Laserfiche WebLink
provided, further, that such unavoidable delay will not include strikes, lockouts, work <br /> stoppages, or other labor disturbances conducted by, or on behalf of, Consultant's <br /> officers or employees. <br /> Consultant acknowledges the importance to Agency of Agency's project schedule and <br /> agrees to use its best professional efforts to meet the schedule. Agency understands <br /> that Consultant's performance must be governed by sound practices. <br /> 5. Time is of the Essence. Time is of the essence for each and every provision of <br /> this Agreement. <br /> 6. Compensation. The total fee payable for the Services to be performed during the <br /> initial term of this Agreement will not exceed Twenty Three Thousand, Six Hundred and <br /> Seventy Five Dollars $23,675. No other compensation for the Services will be allowed <br /> except for items covered by subsequent amendments to this Agreement. Agency has <br /> the authority to withhold a 10% percent retention until Agency has accepted all of the <br /> services specified in Exhibit "A." <br /> There shall be no additional charge for expenses unless agreed to by Agency. Payment <br /> will occur only after receipt by Agency of invoices sufficiently detailed to include hourly <br /> rates, hours worked, and tasks performed, unless otherwise agreed to by Agency. <br /> Incremental payments, if applicable, will be made as outlined in attached Exhibit "A." <br /> The payment made to Consultant pursuant to the Agreement will be the full and <br /> complete compensation to which Consultant is entitled. Agency will not make any <br /> federal or state tax withholdings on behalf of Consultant or its agents, employees or <br /> subcontractors. Agency will not be required to pay any workers' compensation <br /> insurance or unemployment contributions on behalf of Consultant or its employees or <br /> subcontractors. Consultant agrees to reimburse Agency within thirty (30) days for any <br /> tax, retirement contribution, social security, overtime payment, unemployment payment <br /> or workers' compensation payment which Agency makes on behalf of Consultant or any <br /> agent, employee, or subcontractor of Consultant for work done under this Agreement. <br /> At the Agency's election, Agency may deduct the reimbursable amount from any <br /> balance owing to Consultant. <br /> 7. Status of Consultant. Consultant will perform the Services as an independent <br /> contractor and not as an employee of Agency. The persons used by Consultant to <br /> provide services under this Agreement shall not be considered employees of Agency for <br /> any purposes. <br /> 8. Subcontractinq. Consultant will not subcontract any portion of the Services <br /> without prior written approval of Executive Director or his/her designee. If Consultant <br /> subcontracts any of the Services, Consultant will be fully responsible to Agency for the <br /> acts and omissions of Consultant's subcontractor and of the persons either directly or <br /> indirectly employed by the subcontractor, as Consultant is for the acts and omissions of <br /> persons directly employed by Consultant. Nothing contained in this Agreement will <br /> ATTY/AGR/2012.153/BADAWI ASSOC—SA <br /> REV:09-18-12 VR <br /> Page 2 of 16 <br />