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3. Term. Unless earlier terminated, the term of this Agreement will commence upon <br />the date first above written and shall expire upon completion of performance of Services <br />hereunder by Consultant. <br />4. Time is of the Essence. Time is of the essence for each and every provision of <br />this Agreement. <br />5. Compensation. Consultant will provide the Services described herein for the not <br />exceed amount of Twenty-five Thousand Dollars ($25,000). Consultant shall bill on an <br />hourly basis for the Services, at the following hourly rates: <br />Shareholder: $500 <br />Senior Associate: $400 <br />Consultant expects Chris Lynch, a shareholder, will provide the services. Brian <br />Haroldson, an associate, will provide services as needed. <br />No other compensation for the Services will be allowed except for items covered by <br />subsequent amendments to this Agreement. <br />5.1 An application for payment form must be submitted to City, which shall <br />include a clear, detailed invoice reflecting work being billed for. <br />5.2 Consultant shall maintain adequate records and shall permit inspection <br />and audit by City of Consultant's charges under this Agreement. Consultant shall make <br />such records available to City during normal business hours upon reasonable notice. <br />Nothing herein shall convert such records into public records, and they will be available <br />only to City and any specified public agencies. Such records shall be maintained by <br />Consultant for one (1) year following completion of the work under this Agreement <br />unless a longer period of time is required by state or federal law, in which event <br />Consultant shall retain its records for the time required by such laws. <br />5.3. The payment made to Consultant pursuant to the Agreement will be the <br />full and complete compensation to which Consultant is entitled. City will not make any <br />federal 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 reimburse City within thirty (30) days for any tax, retirement <br />contribution, social security, overtime payment, unemployment payment or workers' <br />compensation payment, which City makes on behalf of Consultant or any agent, <br />employee, or subcontractor of Consultant for work done under this Agreement. At the <br />City's election, City may deduct the reimbursable amount from any balance owing to <br />Consultant. <br />ATTY/DOCS-AGR/REPRESENTATION AGR/JONES HALL, A PROFESSIONAL LAW CORPORATION <br />REV: 03-23-2020 EI <br />Page 2 of 9 <br />