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CITY <br /> CITY OF EVERETT <br /> PROFESSIONAL SERVICES AGREEMENT <br /> THIS AGREEMENT made and entered into on this 1st day of Feb, 2017, by and between the CITY <br /> OF EVERETT, a municipal corporation under the laws of the State of Washington,hereinafter referred <br /> to as the "City," and Jeff Pfahl,whose address Box 5528, Everett WA 98206,hereinafter referred to as <br /> the"Service Provider." <br /> WHEREAS,the City desires to engage Service Provider to video recording services for the City of <br /> Everett; and <br /> WHEREAS, Service Provider represented, and by entering into this Agreement now represents,that it is <br /> fully qualified to perform the work to be performed hereunder in a competent and professional manner; <br /> NOW,THEREFORE,the parties herein do mutually agree as follows: <br /> 1. Engagement of Service Provider. In a competent and professional manner, Service Provider shall <br /> provide the following services(hereafter referred to as"Work"): As defined in Exhibit A Scope of <br /> Services. Without a written directive of an authorized representative of the City, Service Provider shall <br /> not perform any services that are in addition to, or beyond the scope of,the Work between the City and <br /> Service Provider. If Service Provider's proposal is attached as an exhibit, and if such proposal contains or <br /> incorporates any conditions or terms in addition to or different from the terms of this Agreement,then <br /> Service Provider expressly agrees that such conditions or terms are neither incorporated nor included into <br /> this Agreement between the City and Service Provider. <br /> 2. Intellectual Property Rights. Unless otherwise expressly agreed in writing, all intellectual property <br /> rights in works created pursuant to this Agreement, or for the City of Everett,belong to the City of <br /> Everett. Service Provider retains any intellectual property rights in works created by Service Provider <br /> prior to engagement,or not for its performance of this Agreement. Service Provider expressly represents <br /> and warrants that the Work shall be original and shall not infringe on another's copyright, or rights in <br /> trade or service marks. Service Provider agrees to defend and indemnify City from any and all claims and <br /> damages arising out of this Agreement or the Work created hereunder. <br /> 3. Time of Beginning and Completion of Performance. This Agreement shall commence as of the <br /> date of execution of this Agreement and shall be completed by January 31, 2018. <br /> 4. Compensation. <br /> A. The City shall pay Service Provider only for completed Work and for services actually rendered <br /> which are described herein. Such payment shall be full compensation for Work performed or services <br /> rendered, including, but not limited to, all labor, materials, supplies, equipment, and incidentals necessary <br /> to complete the Work. <br /> B. Service Provider shall be paid such amounts and in such manner as follows: $30 per hour for <br /> nightime Council Chamber meeting recordings: minimum 2 hours, $60 per hour for <br /> daytime Council Chamber meeting recordings: minimum 2 hours <br /> C. Service Provider may receive payment as reimbursement for Eligible Expenses actually incurred. <br /> "Eligible Expenses"means those types and amounts of expenses approved for reimbursement by the City. <br /> Page 1 <br /> (Form Approved by City Attorney's Office January 1,2010,updated November 21,2016) <br />