Agmt11 The Covello Group, Inc. - Laserfiche WebLink

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stoppages, or other labor disturbances conducted by, or on behalf of, Consultant's officers or employees. Consultant acknowledges the importance to City of City's project schedule and agrees to use its best professional efforts to meet the schedule. City understands that Consultant's performance must be governed by sound practices. 5. Time is of the Essence. Time is of the essence for each and every provision of this Agreement. 6. Compensation. The total fee payable for the Services to be performed as described in Exhibit "A" of this Agreement is Eighty four thousand eight hundred and 00/100 Dollars ($84,800.00). No other compensation for the Services will be allowed except for items covered by subsequent written amendments to this Agreement. Consultant's services are provided on an hourly time and expense basis. Covello has no responsibility to provide services in excess of the amounts indicated in Exhibit "A" unless modified by subsequent written amendments to this Agreement. City shall compensate Consultant for all services to be performed by Consultant in an amount equal to the Consultant's hourly rates for personnel times the number of hours (or potions of hours measured in quarter hours) of services rendered. The rates of charge for Consultant's personnel are set forth in Exhibit "A". City shall reimburse Consultant for expenses directly incurred in performing services, including reimbursement for or not included in hourly compensation rates, and similar out-of pocket expenses, including such additional compensable expenses as may be described in Exhibit "A". Compensation and reimbursement of expenses shall be payable upon monthly billing by Consultant to City, which billing shall include an itemized statement, briefly describing the services rendered and costs incurred, respectively, for the items billed. City shall pay all undisputed amounts within forty-five (45) days. 7. Status of Consultant. Consultant will perform the Services in Consultalnt's as an independent contractor and not as an employee of City. The persons used by Consultant to provide services under this Agreement shall not be considered employees of City for any purposes. 8. Subcontracting. Consultant will not subcontract any portion of the Services without prior written approval of City Manager or his/her designee. If Consultant subcontracts any of the Services, Consultant will be fully responsible to City for the acts and omissions of Consultant's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Consultant is for the acts and omissions of persons directly employed by Consultant. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Consultant and City. Consultant will be responsible for payment of subcontractors. Consultant will bind every ATTY/AGR/2011.040/COVELLO 2 041211