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�. ...�..� provided, further, that sueh unavoidable delay will not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, Consultant's officers or employees. Consultant acknowledges the importance to City of City's project schedule and agrees to use its besf prafessional effarts to meet #he schedule. City understands that Consultant's performance must be govemed by sound praetices. 5. Time is of the Essence. Time is of the essence for eact� and every provision of this Agreement. 6. Compensation. Gity shall pay to Cansultant an amount nat to exceed Three Hundred Twenty Seven Thousand Nine Hundred Seventy Dollars ($327,97Q.00) for the completion of all fhe work and services described herein, which sum shall include all costs or expenses incurr�d by Consultant, pa�yable as set fiorth m Exhibit B, attached hereto and made a part hereof by reference. 6.1 An application far payment form must be submitted ta City which shall include the following; a clear, detailed invoice refleeting work being billed for, a summary sheet showing hourly rates, hours worked, percenta�e of work completed to date, amounUpercent billed to date and current status of all tasks wi#hin a project; a�y/all backup documentation supporting the above items.Work schedule updates must also be included with the payment requests. 6.2 Consultant shall maintain adequate records and shall permit inspection and audit by City of Consultant's charges urrder this Contracfi. Consultant shall make such records available to City during normal business hours upon reasonable notice. Nothing herein shall convert such reeords into public records, and they will be available only to City and any specified public agencies. Such records shall be maintained by Consultant for ane (1) year fallowing completion of the work under this Cantraet unless a longer period of time is required by state or federal law, in which event Consultant shall retain its records for the time required by such laws. 6.3. The payment made to Consultant pursuant to the Agreement vuill be the full and c:omplete compensation to which Consultant is entitled. Gity will r�ot make any federal or state tax withhaldings on behalf of Consultant or its agents, employees ar subcontractors. City will not be required to pay any workers' compensatian insuranee or unemployment contributions on behalf of Consultant or its emplayees or subcontractors. Consultant agrees to reimburse City within thirty (30) days for any tax, retirement cantribution, social security, overtime payment, unemployment payment or workers' compensation payment which City makes on behalf of Consultant or any agent, empioyee, or subcontractor of Consultant for work done under this Agreement. At the City's election, City may deduct the reimbursable amount fram any balance owing to Consultant. REV:02-24-15 VR Page 2 of 20 ATTY/AGR.2015.037/Bellecci&Associates-Middlefield UUD