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<br /> as set forth in this Section or where subconsultants and subcontractors are unable to comply with the
<br /> obligations of this Section, Contractor's shall procure and keep in force insurance to cover claims arising
<br /> out of or alleged to arise out of the acts, omissions,or conduct of said subconsultants or subcontractors.
<br /> 12. Independent Contractor.
<br /> A. It is further agreed by and between the parties that because this Agreement shall not constitute
<br /> nor create an employer-employee relationship, and since the Contractor is an independent contractor,
<br /> Contractor shall be responsible for all obligations relating to federal income tax, self-employment FICA
<br /> taxes and contributions, and all other so called employer taxes and contributions, including, but not
<br /> limited to, industrial insurance (Workmen's Compensation), and that the Contractor agrees to indemnify,
<br /> defend and hold the City harmless from any claims, valid or otherwise, made to the city, because of these
<br /> obligations.
<br /> B. Any and all employees of the Contractor, while engaged in the performance of any Work,
<br /> shall be considered employees of only the Contractor and not employees of the City. The Contractor shall
<br /> be solely liable for any and all claims that may or might arise under the Worker's Compensation Act on
<br /> behalf of said employees or Contractor,while so engaged and for any and all claims made by a third party
<br /> as a consequence of any negligent act or omission on the part of the Contractor's employees, while so
<br /> engaged on any of the Work.
<br /> C. Contractor shall comply with all applicable provisions of the Fair Labor Standards Act and
<br /> other legislation affecting its employees and the rules and regulations issued thereunder insofar as
<br /> applicable to its employees and shall at all times save the City free, clear and harmless from all actions,
<br /> claims, demands and expenses arising out of said act, and rules and regulations that are or may be
<br /> promulgated in connection therewith.
<br /> D. Contractor assumes full responsibility for the payment of all payroll taxes, use, sales, income,
<br /> or other form of taxes (such as state and, city business and occupation taxes), fees, licenses, excises or
<br /> payments required by any city, federal or state legislation which are now or may during the term of the
<br /> Agreement be enacted as to all persons employed by the Contractor and as to all duties, activities and
<br /> requirements by the Contractor in performance of the Work and Contractor shall assume exclusive or may
<br /> be promulgated in connection therewith.
<br /> 13. Employment.
<br /> A. The Contractor warrants that it has not employed or retained any company or person, other
<br /> than a bona fide employee working solely for the Contractor, to solicit or secure this Agreement and that
<br /> it has not paid or agreed to pay any company or person, other than a bona fide employee working solely
<br /> for the Contractor, any fee, commission, percentage, brokerage fee, gifts, or any other consideration,
<br /> contingent upon or resulting from the award or making of this Agreement. For breach or violation of this
<br /> warranty, the City shall have the right to annul this Agreement without liability or, in its discretion, to
<br /> deduct from the Agreement price or consideration or otherwise recover, the full amount of such fee,
<br /> commission,percentage,brokerage fee, gift, or contingent fee.
<br /> B. The Contractor shall not engage, on a full or part-time basis, or other basis, during the period
<br /> of the Agreement, any professional or technical personnel who are, or have been at any time during the
<br /> period of this Agreement, in the employ of the United States Department of Transportation, the State of
<br /> Washington, or City, except regularly retired employees, without written consent of the public employer
<br /> of such person.
<br /> 14. Non-Discrimination.
<br /> 11; A. The Contractor agrees not to discriminate, directly or indirectly, against any client, employee or
<br /> applicant for employment or for services because of race,creed,color,national origin, marital status, sex,
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