforce at any time or for any period of time any provision hereof shall not be construed to be a waiver of such provision of the right thereafter to enforce each and every provision. No waiver by either Party to this Agreement, either express or implied, of any breach of any term, condition or obligation of this Agreement shall be construed as a waiver of any subsequent breach of that term, condition or obligation or of any other term, condition or obligation of this Agreement. I. Employing Illegal Aliens. Appendix B, the "City of Louisville Public Services Contract Addendum-Prohibition Against Employing Illegal Aliens", is attached hereto and incorporated herein by reference. There is also attached hereto a copy of Lobbyist's Pre-Contract Certification which Lobbyist has executed and delivered to the City prior to Consultant's execution of this Agreement. INSURANCE CERTIFICATES REQUIRED BY THIS AGREEMENT SHALL BE SENT TO THE CITY MANAGER'S OFFICE, ATTENTION: HEATHER BALSER IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized officers effective as of the date first appearing above. DUTKO WASHINGTON,LLC CITY OF LOUISVILLE By: Dutko Grayling, its member By L "`^ Yl� By �> o n Frost Robert P. Muckle Chief Financial Officer Mayor 6