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6 O. To act as the City's medical liaison with the ambulance <br /> companies authorized to conduct business within the City limits of the City pertaining <br /> to coordinated delivery of emergency medical services. <br /> 3. RELATION OF PARTIES <br /> The parties to this Agreement shall not constitute nor create an <br /> employer/employee relationship. Brown and Finn are independent contractors <br /> responsible for all obligations relating to federal income tax, self-employment FICA <br /> taxes and contributions and all other employer taxes and contributions and Brown <br /> and Finn agree to indemnify, defend and hold the City harmless from any claim, valid <br /> or otherwise, made to the City because of these obligations. Brown and Finn are not <br /> employees of the City and are not entitled to the benefits provided by the City to its <br /> employees including, but not limited to, group insurance and pension plans. Brown <br /> and Finn may practice their profession for others during those periods when they are <br /> not performing work under this Agreement for the City. <br /> 4. DURATION <br /> The term of this Agreement shall be from October 1, 2006 through <br /> December 31, 2009. It is understood that the City or Brown or Finn may voluntarily <br /> terminate this Agreement by providing sixty (60) days advance written notice to the <br /> other. In the event of termination of this agreement, except in the case of a material <br /> breach, Brown or Finn are entitled to compensation for services rendered prior to <br /> notice of termination. <br /> 5. COMPENSATION <br /> The City agrees to pay Brown or Finn the sum of Three Thousand Five <br /> Hundred Dollars ($3,500.00) per calendar month for services rendered as Director as <br /> set forth in this Agreement. Such payment shall be full compensation for services <br /> rendered including, but not limited to, all labor, materials, supplies, equipment and <br /> incidentals necessary to provide the services. Brown or Finn will submit invoices for <br /> the period of his engagement as set forth in section 1 above. Any overlap of <br /> services between Finn or Brown shall be resolved between them; provided that the <br /> Fire Chief shall be the arbiter of any disputes. <br /> 6. ASSIGNMENT OF AGREEMENT <br /> Neither Finn nor Brown shall sublet or assign any of the work covered <br /> by this Agreement without the express written consent of the City. <br /> 7. INDEMNIFICATION <br /> Finn and Brown hereby agree to save the City, its officers, employees <br /> and agents harmless and indemnify them from all loss, claims, costs, expenses <br /> (including but not limited to attorney's fees and litigation expenses) or damage <br /> occasioned to the City, its officers, employees or agents or to any third person or <br /> property by reason of any act, error or omission of the Finn or Brown, their employees, <br /> subcontractors or agents which arises as a result of this Agreement, and shall, after <br /> reasonable notice thereof, defend and pay the expense of defending any claim or suit which <br /> may be commenced against the City, its officers, employees or agents, or any third person <br /> 3 1 <br />