2024/06/26 Council Agenda Packet

Specialized Services Agreement Page 6 of 10 PST Investigations City of Everett, WA 2024 Public Safety Testing, Inc. disclosure. The disclosure will be made during the candidate's application process with the Contractor. 5. Independent Contractor: The Contractor is an independent contractor. Any and all agents, employees, or contractors of the Contractor shall have such relation only with the Contractor. Nothing herein shall be interpreted to create an employment, agency , or contractual relationship between the Client and any employee, agent, or sub- contractor of the Contractor. 6. Indemnity and Hold Harmless: To the extent of the Contractor's negligence, breach of this Agreement, intentional misconduct, or violation of applicable law, the Contractor shall defend, indemnify , and hold harmless the Client from and against any and all claims, lawsuits, or liability arising from this Agreement. 7. Termination: The Contractor and the Client may withdraw from this Agreement at any time for any reason with 60 days written notice, provided, however, that the provisions of paragraphs 3.2 shall remain in full force and effect following the termination of this Agreement with respect to, and continuing for so long as the consent of the candidate tested by the Contractor remains in effect. 8. Entire Agreement, Amendment: This Agreement contains the complete and integrated understanding and agreement between the parties related to the subject matter herein and supersedes any understanding, agreement or negotiation whether oral or written not set forth herein. This Agreement may only be amended by written amendment executed by Mayor of the City of Everett for Client and by an authorize representative of Contractor for Contractor. 9. Miscellaneous Provisions: 9.1 Audits and Inspections. At any time during normal business hours and as often as the Client may deem necessary, the Contractor shall make available to the Client for the Client's examination all of the Contractor's records and documents with respect to all matters covered by this Agreement and, furthermore, the Contractor will permit the Client to audit, examine and make copies, excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. 9.2 City of Everett Business License. Contractor agrees to obtain a City of Everett business license prior to performing any work pursuant to this Agreement. 9.3 State of Washington Requirements. Contractor agrees to register and obtain any State of Washington business licenses, Department of Revenue