2020-072 Resolution - Laserfiche WebLink

Home Browse Search

acts and omission of its officers, employees and agents engaged in the scope of their employment arising under this Agreement, and (ii) specifically, in lieu of ARCHITECT's obligation to indemnify Licensor under this Agreement, ARCHITECT hereby agrees to be responsible for any and all liability, claims, costs, expenses or damages arising from any claim with respect to ARCHITECT's role in connection with this Agreement. The City of North Olmsted shall be named as an additional insured on ARCHITECT's liability insurance for this project. SECTION 12. MISCELLANEOUS 12.1 Nothing contained in this Agreement shall be construed as creating any personal liability on the part of any employee or official of the CITY. 12.2 No assignment by a party hereto of any rights, obligations, or interests in this Agreement shall be permitted without the prior written consent of the other party; and specifically, but without limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Agreement. 12.3 CITY and ARCHITECT each binds itself, its partners, successors, assigns and legal representatives to all of the covenants, agreements and obligations contained in the Agreement. 12.4 If any provision of this Agreement or the application thereof to any person or circumstances is held invalid, such invalidity shall not affect other provisions or applications of this Agreement which can be given effect without the invalid provision or application, and to this end the provisions of this Agreement are severable. In lieu thereof there shall be added a provision as similar in terms to such illegal, invalid and unenforceable provision as may be possible and be legal, valid and enforceable. 12.5 The interpretation, construction and enforcement of the provisions of this Agreement shall be made in strict conformance with the laws of the State of Ohio and the ordinances of the City of North Olmsted. 12.6 This Agreement shall be construed to inure to the benefit of, and be binding upon,