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equipment/services as estimated by Contractor and approved by the Executive Director in <br />writing as set forth in Section 1, above. <br />b. Payment shall be made within thirty (30) days following receipt of proper invoice <br />evidencing work performed, subject to City accounting procedures. Payment need not be made <br />for work which fails to meet the standards of performance set forth in the Recitals which may <br />reasonably be expected by City. <br />3. TERM <br />This Agreement shall commence on the date first written above and terminate on May 31, <br />2014, unless terminated earlier in accordance with Section 12, below. The term of this <br />Agreement may be extended upon a writing executed by the City Manager and the City <br />Attorney. <br />4. INDEPENDENT CONTRACTOR <br />Contractor 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 />Contractor performs the services which are the subject matter of this Agreement; however, the <br />services to be provided by Contractor shall be provided in a manner consistent with all <br />applicable standards and regulations governing such services, Contractor 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. <br />5. INSURANCE <br />Prior to undertaking performance of work under this Agreement, Contractor shall <br />maintain and shall require its subcontractors, if any, to obtain and maintain insurance as <br />described below: <br />a. Commercial General Liability Insurance. Contractor shall maintain commercial <br />general liability insurance naming the City, its officers, employees, agents, volunteers and <br />representatives as additional insured(s) and shall include, but not be limited to protection against <br />claims arising from bodily and personal injury, including death resulting therefrom and damage <br />to property, resulting from any act or occurrence arising out of Contractor's operations in the <br />performance of this Agreement, including, without limitation, acts involving vehicles. The <br />amounts of insurance shall be not less than the following: single limit coverage applying to <br />bodily and personal injury, including death resulting therefrom, and property damage, in the total <br />amount of $1,000,000 per occurrence. Contractor shall supply City with a fully executed <br />additional insured endorsement in substantially the form attached hereto as Exhibit B upon <br />execution of this Agreement and shall be approved in form by the City Attorney. <br />25A -4 <br />