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6.1 B Page 3 COUNTY OF SAN MATEO AGREEMENT WITH INDEPENDENT CONTRACTOR Contractor Name and Address: City of Redwood Citv -Fair Oaks Community Center Teri Chin, Human Services Manager 2600 Middlefield Road Agreement No. Contractor: Upon completion of work or agreed-upon work periods, mail invoice with above Agreement Number to: DeparUnent: Human Services Agency Shelter Services Attention: Judy Davila, Manaser Address; 400 Harbor Boulevard, Building C Redwood City. CA 94064 City. Slate, Zip: Belmont, CA 94002 It is agreed between the County of San Mateo, California, and Contractor as follows: 1. Services to be performed by Contractor In consideration of the payments hereinafter set forth, Contractor shall peri'ornt services for County in accordance with the terms, conditions and specifications set forth herein and in Exhibit "A" attached hereto for the COUNTY OF SAN MATEO Human Services Agency. Contractor shall ensure compliance with all state, federal and local laws or rules applicable to performance of the work required under tl3is contract. 2. Contract Term The term of this Agreement shalt be from Iuly 1, 2007 to ,Tune 30. 2010 unless terminated earlier by the Count). 3. Payments Li consideration of the services rendered in accordance with all terms, conditions and specifications set forth herein aad in Exhibit "A", County shall make payment to Contractor in the manner specified herein uld in Exhibit "A". In the event that the County makes any advance payments, Contractor agrees to refund any amounts in excess of the amount owed by the County at the time of contract termination. The County reserves the right to withhold payment if the Comity determines that the quantity or quality of the work performed is unacceptable. .In no event shat( total payment for services under this Agreement exceed Sixty Nine Thousand Two Hundred Ninety Dollars, {x69,290) for Piscal Year (FY) 2007-08. 4, Relationship of the Parties Contractor agrees and understands that the work/services performed under this Agreement are performed as ate Independent Contractor and not as an employee of the County and that Contractor acquues none of the rights, privileges, powers or advantages of County employees. 5. Workers' Compensation Insurance "I'he Contractor shall have in effect, during the entire life of this Agreement, Worker's Compensation and Employer Liability Insurance providing full statutory coverage. In signing this Agreement, Contractor certifies awareness of the provisions of section 3700 of the California Labor Code which requires every employer to be insured against liability for Worker's Compensation or to undertake self.-insurance in accordance with the provisions of the Code, and certifies compliance with such provisions bei'ore commencing the performance of this work of the Agreement as set forth in California Labor Code section 1861. 6. Insurance The Contractor shalt take out and maintain during the life of this Agreement such Bodily Injury Liability and Property Damage Liability Insurance as shah protect himlher while performing work covered by Utis Agreement from any and all claims for damages for bodily injury, including accidental death, as well as any and all operations under this Agreement, whether such operations be by himself/herself or by any Subcontractor or by anyone directly or indirectly employed by either of them. Such insurvtcc shall be combined single Limit bodily injury and property damage for each occurrence and shall not be less than the amount specified by Risk Management. 7. Hold Harmless Contractor agrees to indemnify and defend the County, its employees and agents from any and all claims, damages and liability in any way occasioned by or arising out of the negligence of the contractor in the performance of this agreement, including any sanctions, penalties or claims of damages resulting from Contractor's failure to comply with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (I-IiPAA} and all Federal regulations promulgated thereunder, as amended. 8. Confidentiality All data produced or compiled by Contractor shall be considered confidential unless it can he obtained as public record and shall not be shared with a third party without the prior written consent of County. All financial, statistical, personal, technical, and other data and information relating to the County's operations which is made available to the Contractor in order to carry out This Agreement shall be presumed to be confidential. Contractor shall protect said data and information from unauthorized use and disclosure by the observance of the same or more effective procedures as the County requires of its own personnel. 'fhe Contractor shall not, however, be required by this paragraph to keep confidential any data or information which is or becomes publicly available, is already rightfully in the Contractor's possession, is independently developed by the Contractor outside the scope of the Agreement or is rightfully obtained from third parties. 9. Non-AssienaYility Contractor shall not assign this Agreement or any portion thereof to a third party without the prior written consent of County, and any attempted assignment without such prior written consent in violation of this Section shall automatically terminate this Agreement.