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2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed $45,000. b. City agrees to pay Consultant for services provided by the Consultant from July 1, 2022 through the commencement date provided in Section 3, below. City agrees to pay Consultant for services for the months of July, August, September, and October 2022, consistent with the services detailed in Section La., above, as detailed in the invoices detailed below and attached as Exhibit B. • Invoice 22070506 — $529.20 • Invoice 22071451 - $492.17 • Invoice 22080509 - $525.00 • Invoice 22081456 - $558.35 • Invoice 22090514 - $518.70 • Invoice 22091467 - $551.86 • Invoice 22100517 - $520.80 • Invoice 22101485 - $554.02 c. City shall pay for the invoices in Exhibit B upon final execution of this Agreement. Consultant agrees that the invoices provided in Exhibit B encompass the full and final amounts owed by City to Consultant for July, August, September, and October 2022. d. Thereafter, payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and continue until June 30, 2025, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. Page 2 of 9