R2025-031 - Laserfiche WebLink

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21 . Patent/Copyright lnfringement: Contractor witl. defend and indemnify the County from any ctaimed action, cause or demand brought against the County; to the extent such action is based on the ctaim that information suppl,ied by the Contractor infringes any patent or copyright. The Contractor wil'L pay those costs and damages attributabl.e to any such ctaims that are finatty awarded against the County in any action. Such defense and payments are conditioned upon the fotl.owing: 21.1 Contractor shatl, be notified promptty in writing by County of any notice of such claim. 21.2 Contractor shatt have the right, hereunder, at its option and expense, to obtain for the County the right to continue using the information, in the event such ctaim of infringement is made, provided no reduction in performance or loss resutts to the County. 22. Disputes: 22.1 GeneraI Differences between the Contractor and the County, arising under and by virtue of the Agreement Documents shat[ be brought to the attention of the County at the eartiest possibte time in order that such matters may be settted, or other appropriate action promptty taken. Except for such objections as are made of record in the manner hereinafter specified and within the time I'imits Stated, the records, orders, instructions, and decisions of the Kittitas County Commissioners sha[tbe finaL and conctusive. 22.2 Notice of Potential Ctaims The Contractor shattnot be entitLed to additionaI compensation which otherwise may be payabl,e, or to extension of time for (1) any act or faiture to act by the County, or (2) the happening of any event or occurrence, unless the Contractor has given the County a written Notice of PotentiaL Cl.aim within ten (10) days of the commencement of the act, faiture, or event giving rise to the ctaim, and before finat payment by the County. The written Notice of PotentiaI Ctaim shal.t set forth the reasons for which the Contractor betieves additionaI compensation or extension of time is due, the nature of the cost invotved, and insofar as possibl.e, the amount of the potential claim. Contractor shatt keep futL and comptete daity records of the work per-formed, labor and material used, and atl, costs and additional time ctaimed to be additional. 22.3. Detail,ed ctaim The Contractor shal,t not be entitl,ed to ctaim any such additional compensation, or extension of time, untess within thirty (30) days of the compl,etion of the portion of the work from which the ctaim arose, and before finatpayment bythe County, the Contractor has given the County a detaited written statement of each element of cost or other compensation requested Kittitas County ProfessionaI Services Agreement Page10of20