fully signed document for NW Assessment Services PLLC

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O Assigrnmqnt and Subcontractinq: No portion of thls ngreCmCnt may bo assigned or subcontracted to any other individual, firmor entity wilhout the express and prior wriien approval of the county.' 7. lndgoendent Contraetor: The Contractor's servioeC inatt be furnished by the Conlractor as an independenl Contractorand nolhing herein contained shall be conilrued to create a relationship of employer-employee or masler-servant, bul all payments made hereunder "nJ"rii.nfir"r performedshall be made and performed puisuanl to this ngiel;ent by the contractor as anindependent Contractor. The Contractor acknowledges that the entire compensation for this Agreement is specifiedin Exhibil "8" and the Coniractor is not.entitled to any Countv benefrts including, but notlimited to: vacation pay, holiday pay, sick leave pav,'reolcal, dental, or other insurancebenefits, or any other rights or piivileges afforded io xilu, County emprov"ei. Contractor will defend, indemnify and hold harmless the County, irs Additional tnsureds,ofiicers, agents or employees irom any loss or "rp"n.i, inciuding uut not limited tosettlements, judgments, setoffs, attorneys'fees or *rts -incrned by-reason of .lai*" o,demands because of breach of the proviiions of this p"iigr.pn. & No Guarantee of Employmegl: The performance of all or pirr ot tnis Agreement by the Contractor shall not operate to vestany employmenl rights whatsoever and shall not bb aeemeO to grar"nt"einiemployment of the Contractor or any employee of the contractor oi".v *u-conri..toi oi-lnv'"rpluvoof any sub-contractor by the iounty at the present tirne or in the future. 9. Taxes: The contractor understands and acknowledges that the coung will not withhold Federal orstate income taxes..ltqtt requirecl by ttai! or FJo"r"lii*, tn" contr.ctor authorizes theCounty to make withholding ro1 any laxes other than income taxes (i.e., Medicare). Allcompensation received by the Contractor will be reported to the lnternal i"u"nue Serviceat the end of the calendar year in accordance with ihe appftcable lRs reguraiionr, tt i, m.responsibility of the Contraclor to make the necessarv eiii*at"o t.ipvm*ls inrougnourthe year, il any, and the contraclor is solely lilbb f6r .ny t r oullgatidn aiblng'from tl,eContractor's performance. of this Agreemeni. The Contractor hereby agrees lo indemniffthe County against any demand to pay taxes arising rrom the Confraiiors tailure to paytaxes on compensation earned pursuant to this Agrdment. The County will.pay sales and use laxes imposed on goods or services acquired hereunder 1s required by law. The Conlractor must pay all otlier taxes inctuoing, birt not'limiteo to:Business and occupation Tax, taxes based on the Contracto/s gross or net in@me, orpersonal-property to which the County does not hold title. The -County is exempt tromFederal Excise Tax" Professional Services Agree ment (rev O 9124i 20 1 I )Page 4 ot 17