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1 <br />2 <br />3 <br />4 <br />5 <br />6 <br />7 <br />8 <br />9 <br />10 <br />11 <br />12 <br />13 <br />14 <br />15 <br />16 <br />17 <br />18 <br />19 <br />20 <br />21 <br />22 <br />23 <br />24 <br />25 <br />26 <br />27 <br />28 <br />29 <br />30 <br />31 <br />32 <br />33 <br />34 <br />35 <br />36 <br />37 <br />IV. SEVERABILITY <br />If a court of competent jurisdiction declares any provision of this Agreement or application thereof <br />to any person or circumstances to be invalid or if any provision of this Agreement contravenes any <br />Federal, State, or County statute, ordinance, or regulation, the remaining provisions of this Agreement or <br />the application thereof shall remain valid, and the remaining provisions of this Agreement shall remain <br />I in full force and effect, and to that extent the provisions of this Agreement aze severable. <br />V. STATUS OF THE PARTIES <br />Each party is, and shall at all times be deemed to be, an independent contractor and shall be wholly <br />responsible for the manner in which it performs the services required of it by the terms of this <br />Agreement. Each party is entirely responsible for compensating staff and consultants employed by that <br />'party. This Agreement shall not be construed as creating the relationship of employer and employee, or <br />principal and agent, between COUNTY and CITY or any of either party's employees, agents, <br />consultants, or subcontractors. Each party assumes exclusively the responsibility for the acts of its <br />employees, agents, consultants, or subcontractors as they relate to the services to be provided during the <br />course and scope of their employment. Each party, its agents, employees, or subcontractors, shall not be <br />entitled to any rights or privileges of the other party's employees and shall not be considered in any <br />manner to be employees of the other party. <br />VI. TERM <br />A. The term of this Agreement shall commence and terminate as specified on Page 3 of this <br />Agreement, unless otherwise sooner terminated as provided in this Agreement; provided, however, <br />COUNTY shall be obligated to perform such duties as would normally extend beyond this teen, <br />including but not limited to, obligations with respect to confidentiality, indemnification, audits, reporting <br />and accounting. <br />B. The term of this Agreement shall be automatically extended fora 180-day period through <br />December 31, 2007, if a successor Agreement between the parties is not in force by July 1, 2007, and no <br />notice ofnon-renewal has been given by either CITY or COUNTY in accordance with the Termination <br />paragraph of this Agreement. <br />C. If either party determines not to renew this Agreement, a minimum of six (6) months' written <br />notice shall be given to the other party. <br />VII. TERMINATION <br />A. If either party determines not to renew this Agreement, written notice shall be given to the other <br />party no later than December 31, 2006. <br />B. Any obligation of COUNTY under this agreement is contingent upon the following: <br />// <br />X:\CONTRACT 2006-0741nimal Care Services-Master2-06-07-HH.Doc <br />5 of 7 <br />ACSXK07 <br />