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No payments in advance of or in anticipation of goods or services to be provided under this Agreement <br />shall be made by the WTSC. <br />6. AGREEMENT ALTERATIONS AND AMENDMENTS <br />This Agreement may be amended by mutual agreement of the parties in the form of a written <br />Amendment to this Agreement. Such amendments shall only be binding if they are in writing and signed <br />by personnel authorized to bind each of the parties. <br />7. ALL WRITINGS CONTAINED HEREIN <br />This Agreement contains all the terms and conditions agreed upon by the parties. No other <br />understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to <br />exist or to bind any of the parties hereto. <br />8. SUBCONTRACTING REQUIREMENTS <br />The SUB -RECIPIENT may not assign the work to be provided under this Agreement, in whole or in part, <br />without the express prior written consent of the WTSC, which consent shall not be unreasonably <br />withheld. The SUB -RECIPIENT shall provide the WTSC a copy of all third -party contracts and agreements <br />entered into for purposes of fulfilling the SOW. Such third -party contracts and agreements must follow <br />applicable federal, state, and local law, including but not limited to procurement law, rules, and <br />procedures. If any of the funds provided under this Agreement include funds from NHTSA, such third - <br />party contracts and agreements must include the federal provisions set forth in this Agreement in <br />sections 33 through 42. <br />9. ATTORNEYS' FEES <br />In the event of litigation or other action brought to enforce the Agreement terms, each party agrees to <br />bear its own attorney fees and costs. <br />10. BILLING PROCEDURE <br />The SUB -RECIPIENT shall submit monthly invoices for reimbursement to WTSC with supporting <br />documentation as WTSC shall require. All invoices for reimbursement shall be submitted through the <br />WEMS invoicing process, or via alternate method if approved by WTSC. Payment to the SUB -RECIPIENT <br />for approved and completed work will be made by warrant or account transfer by WTSC within 30 days <br />of receipt of such properly documented invoices acceptable to WTSC. Upon expiration of the Agreement, <br />any claim for payment not already made shall be submitted within 45 days after the expiration date of <br />this Agreement. All invoices for goods received or services performed on or prior to June 30, must be <br />received by WTSC no later than August 10 of the same calendar year. All invoices for goods received or <br />services performed between July 1 and September 30, must be received by WTSC no later than <br />November 15 of the same calendar year. WTSC reserves the right to delay the processing of invoices <br />until activity reports required by Section 4 of this agreement, are received and approved. <br />page 7 of 26 <br />