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<br /> or become due to Contractor under this Agreement or may demand Contractor to promptly
<br /> reimburse the City for such cost.
<br /> 12. Independent Contractor.
<br /> A. It is further agreed by and between the parties that because this Agreement shall not
<br /> constitute nor create an employer-employee relationship, and since the Contractor is an
<br /> independent contractor, Contractor shall be responsible for all obligations relating to federal
<br /> income tax, self-employment FICA taxes and contributions, and all other so called employer taxes
<br /> and contributions, including, but not limited to, industrial insurance (Workmen's Compensation),
<br /> and that the Contractor agrees to indemnify, defend and hold the City harmless from any claims,
<br /> valid or otherwise, made to the City, because of these obligations.
<br /> B. Any and all employees of the Contractor, while engaged in the performance of any
<br /> Work, shall be considered employees of only the Contractor and not employees of the City. The
<br /> Contractor shall be solely liable for any and all claims that may or might arise under the Worker's
<br /> Compensation Act on behalf of said employees or Contractor, while so engaged and for any and
<br /> all claims made by a third party as a consequence of any negligent act or omission on the part of
<br /> the Contractor's employees, while so engaged on any of the Work
<br /> C. Contractor shall comply with all applicable provisions of the Fair Labor Standards Act
<br /> and other legislation affecting its employees and the rules and regulations issued thereunder
<br /> insofar as applicable to its employees and shall at all times save the City free, clear and harmless
<br /> from all actions, claims, demands and expenses arising out of said act, and rules and regulations
<br /> that are or may be promulgated in connection therewith.
<br /> D. Contractor assumes full responsibility for the payment of all payroll taxes, use, sales,
<br /> income, or other form of taxes (such as state and, city business and occupation taxes), fees,
<br /> licenses, excises or payments required by any city, federal or state legislation which are now or
<br /> may during the term of the Agreement be enacted as to all persons employed by the Contractor
<br /> and as to all duties, activities and requirements by the Contractor in performance of the Work and
<br /> Contractor shall assume exclusive liability therefore, and meet all requirements thereunder
<br /> pursuant to any rules or regulations that are now or may be promulgated in connection therewith.
<br /> 13. Employment. The Contractor warrants that he had not employed or retained any company
<br /> or person, other than a bona fide employee working solely for the Contractor, to solicit or secure
<br /> this Agreement and that he has not paid or agreed to pay any company or person, other than a
<br /> bona fide employee working solely for the Contractor, any fee, commission, percentage,
<br /> brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or
<br /> making of this Agreement. For breach or violation of this warranty, the City shall have the right to
<br /> annul this Agreement without liability or, in its discretion, to deduct from the Agreement price or
<br /> consideration or otherwise recover, the full amount of such fee, commission, percentage,
<br /> brokerage fee, gift, or contingent fee.
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