2012-124 - Laserfiche WebLink

Home Browse Search

the performance and financial management by the Recipient throughout the contract term to ensure timely completion of all tasks . ( 9) LIABILITY ( a) Unless Recipient is a State agency or subdivision , as defined in Section 768 . 28 , Fla . Stat . , the Recipient is solely responsible to parties it deals with in carrying out the terms of this Agreement , and shall hold the Division harmless against all claims of whatever nature by third parties arising from the work performance under this Agreement . For purposes of this Agreement , Recipient agrees that it is not an employee or agent of the Division , but is an independent contractor . ( b) Any Recipient which is a state agency or subdivision , as defined in Section 768 . 28 , Fla . Stat . , agrees to be fully responsible for its negligent or tortious acts or omissions which result in claims or suits against the Division , and agrees to be liable for any damages proximately caused by the acts or omissions to the extent set forth in Section 768 . 28 , Fla , Stat . Nothing herein is intended to serve as a waiver of sovereign immunity by any Recipient to which sovereign immunity applies . Nothing herein shall be construed as consent by a state agency or subdivision of the State of Florida to be sued by third parties in any matter arising out of any contract . ( 10 ) DEFAULT . If any of the following events occur ( " Events of Default" ) , all obligations on the part of the Division to make further payment of funds shall , if the Division elects , terminate and the Division has the option to exercise any of its remedies set forth in Paragraph ( 11 ) . However , the Division may make payments or partial payments after any Events of Default without waiving the right to exercise such remedies , and without becoming liable to make any further payment : ( a) If any warranty or representation made by the Recipient in this Agreement or any previous agreement with the Division is or becomes false or misleading in any respect , or if the Recipient fails to keep or perform any of the obligations , terms or covenants in this Agreement or any previous agreement with the Division and has not cured them in timely fashion , or is unable or unwilling to meet its obligations under this Agreement ; ( b) If material adverse changes occur in the financial condition of the Recipient at any time during the term of this Agreement , and the Recipient fails to cure this adverse change within thirty days from the date written notice is sent by the Division . ( c) If any reports required by this Agreement have not been submitted to the Division or have been submitted with incorrect , incomplete or insufficient information , ( d ) If the Recipient has failed to perform and complete on time any of its obligations under this Agreement . ( 11 ) REMEDIES . If an Event of Default occurs , then the Division may , after thirty calendar days written notice to the Recipient and upon the Recipient' s failure to cure within those thirty days , exercise any one or more of the following remedies , either concurrently or consecutively : ( a ) Terminate this Agreement , provided that the Recipient is given at least thirty days prior written notice of the termination . The notice shall be effective when placed in the United States , first class mail , postage prepaid , by registered or certified mail - return receipt requested , to the address in paragraph ( 13 ) herein ; ( b ) Begin an appropriate legal or equitable action to enforce performance of this Agreement ; (c) Withhold or suspend payment of all or any part of a request for payment , ( d ) Require that the Recipient refund to the Division any monies used for ineligible purposes under the laws , rules and regulations governing the use of these funds . ( e) Exercise any corrective or remedial actions , to include but not be limited to : 1 , request additional information from the Recipient to determine the reasons for or the extent of non-compliance or lack of performance , 2 . issue a written warning to advise that more serious measures may be taken if the situation is not corrected , 3 . advise the Recipient to suspend , discontinue or refrain from incurring costs for any activities in question or 4 . require the Recipient to reimburse the Division for the amount of costs incurred for any items determined to be ineligible , (f) Exercise any other rights or remedies which may be available under law. ( g ) Pursuing any of the above remedies will not stop the Division from pursuing any other remedies in this Agreement or provided at law or in equity . If the Division waives any right or remedy in this 4