HomeMy WebLinkAboutCompliance Services LLC; 2026-02-04;Docusign Envelope ID: D6456F1A-6A6F-4F0C-AC83-7ED3859E978B
Expenses in Exhibit "A" per Agreement year. Payment terms are Net 30 unless otherwise provided in
Exhibit "A" or agreed to in writing by the parties. City reserves the right to withhold a ten percent (10%)
retention until City has accepted the work and/or Services specified in Exhibit "A" provided, however, that
any such acceptance will not be unreasonably delayed.
Incremental payments, if applicable, should be made as outlined in attached Exhibit "A."
6.STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under the control
of City only as to the result to be accomplished, but will consult with City as necessary. The persons used
by Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to this Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At City's election, City may deduct the
indemnification amount from any balance owing to Contractor.
7.SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City, which
approval shall not be unreasonably withheld. If Contractor subcontracts any of the Services, Contractor
will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons
either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of
persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual
relationship between any subcontractor of Contractor and City. Contractor will be responsible for
payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a
subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to
the contrary in the subcontract and approved in writing by City.
7.1 City agrees that Chris Walker with CP Walker Consulting can be used by Contractor as a
subcontractor for this Agreement.
8.OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Services.
9.INDEMNIFICATION
Contractor agrees to defend (with counsel approved by City), indemnify, and hold harmless the City and
its officers, elected and appointed officials, employees and volunteers from and against all third party
claims, damages, losses and expenses including actual reasonable attorneys fees arising out of the
performance of the work described in this Agreement caused by any negligence, recklessness, or willful
misconduct of Contractor, any subcontractor, anyone directly or indirectly employed by any of them or
anyone for whose acts any of them may be liable.
Page 2 City Attorney Approved Version 5/30/2025