2021-100A - Laserfiche WebLink

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10.6 Relationship of the Parties; Beneficiaries. (a) This Agreement reflects an arms -length transaction. Nothing herein shall create a fiduciary, partnership, joint venture or employment or other agency relationship between the Parties. (b) This Agreement is not entered into for the benefit of, nor are any rights granted to, any third party. (c) It is recognized that the District will discharge some of its responsibilities through contractors. The District shall be solely responsible for executing any necessary contracts with contractors. Any such contract shall be entered into by the District as an independent contractor and not as a representative of Company. (d) It is recognized that the Company may discharge some of its responsibilities through subcontractors. The Company shall be solely responsible for executing any necessary contracts with subcontractors. Any such contract shall be entered into by the Company as an independent contractor and not as a representative of the District. 10.7 Further Assurances. Each Party agrees to execute and deliver any instruments and to perform any action that may be necessary or reasonably requested in order to give full effect to this Agreement. Each Party shall use all reasonable efforts to provide such information, execute such further instruments and documents, and take such action as may be reasonably requested by the other Party, not inconsistent with the provisions of this Agreement and not involving the assumption of obligations other than those provided for in this Agreement, to carry out the intent of this Agreement. 10.8 Notices. Any notices or communications required or permitted under this Agreement shall be in writing and may be either delivered in person, transmitted by telecopy followed by a mailed confirmation copy, or sent by recognized express mail or courier service, postage prepaid, at the following addresses of the Parties. Notices sent under this Agreement shall be deemed received upon actual receipt. Facsimile is acceptable notice and is effective when received; however, facsimiles received (i.e., printed) after 5:00 P.M. will be deemed received on the next Business Day. Email is acceptable notice and is effective when properly addressed and sent without receipt by the sender of a failure to deliver error; however, emails received after 5:00 P.M. will be deemed received on the next Business Day. The original of a notice must still be mailed as required herein. Changes in the telephone numbers through which telecopy may be transmitted or the address to which notices are to be delivered may be made by written notice given in accordance with this Subsection. As to District: County Administrator Indian River County Administration Building 1801 27th St. Vero Beach, FL 32960 Phone: (772) 226-1408 Page 22 of 32