R2026-020 - Laserfiche WebLink

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2 1 . ParenYlop-vrighlhfringemetr-: Contractor wiLt 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 claim that information suppl.ied by the Contractor infringes any patent or copyright. The Contractor witL pay those costs and damages attributabte 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 shal.l be notified promptty in writing by County of any notice of such ctaim. 21.2 Contractor shal[ 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 cl.aim of infringement is made, provided no reduction in performance or toss results to the County. 22. DieButes: 22.1 -Gensmt Differences between the Contractor and the County, arising under and by virtue of the Agreement Documents shatt be brought to the attention of the County at the eartiest possible time in order that such matters may be settted, or other appropriate action promptly taken. Except for such objections as are made of record in the manner hereinafter specified and within the time limits stated, the records, orders, instructions, and decisions of the Kittitas County Commissioners shat[ be finat and conctusive. 22.2 Notlc-e-.of-Pot-e-nlai-Qlaim-s The Contractor shal[ not be entitled to additionat compensation which othenrrise may be payabte, 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, untess the Contractor has given the County a written Notice of Potential. Ctaim within ten (10) days of the commencement of the act, failure, or event giving rise to the claim, and before final payment by the County. The written Notice of Potentiat Cl.aim shali set forth the reasons for which the Contractor betieves additionat compensation or extension of time is due, the nature of the cost invotved, and insofar as possibte, the amount of the potential ctaim. Contractor shatt keep futi and complete daily records of the work performed, labor and materiat used, and atl costs and additional time ctaimed to be additionaL. 22.3. Detaited*Claim The Contractor shall not be entitled to ctaim any such additionat compensation, or extension of time, unless within thirty (30) days of the compLetion of the poftion of the work from which the ctaim arose, and before final payment by the County, the Contractor has given the County a detail.ed written statement of each etement of cost or other compensation requested Kittitas Cou nty ProfessionaL Services Agreement Page 10 of 20