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<br />4. INDEPENDENT CONTRACTOR
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<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
<br />shall it be construed to create an employer-employee relationship, a joint venture relationship, or
<br />to allow the City to exercise discretion or control over the professional manner in which
<br />Consultant performs the services which are the subject matter of this Agreement; however, the
<br />services to be provided by Consultant shall be provided in a manner consistent with all
<br />applicable standards and regulations governing such services. Consultant shall pay all salaries and
<br />wages, employer's social security taxes, unemployment insurance and similar taxes relating to
<br />employees and shall be responsible for all applicable withholding taxes.
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<br />5. INSURANCE
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<br />Prior to undertaking performance of work under this Agreement, Consultant shall
<br />maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
<br />described below:
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<br />a. Due to the nature of the services provided, general commercial liability insurance is
<br />not required.
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<br />b. Worker's Compensation Insurance. In accordance with the provisions of Section
<br />3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured
<br />against liability for worker's compensation or to undertake self-insurance. Prior to commencing
<br />the performance of the work under this Agreement, Consultant agrees to obtain and maintain any
<br />employer's liability insurance with limits not less than $1,000,000 per accident.
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<br />6. INDEMNIFICATION
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<br />Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
<br />employees, consultants, special counsel, and representatives from liability for personal injury,
<br />damages, just compensation, restitution, judicial or equitable relief arising out of claims for
<br />personal injury, including health, and claims for property damage, which may arise from the
<br />direct or indirect operations of the Consultant or its contractors, subcontractors, agents,
<br />employees, or other persons acting on their behalf which relates to the services described in
<br />section 1 of this Agreement. This indemnity and hold harmless agreement applies to all claims
<br />for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to
<br />have been suffered, by reason of the events referred to in this Section. The Consultant further
<br />agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees
<br />and costs for special counsel to be selected by the City, regarding any action by a third party
<br />asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief
<br />due to personal or property rights arises by reason of effects arising from this Agreement. City
<br />may make all reasonable decisions with respect to its representation in any legal proceeding.
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