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apparatus listed above, prior to the execution of an Agreement to sell that piece of equipment to a <br />third party. In such case, Broker shall not be entitled to commission for that equipment. City <br />shall notify Broker immediately if such transfer has occurred." <br />2. REPRESENTATIVES <br />For purposes of implementing this Agreement, the representative of City shall be the <br />Executive Director of Finance and Management Services, or his designated representative, and <br />the representative of the Broker shall be the Principal her designated representative. Except as <br />may be otherwise stated herein, such representatives shall have the authority to act on behalf of <br />their respective parties in carrying out the terms of this Agreement. <br />3. COMPENSATION <br />a. City agrees to pay, and Broker agrees to accept as total payment for its services, a <br />commission equal to five percent (5%) of the sales price of the apparatus. <br />b. Broker will refer to City all qualified inquires regarding the specified apparatus. <br />When a pricing agreement is reached, Broker will collect the full purchase price and transfer the <br />balance, minus the five percent (5%) commission, to City. The remittance shall be accompanied <br />by a sales receipt containing all terms and conditions of such sale. <br />4. TERM <br />This Agreement shall commence on the date first written above and the Broker <br />authorization shall terminate on August 31, 2013, unless terminated earlier pursuant to Section <br />13, below. The term of this Agreement may be extended by a writing executed by the Executive <br />Director of Finance and Broker. <br />5. INDEPENDENT CONTRACTOR <br />Broker shall, during the entire term of this Agreement, be construed to be an independent <br />contractor and not an employee of the City. This Agreement is not intended nor shall it be <br />construed to create an employer-employee relationship, a joint venture relationship, or to allow <br />the City to exercise discretion or control over the professional manner in which Broker performs <br />the services which are the subject matter of this Agreement; however, the services to be provided <br />by Broker shall be provided in a manner consistent with all applicable standards and regulations <br />governing such services. Broker shall pay all salaries and wages, employer's social security taxes, <br />unemployment insurance and similar taxes relating to employees and shall be responsible for all <br />applicable withholding taxes. <br />6. INSURANCE <br />Prior to undertaking performance of work under this Agreement, Broker shall maintain <br />and shall require its subcontractors, if any, to obtain and maintain Worker's Compensation <br />Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Broker, if <br />Broker has any employees, is required to be insured against liability for worker's compensation <br />or to undertake self-insurance. Prior to commencing the performance of the work under this <br />Agreement, Broker agrees to obtain and maintain any employer's liability insurance with limits <br />required by law.