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STRC collaborating partners <br />Redwood City 2020 will work closely with the Director to develop and sustain <br />programs to support students in reaching their academic and social -emotional <br />potential; assist with resource development and with design and implementation of <br />and evaluation model to track the impact of STRC programs. <br />3. Funding. Redwood City 2020 will pay to SUHSD a total amount of Twenty <br />Three Thousand Dollars ($23,000) to partially fund the Director's services for the <br />2018-2019 school year at SUHSD. No other compensation for the Services will be <br />allowed, except for items covered by subsequent amendments to this Agreement. <br />4. Status of Director. The Director will perform the Services as an independent <br />contractor and not as an employee of Redwood City 2020 or City. <br />5. Indemnification. SUHSD will defend, indemnify and hold harmless City and its <br />City Council, officers, officials, agents, employees and volunteers and Redwood City <br />2020 and its officers, agents, employees, and volunteers, from and against all <br />claims, litigation, damages, losses and expenses including attorney fees arising out <br />of the performance of the Services, caused in whole or in part by the willful <br />misconduct or any negligent act or omission of the Director or SUHSD, any <br />subcontractor, anyone directly or indirectly employed by any of them or anyone for <br />whose acts any of them may be liable, except where caused by the sole negligence <br />or willful misconduct of City or Redwood City 2020. <br />The Parties expressly agree that any reasonable payment, attorney's fee, cost or <br />expense City incurs or makes to or on behalf of an injured employee under the City's <br />self-administered workers' compensation is included as a loss, expense or cost for <br />the purposes of this section. <br />The Parties expressly agree that this section shall survive the expiration or early <br />termination of the Agreement. <br />6. Termination. The Parties may terminate this Agreement at any time after a <br />discussion, and written notice to the other party. <br />7. Amendments. This Agreement may be amended by mutual consent of the <br />Parties. Any amendment will be in writing, signed by the Parties, with a statement of <br />the changes in charges or time schedule. <br />8. Entire Agreement. This Agreement, together with any other written document <br />referred to or contemplated by it, along with the purchase order for this Agreement <br />and its provisions, embody the entire Agreement and understanding between the <br />parties relating to the subject matter of it. In case of conflict, the terms of the <br />Agreement supersede the purchase order and any other attachment or exhibit. <br />Neither this Agreement nor any of its provisions may be amended, modified, waived <br />Page 3 of 5 <br />REV: 04-11-19 RL <br />ATTY/AGR.2019.093/SUSHD Teen Resource Center Director <br />