Laserfiche WebLink
<br />Interlocal Agreement Page 3 of 6 <br />10. Force Majeure. Neither party will be liable to the other for any failure or delay in <br />performance under this Agreement due to circumstances beyond its reasonable control, <br />including acts of nature, acts of war, accident, labor disruption, acts, omissions or <br />defaults of third parties, and official, governmental or judicial action not the fault of the <br />party failing or delaying in performance. <br /> <br />11. Maintenance of Records. Each party hereto agrees to maintain books, records and <br />documents using accounting procedures which accurately reflect all direct and indirect <br />costs related to the performance of services described herein. Each party may examine <br />the other party’s books and records to verify the accuracy of invoices. Each party’s fiscal <br />management system shall include the capability to provide accurate and complete <br />disclosure of all costs invoiced under this Agreement. All books, records, documents and <br />other materials relevant to this agreement will be retained for six years after expiration of <br />the Agreement, and the Office of the State Auditor or other persons authorized by law <br />and any persons duly authorized by the parties shall have full access and the right to <br />examine any of these materials during this period. Each party will utilize reasonable <br />security procedures and protections to assure that records and documents provided by the <br />other party are not erroneously disclosed to third parties. <br /> <br />12. Hold Harmless and Indemnification. Each Party shall hold harmless and indemnify the <br />other Party and its directors, officers, employees, agents and representatives against any <br />and all loss, liability, damage, or expense, including any direct, indirect or consequential <br />loss, liability, damage, or expense, but not including attorney’s fees unless awarded by a <br />court of competent jurisdiction, for injury or death to persons, including employees of <br />either Party, and damage to property, including property of either Party, arising out of or <br />in connection with intentional, willful, wanton, reckless or negligent conduct. However, <br />neither Party shall be indemnified hereunder for any loss, liability, damage or expense <br />resulting from its sole negligence or willful misconduct. <br /> <br /> No liability shall attach to the County by reason of entering into this agreement, except as <br />expressly provided herein. The County cannot and does not guarantee the services <br />provided by Statewide Imagery Services or their accuracy. There is no guarantee that use <br />of Statewide Imagery Services will meet the satisfaction of the City, nor that <br />unsatisfactory services will be remedied by the County. The County is not responsible <br />for any technology or user ability issues or any other potential problems that arise from <br />the Statewide Imagery Services or the use thereof. <br /> <br /> The City is responsible for ensuring that its use of Statewide Imagery Services complies <br />with local, state, and federal laws. <br /> <br />The waivers in this section have been mutually negotiated by the parties and this entire <br />section shall survive the expiration or termination of this Agreement. <br /> <br />13. Warranty. Except as expressly stated herein, there are no express or implied warranties <br />respecting this Agreement or the services provided. <br />