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N. Harris Computer Corporation 5/1/2023
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N. Harris Computer Corporation 5/1/2023
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Last modified
6/14/2023 4:00:13 PM
Creation date
6/14/2023 3:59:27 PM
Metadata
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Contracts
Contractor's Name
N. Harris Computer Corporation
Approval Date
5/1/2023
Council Approval Date
1/4/2023
End Date
5/1/2030
Department
Information Technology
Department Project Manager
Lucky Blue
Subject / Project Title
Cayenta Managed Services Agreement
Tracking Number
SS 2022-119 Cayenta Managed Services Agreement-
Total Compensation
$2,250,000.00
Contract Type
Agreement
Contract Subtype
Software/SaaS Agreements
Retention Period
6 Years Then Destroy
Imported from EPIC
Yes
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8 <br /> <br /> <br />(f) Trial by Jury. Customer and Harris hereby waive, to the fullest extent permitted by <br />applicable law, the right to trial by jury in any action, proceeding or counterclaim filed by any <br />party, whether in contract, tort or otherwise, relating directly or indirectly to this Agreement or <br />any acts or omissions of Harris in connection therewith or contemplated thereby. <br /> <br />(g) Severability. The invalidity or unenforceability of any provision or covenant contained in <br />this Agreement shall not affect the validity or enforceability of any other provision or covenant <br />herein contained and any such invalid provision or covenant shall be deemed modified to the extent <br />necessary in order to render such provision valid and enforceable; if such provision may not be so <br />saved, it shall be severed and the remainder of this Agreement shall remain in full force and effect. <br /> <br />(h) Waiver. No waiver of any breach of any provision of this Agreement shall constitute a <br />waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, <br />and no waiver shall be effective unless made in writing and signed by an authorized representative <br />of the waiving party. <br /> <br />(i) Counterparts. This Agreement may be executed in counterparts (whether by facsimile or <br />PDF signature or otherwise), each of which when so executed shall constitute an original and all <br />of which together shall constitute one and the same instrument. <br /> <br />(j) Relationship. The Parties are and shall at all times remain, independent contractors in the <br />performance of this Agreement and nothing herein shall be deemed to create a joint venture, <br />partnership or agency relationship between the parties. Neither Party will have the power to bind <br />the other Party or to contract in the name of or create any liability against the other Party in any <br />way for any purpose. Neither Party will be responsible for the acts or defaults of the other Party <br />or of those for whom the other Party is in law responsible. <br /> <br />(k) Allocation of Risk. Customer acknowledges that the limited warranties, disclaimers, and <br />limitations of liability contained in this Agreement are fundamental elements of the basis of <br />bargain between Customer and Harris and set forth an allocation of risk reflected in the fees and <br />payments due hereunder. <br /> <br />(l) Force Majeure. No default, delay, or failure to perform on the part of Harris shall be <br />considered a breach of this Agreement where such default, delay, or failure is due to a force <br />majeure or to circumstances beyond its control. Such circumstances will include, without <br />limitation, strikes, riots, civil disturbances, epidemics, war, terrorist acts, embargoes, severe <br />weather, fire, earthquakes, acts of God or the public enemy, or default of a common carrier or other <br />disasters or events. <br />(m) Survival. The following sections and articles shall survive the termination or expiration <br />of this Agreement: Sections 2(c), 3, 4, 5(b), 6-9 and any other provisions which are required to <br />ensure that the Parties fully exercise their rights and obligations hereunder.
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