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not employees of the City. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. Consultant shall not subcontract any of the services required without written approval of the City. 5. COMPENSATION. The City agrees to pay, and Consultant agrees to accept as total payment for said services, that compensation payable hereunder SHALL NOT EXCEED Three Hundred Fifty Seven Thousand Three Hundred Sixty Six Dollars ($357,366.00) for all hours worked, travel, expenses and deliverables related to the Scope of Work under this agreement. Payment by the City shall be made within thirty (30) days following receipt of a proper invoice for work performed during the preceding month, subject to City accounting procedures. Except payment of said invoices attributable to the final $52,000.00 of the contract (approximately 156 of the total contract amount) shall be withheld until such time as the City Council hearing for certification of the EIR or the contract is terminated, whichever occurs first. Charges for services listed in the invoice shall be in accordance with the Fee Estimate set forth in Exhibit "A." 6. TIME FOR COMPLETION. The services to be performed pursuant to this Agreement shall be completed on or before April 30, 2000, subject to extension with the approval of the City Attorney. 7. INDEMNIFICATION. Consultant agrees to indemnify, defend and hold harmless the City, its officers, agents, employees and volunteers against any and all loss or damage, suits, actions and claims arising out of, or related to, the negligent acts or omissions of Consultant or of the officers, agents, or employees of Consultant, in the performance of this Agreement. 8. INSURANCE. With respect to performance of work under this agreement, Consultants shall maintain and shall require its subcontractors, if any, to maintain insurance as described below: (1) worker's compensation insurance with statutory limits, and employer's liability insurance with limits of not less than $1,000,000 per accident. (2) Commercial general liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. If such insurance contains a general aggregate limit, such limit shall apply separately to each project Consultant performs for FJ