|
DocuSign Envelope ID: 85A15EAD-F9AE-4B80-8EES-FBACB34C4780
<br />The base term of this Agreement shall commence on the date first written above and shall
<br />expire on December 31, 2025, with provision for two extension options of three years, and one
<br />year; respectively, ending December 31, 2029, unless terminated earlier in accordance with
<br />Section 9, below. This Agreement shall cover all services provided by Consultant since July 1,
<br />2022.
<br />4. INDEPENDENT CONTRACTOR
<br />Consultant shall, during the entire term of this Agreement, be construed to be an
<br />independent contractor and not an employee of the City. This Agreement is not intended nor shall
<br />it be construed to create an employer -employee relationship, a joint venture relationship, or to
<br />allow the City to exercise discretion or control over the professional manner in which Consultant
<br />performs the services which are the subject matter of this Agreement; however, the services to be
<br />provided by Consultant shall be provided in a manner consistent with all applicable standards and
<br />regulations governing such services. Consultant -shall pay all salaries and wages, employer's social
<br />security taxes, unemployment insurance and similar taxes relating to employees and shall be
<br />responsible for all applicable withholding taxes.
<br />5. INSURANCE
<br />Prior to undertaking performance of work under this Agreement, Consultant shall produce
<br />and maintain for the duration of the Agreement claims for security breaches, system failures,
<br />injuries to persons, damages to software, or damages to property (including computer equipment)
<br />which may arise from or in connection with the performance of the work hereunder by the
<br />Consultant and shall require its subcontractors, agents, representatives, or employees, if any, to
<br />obtain and maintain insurance as described below. Consultant shall procure and maintain for the
<br />duration of the contract insurance claims arising out of their services and including, but not limited
<br />to loss, damage, theft or other misuse of data, invasion of privacy and breach of data.
<br />a. Minimum Scope and Limit of Insurance
<br />1. Commercial General Liability (CGL): Insurance Services Office Form CG
<br />00 01 covering CGL on an "occurrence" basis, including products and
<br />completed operations, property damage, bodily injury and personal &
<br />advertising injury with limits no less than $2,000,000 per occurrence,
<br />$4,000,000 aggregate. Limits can be obtained with a combination of primary
<br />and excess/umbrella coverages.
<br />2. Automobile Liability: Insurance Services Office Form Number CA 0001
<br />covering, Code I (any auto), or if Consultant has no owned autos, Code 8
<br />(hired) and 9 (non- owned), with limit no less than $2,000,000 per accident for
<br />bodily injury and property damage. Limits can be obtained with a combination
<br />of primary and excess/umbrella coverages.
<br />3. Workers' Compensation insurance as required by the State of California, with
<br />Statutory Limits, and Employer's Liability Insurance with limit of no less than
<br />$1,000,000 per accident for bodily injury or disease.
<br />4. Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence
<br />Page 4 of 12
<br />
|