Agmt17 Town of Atherton - Laserfiche WebLink

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5. Town's Services. In consideration of Redwood City's Services and compensation to be provided to Redwood City, Town shall perform the services set forth in Exhibit A-2, attached hereto and incorporated herein by reference. 6. Redwood City s Books and Records. A. Redwood City shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for Services, or expenditures and disbursements to Town and all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years from the date of termination or completion of this Agreement, or for any longer period required by law B. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the Town's City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. 7. Additional Services. Town shall make no payment to Redwood City for any extra, further, or additional services unless such services and payment have been mutually agreed to and this Agreement has been formally amended in writing. Redwood City shall not commence any services exceeding the Scope of Services in Section 4 without prior written approval from Town. 8. Independent Contractor. Redwood City, its officers, employees and agents shall not have any power to bind or commit Town to any decision. It is expressly agreed that at all times during the term of this Agreement, Redwood City and its employees and agents, in the performance of the services agreed to be performed by Redwood City, shall act as and be independent contractors and not agents or employees of Town. As independent contractors, neither Redwood City nor any employees or agents of Redwood City shall obtain any rights to retirement benefits or other benefits which accrue to Town's employees. Redwood City hereby expressly waives any claim it may have to any such rights. 9. Compliance with Laws. Redwood City represents and warrants to Town that Redwood City has and shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, insurance and approvals which are legally required. Redwood City shall maintain a Town business license. Town is not responsible or liable for Redwood City's failure to comply with any and all of its requirements under this Section. 10. Taxes. Redwood City shall pay all taxes, assessments and premiums under the federal Social Security Act, any applicable unemployment insurance contributions, Workers' compensations insurance premiums, sales taxes, use taxes, personal property taxes, or other taxes or assessments now or hereafter in effect and payable by reason of or in connection with the Services to be performed by Redwood City. REV: 06-02-17 VR Page 2 of 7 ATTY/AGR.2017.128/Town of Atherton