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Article IV <br />Relationship of Parties; No Property Interest <br />1. Relationship of the Parties. Under this Agreement, the parties shall at all times be acting <br />and performing as independent contractors. Nothing contained in this Agreement shall be <br />construed to create a joint venture, principal and agent, or any similar legal or equitable <br />relationship between the parties. Neither party shall have or exercise any control or direction over <br />the methods by which the other party provides services contemplated by this Agreement. Nothing <br />in this Agreement shall be construed to give Primary Sponsor any control over or responsibility <br />for operation of the Facility. <br />2. No Property Interest. Nothing in this Agreement shall be construed as granting to <br />Primary Sponsor any property interest in any City-owned property. The City maintains all of its <br />rights as the fee owner of the Facility and all improvements thereon on behalf of itself and the <br />public. <br />Article V <br />Term and Termination <br />1. Fixed Term. The Term of this Agreement shall commence on the Effective Date and <br />th <br />remain in effect for a period of fifteen (15) years, until the 15 anniversary of the Effective Date <br /> <br />2. Early Termination. <br />a. Early termination by Primary Sponsor. Primary Sponsor may terminate this <br />thth <br />Agreement for any reason, effective on either the fifth (5) or tenth (10) <br />written notice of its intent to terminate. If Primary Sponsor terminates this <br />th <br />Agreement on the fifth (5) anniversary of the Effective Date, Primary Sponsor <br />shall pay to the City, at the time of its written notice of termination, a $65,000 early <br />th <br />termination fee. If Primary Sponsor terminates this Agreement on the tenth (10) <br />anniversary of the Effective Date, Primary Sponsor shall pay to the City, at the time <br />of its written notice of termination, a $32,500 early termination fee. <br />b. Early Termination for Cause. Either party may terminate this Agreement for <br />of Intent to Terminate the Agreement shall <br />-terminating party shall have the opportunity to <br />cure the purported breach or default. If either party fails to cure and Good Cause <br />continues to exist following the applicable cure period, the other party shall be <br />entitled to terminate the Agreement or seek specific performance, and in any event, <br />may sue for damages. In any action for damages under this Agreement, neither <br />party shall be liable or responsible under any circumstances for consequential, <br />incidental, indirect lost profit, or punitive damages of any kind. <br />3 <br /> <br />