Res-2019-159 CoC - Laserfiche WebLink

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agreement shall in no event exceed the total amount shown on the budget in 1Exhlbit C' of this agreement. 4.6. Payment for "Extra Work" perfonned under Section 12 of this Agreement shall be as agreed to by the parties in writing. 5. MAXIMUM COMPENSATION. 5.1. The CONSUL TANT's total compensation and reimbursement under this Agreement.~ including labor, direct non-salary reimbursable costs and outside services, sha:11 not exceed the maximum sum of $346,680.00 in 2019 and $336,885 in 2020. This amount is ·the maximum amount to be paid each year under this Agreement _and shall not be exceeded without prior written authorization from CITY in the form of a negotiated and executed amendment of this Agreement. 5.2. The budget for each task is as set forth in the attached Exhibit C. Budgets for task(s) may be modified upon mutual agreement between the two parties, but in any event, the total payment to CONSUL TANT shall not exceed the maximum amount per Section 5.1 above. 6. RELATIONSHIP OF PARTIES. 6.1. ': The relationship created by this Agreement is that of owner-independent contractor. ··Neither the CONSUL TANT nor CONSUL TANT's employees are ·employees of the CITY and are not entitled to the benefits provided by the CITY to its employees. The CONSUL TANT, as an independent contractor, has the authority to control and direct the perfonnance of the details of the services to be provided. No employee, agent, representative or subconsultant of CONSUL TANT shall be or shall be deemed to be the employee, agent representative or subconsultant of the CITY. The · CONSULTANT shall assume full responsibility for all wages, along with any Federal, State, and. local taxes or contributions imposed or required, including, but not limited to, unemplo~nt insurai:ice, Social Security, and income tax, payable as a result of work performed under this·-Agreement. 6.2. Employees of the CONSUL TANT, while engaged in the performance of any work or services under this Agreement, shall be considered employees of the CONSULTANT only and not of the CITY, and claims that may arise under the Workman's Compensation Act on behalf of said employees while so engaged, and any and all claims made by a third party as a consequence of any negligent act or omission on the part of the CONSULTANTS employees while so engaged, on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSUL TANT. Oo or before the Effective Date, CONSULTANT shail file, maintain and/or open all necessary records with the Internal Revenue Service and the State of Wa~hington, and as may be required by RCW 51.08.195, to establish CONSUL TANT's status as an independent contractor. Professional Services Agreement for Tourism Marketing/Advertising -Page 3 of 14