RES 85521 - Laserfiche WebLink

9. Consultant's Status. In the performance of the obligations set forth in this Agreement, Consultant shall have the status of an independent contractor and Consultant shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Consultant are its agents, servants, and employees and are not agents, servants or employees of City. 10. Termination of Convenience of City. The City may terminate this Agreement any time by mailing a notice in writing to Consultant that th'e Agreement is terminated. Said Agreement shall then be deemed terminated and no future work shall be performed by Consultant. If the Agreement is so terminated, the Consultant shall be paid for the percentage of the work actually completed, based on a pro rata portion of the total fixed sum compensation described in Section 7 herein at the time the notice of termination is received. 11. Non-Assi~nability. The Consultant shall not assign, sublet, or transfer this Agreement or any interest or. obligations therein without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. 12. Indemnify and Hold Harmless. Consultant shall defend, indemnify and hold harmless, the City and its officers and employees from and against all claims, losses, damage, injury, and liability for damages arising from errors, omissions, negligent or wrongful acts of the Consultant in the performance of its services under this Agreement. This indemnification shall extend for a reasonable period of time after completion of the project as well as during the period of actual performance of services under this Agreement. Acceptance of the insurance certificates required under this Agreement does not relive the Consultant from liability under this indemnity and hold harmless clause. -3-