|
(Workmen's Compensation), and that the Consultant agrees to indemnify, defend, and hold the City
<br /> harmless from any claims,valid or otherwise,made to the City,because of these obligations.
<br /> Any and all employees of the Consultant, while engaged in the performance of this Agreement, shall be
<br /> considered employees of the Consultant only and not of the City, and any and all claims that may or
<br /> might arise under the Worker's Compensation Act on behalf of said employees or Consultant, while so
<br /> engaged in any and all claims made by a third party as a consequence of any negligent act or omission on
<br /> the part of the Consultant's employees, while so engaged in performance of this Agreement, shall be the
<br /> sole obligation and responsibility of the Consultant.
<br /> The Consultant shall comply with all applicable provisions of the Fair Labor Standards Act and other
<br /> legislation affecting its employees and the rules and regulations issued there under insofar as applicable to
<br /> its employees and shall at all times save the City free, clear and harmless from all actions, claims,
<br /> demands and expenses arising out of said act, and rules and regulations that are or may be promulgated in
<br /> connection therewith.
<br /> The Consultant assumes full responsibility for the payment of all payroll taxes, use, sales, income, or
<br /> 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 Consultant and as to all duties, activities and
<br /> requirements by the Consultant in performance of this Agreement, and the Consultant shall assume
<br /> exclusive liability therefore, and meet all requirements there under pursuant to any rules or regulations
<br /> that are now or may be promulgated in connection therewith.
<br /> The Consultant warrants that it had not employed or retained any company or person, other than a bona
<br /> fide employee working solely for the Consultant, to solicit or secure this Agreement and that it has not
<br /> paid or agreed to pay any company or person, other than a bona fide employee working solely for the
<br /> Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent
<br /> upon or resulting from the award or making of this Agreement. For breach or violation of this warranty,
<br /> the City shall have the right to annul this Agreement without liability or, in its discretion, to deduct from
<br /> the Agreement price or consideration or otherwise recover the full amount of such fee, commission,
<br /> percentage,brokerage fee,gift,or contingent fee.
<br /> Audits and Inspections. At any time during normal business hours and as often as the City may deem
<br /> necessary, the Consultant shall make available to the City for the City's examination all of the
<br /> Consultant's books, records, and documents with respect to all matters covered by this Agreement; and,
<br /> furthermore, the Consultant will permit the City to audit, examine, and make copies, excerpts or
<br /> transcripts from such records, and to make audits of all contracts, invoices, materials,payrolls, records of
<br /> personnel, conditions of employment and other data relating to all matters covered by this Agreement.
<br /> Compliance with Federal, State and Local Laws. The Consultant shall comply with and obey all
<br /> federal, state and local laws, regulations, and ordinances applicable to the operation of its business and to
<br /> its performance of work hereunder.
<br /> Waiver. Any waiver by the Consultant or the City or the breach of any provision of this Agreement by
<br /> the other party will not operate, or be construed, as a waiver of any subsequent breach by either party or
<br /> prevent either party from thereafter enforcing any such provisions.
<br /> Complete Agreement. This Agreement contains the complete and integrated understanding and
<br /> Agreement between the parties and supersedes any understanding, agreement, or negotiation whether oral
<br /> or written not set forth herein.
<br /> Page 3
<br />
|