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invoice evidencing work performed, subject to City accounting procedures. City and <br />Contractor agree that all payments due and owing under this Agreement shall be made <br />through Automated Clearing House (ACH) transfers. Contractor agrees to execute the <br />City's standard ACH Vendor Payment Authorization and provide required <br />documentation. Upon verification of the data provided, the City will be authorized to <br />deposit payments directly into Contractor's account(s) with financial institutions. <br />Payment need not be made for work which fails to meet the standards of performance <br />set forth in the Recitals which may reasonably be expected by City. <br />3. TERM <br />This Agreement shall commence on July 1, 2024 and terminate on June 30, 2025, unless <br />terminated earlier in accordance with Section 15, below. The parties agree that certain specified <br />sections of this Agreement will survive termination or expiration of the Agreement. <br />4. INDEPENDENT CONTRACTOR <br />Contractor and its employees, agents and officers shall, during the entire term of this <br />Agreement, be construed to be independent contractors and not employees of the City. This <br />Agreement is not intended nor shall it be construed to create an employer -employee relationship, <br />a joint venture relationship, or to allow the City to exercise discretion or control over the <br />professional manner in which Contractor performs the services which are the subject matter of this <br />Agreement; however, the services to be provided by Contractor shall be provided in a manner <br />consistent with all applicable standards and regulations governing such services. Contractor shall <br />pay all salaries and wages, employer's social security taxes, unemployment insurance and similar <br />taxes relating to employees and shall be responsible for all applicable withholding taxes. <br />Contractor is not an agent, representative, or employee of the City and Contractor shall have no <br />authority to act on behalf of the City. <br />5. INSURANCE <br />Contractor shall procure and maintain for the duration of the Agreement, the following <br />insurance coverages: <br />a. Minimum Scope and Limit of Insurance <br />(1) Commercial General Liability (CGL). Insurance Services Office ("ISO") <br />Form CG 00 01 covering CGL on an "occurrence" basis, including products <br />and completed operations, property damage, bodily injury and personal & <br />advertising injury with limits no less than $1,000,000 per occurrence and <br />$2,000,000 aggregate. <br />(2) Automobile Liability (AL). ISO Form Number CA 00 01 covering any auto <br />(Code 1), or if Contractor has no owned autos, hired, (Code 8) and non -owned <br />autos (Code 9), with a limit no less than $1,000,000 per accident for bodily <br />injury and property damage. <br />Page 2 of 40 <br />