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behalf of CITY required hereunder to carry out the terms of this Agreement. Unless otherwise <br />specified herein, any approval of CITY required hereunder shall mean the approval of the Contract <br />Officer. <br />City of SANTA ANA Kristine Ridge, City Manager <br />Contract Officer or designee <br />3.23. Invalidity: If any one or more of the provisions contained in this Agreement shall for any reason <br />be held to be invalid, illegal, or unenforceable in any respect, such Invalidity, Illegality, or unenforceability <br />shall not affect any other provision thereof, and this Agreement shall be construed as if such invalid, <br />Illegal, or unenforceable provision had never been contained herein. <br />3-24. Implementation: Implementation of services should begin as soon as possible from the Effective <br />Date for the performance of services under the terms of this Agreement. <br />3-26. Counterpart Signature and Delivery: This Agreement must be signed below and may be signed <br />in separate counterparts Including facsimile copies and delivered by fax, email as a PDF (Portable <br />Document Format) file attachment, or by other means that displays the original or a copy of the <br />signatures. Each counterpart (including facsimile copies) is deemed an original and all counterparts are <br />deemed on and the same instrument and legally binding on the parties. Any subsequent amendments <br />to this Agreement may be signed and delivered In the same manner. <br />3.26. Miscellaneous Provisions: <br />a. CONSULTANT shall perform all services with the necessary knowledge and skills required to <br />perform the tasks. CONSULTANT or personnel of CONSULTANT engaged in the <br />performance of such services shall not represent themselves to be, nor shall they be deemed <br />to be, employees of CITY for any purpose whatsoever. <br />CITY agrees that its employees will cooperate with and assist representatives of <br />CONSULTANT in every reasonable way to enable CONSULTANT to secure all information <br />and data required to perform the services herein provided for. CONSULTANT shall have no <br />liability for defects in the services attributable to CONSULTANT's reliance upon or use of data, <br />design criteria, drawings, specifications, or other information furnished by CITY or third parties <br />retained by CITY. <br />b. Each undersigned represents and warrants that Its signature hereinbelow has the power, <br />authority and right to bind their respective parties to each of the terms of this Agreement, and <br />shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or <br />damages to CITY in the event that such authority or power Is not, in fact, held by the signatory <br />or is withdrawn. <br />c. CONSULTANT agrees any alterations, variations, modifications, or waivers of the provisions <br />of the Agreement, shall be valid only when reduced to writing, executed and attached to the <br />original Agreement and approved by the required signatories. <br />d. If any legal action is instituted to enforce any party's rights hereunder, each party shall <br />bear its own costs and attorneys' fees, regardless of who is the prevailing party. <br />