Ordinance No. 20168 - Laserfiche WebLink

Home Browse Search

y ~~~ r INDEMNITY H. Subject to the limitations ofthe Oregon Tort Claims Act and Article ~I, Section I O of the Oregon Constitution, each of the parties hereto agrees to indemnify, defend and save the other harmless from any claim, liability or damage resulting from any error, omission or act of negligence on the part of the indemnifying party, its off cers, agents or employees in the performance of its res onsibilities p under this Agreement. I. In the event of litigation involving the terms and conditions of this Agreement, the prevailing party shall be entitled to recover reasonable attorney. fees, costs and expenses from the losing party, including all such fees, costs and expenses on appeal. AMENDMENTS AND ASSIGNMENTS J. No amendment to this Agreement shall be effective unless made in writing and signed by both parties. K. This Agreement may not be transferred or assigned without the prior written consent of the other party. Either party may contract with any other entity to obtain the services of that entity as the party's agent in the fulfillment of this Agreement. Assignment, sale lease or grant of an Indefeasible Right of Use ~"IRU"} of a portion of wILLIAMS' f ber system within the tenitorial jurisdiction of the City knot including the f ber provided to the Consortiums shall be allowed without the consent of the City, provided that wILLIAMS provides notice of such a transfer to the City. Notwithstanding the foregoing, assignment or sale of all wILLIAMS' fiber subject to this Agreement, or any transfer of ownershi or P control of the conduit or conduits containing the fiber within the jurisdiction of the City, including the rights and responsibilities of maintenance, relocation and expansion, shall only be allowed upon notice to and approval by the City. Approval shall not be unreasonably withheld, conditioned, or delayed, and shall be granted upon satisfactory demonstration that the assignee or buyer will have the financial and technical capacity to fulfill wILLIAMS' obligations under the permit and this Agreement, and the assignee ar buyer specifically acknowledges and undertakes to fulfill all wILLIAMS' continuing obligations. NgTICE L, All notices required under this Agreement shall be sent to the signing person far each party, at the address to be provided at the time of signing. July 9,199 Page 10