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<br />The record keeping requirements, payment, release and indemnification provisions set forth in this <br />Agreement and all remedial provisions shall survive termination of this Agreement. <br /> <br />Upon termination of this Agreement by expiration of the term or upon termination for the convenience of <br />the Parties, the Parties agree to work together cooperatively to develop a coordinated plan for terminating <br />the scope of work rendered up until the time of termination and determining reasonable contract close-out <br />costs for termination for convenience or as a result of PSRC’s default or breach. In the event of <br />termination by default or breach, PSRC shall only be obligated to compensate EVERETT for the portion <br />of work that has been satisfactorily rendered to the date of termination according to the terms of this <br />agreement. <br /> <br />10.0. GENERAL CONTRACT PROVISIONS <br /> <br />10.1. Rights and Remedies <br /> <br />The rights and remedies of the Parties to this Agreement are in addition to any other rights and remedies <br />provided by law, except as otherwise provided in this Agreement. <br /> <br />10.2. No Agency <br /> <br />No joint venture or partnership is formed as a result of this Agreement. No employees, agents or <br />subcontractors of one Party shall be deemed, or represent themselves to be, employees of any other <br />Party. <br /> <br />10.3. Third Party Rights <br /> <br />It is understood and agreed that this Agreement is solely for the benefit of the Parties hereto and USDOT, <br />and gives no right to any other entity. Nothing in this Agreement, whether express or implied, is intended <br />to confer any rights or remedies under or by reason of this Agreement on any persons other than the <br />Parties and USDOT. <br /> <br />10.4. Assignment/Successors <br /> <br />No Party shall assign any interest, obligation, or benefit in this Agreement or transfer any interest in the <br />same, whether by assignment or novation, without prior written consent by the other Party. This limitation <br />does not, however, prevent EVERETT from selecting subcontractors or consultants to perform the work <br />authorized by this Agreement. All of the terms, provisions, and conditions of this Agreement will be <br />binding upon and inure to the benefit of the Parties hereto and their respective successors, permitted <br />assigns, and legal representatives. <br /> <br />10.5. Compliance with Laws <br /> <br />EVERETT shall comply, and to the best of its ability shall ensure, that its employees, agents, consultants, <br />and representatives comply with all federal, state, and local laws, regulations, and ordinances applicable <br />to the work to be performed. The work performed by EVERETT under this Agreement shall comply with <br />all applicable public works and procurement laws and regulations, including, but not limited to, bonding, <br />prevailing wage, nondiscrimination, retainage, insurance, and workers compensation requirements. <br /> <br />10.6. Governing Law and Venue <br /> <br />This Agreement will be governed by, and construed and enforced in accordance with, the laws of the <br />State of Washington. Any legal action resulting from this Agreement shall be brought in the Superior <br />Court of King County. <br /> <br />10.7. Notice <br /> <br />All notices or requests required or permitted under this Agreement shall be in writing, shall be personally <br />delivered or sent by certified mail, return receipt requested, postage prepaid, or by facsimile transmission