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<br />Consultant acknowledges the importance to City of City's project schedule and agrees <br />to put forth its best professional efforts to perform the Services under this Agreement in <br />a manner consistent with that schedule. City understands, however, that Consultant's <br />performance must be governed by sound practices. <br /> <br />5, Time is of the Essence, Time is of the essence for each and every provision of <br />this Agreement. <br /> <br />6. Compensation. In consideration for the Services to be performed by Consultant, <br />City agrees to pay Consultant the rates set forth in Exhibit A applicable to each Service. <br />Consultant shall submit timely invoices for all Services rendered. Payment will be made <br />to Consultant within thirty (30) days of receipt of Consultant's invoice therefore. Any <br />amounts which remain unpaid after thirty (30) days shall accrue interest at the rate of <br />one and one-half percent (1.5%) per month. Consultant shall be responsible for all <br />costs and expenses incident to the performance of services for City including, but not <br />limited to, all costs of equipment provided by Consultant, all fees, fines, licenses, bonds <br />or taxes required of or imposed against Consultant and all other of Consultant's costs of <br />doing business. City shall not be responsible for expenses incurred by consultant in <br />performing Services for City except as noted in Exhibit A, or such expenses that receive <br />prior written approval from City. The total fee payable for the Services to be performed <br />will be a not to exceed amount of sixty thousand dollars ($60,000). <br /> <br />7. Status of Consultant. Consultant will perform the Services in Consultant's own <br />way as an independent contractor and in pursuit of Consultant's independent calling, <br />and not as an employee of City. The persons used by Consultant to provide services <br />under this Agreement will not be considered employees of City for any purposes. <br /> <br />The payment made to Consultant pursuant to the Agreement will be the full and <br />complete compensation to which Consultant is entitled. City will not make any federal <br />or state tax withholdings on behalf of Consultant or its agents, employees or <br />subcontractors. City will not be required to pay any workers' compensation insurance or <br />unemployment contributions on behalf of Consultant or its employees or subcontractors. <br />Consultant agrees to indemnify City within thirty (30) days for any tax, retirement <br />contribution, social security, overtime payment, unemployment payment or workers' <br />compensation payment which City may be required to make on behalf of Consultant or <br />é1ny (',gent, employee, or subcontractor of Consultant for work donE under this <br />Agreement. At the City's election, City may deduct the indemnification amount from any <br />balance owing to Consultant. <br /> <br />8, Subcontractinq. Consultant will not subcontract any portion of the Services <br />without prior written approval of City Manager or his/her designee. If Consultant <br />subcontracts any of the Services, Consultant will be fliHy responsibie to City for the acts <br />tincl c:;.:s;;ions nf CC1n;)lIlté-:;nt's SU:Jcontracior émcJ or th3 rer~)ons either directly or <br />indirectly employed by the subcontractor, as Consultant is for the acts and orriissions of <br />persons directly empioyed by Consultant. Nothing contained in this Agreement will <br />create any contractual relationship between any subcontractor of Consultant and City. <br />Consultant will be responsible for payment of subcontractors. Consultant will bind every <br />