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2. COMPENSATION <br />a. For the services provided, Shift Design will receive One Hundred Twenty One <br />Thousand Nine Hundred Forty Nine Dollars ($121,949.00). Shift Design will provide <br />$109,070.00 in cost sharing as per the budget approved by'1'MLS. The City shall also pay <br />reasonable travel costs (limited to transportation, airfare and lodging, if any) for Consultant to <br />perform its services pursuant to this Agreement; no travel costs will be reimbursed to the <br />Consultant as the City will be paying such listed costs directly. <br />b. The above -stated compensation includes reimbursement by the City for meals and <br />beverages (no alcohol) in an amount not to not exceed $71 per day for up to eighteen (18) days. <br />Consultant shall submit a reimbursement request form with receipts to City staff in order to be <br />reimbursed, subject to City accounting procedures <br />c. Payment by City shall be made within thirty (30) days following receipt of proper <br />invoice evidencing work performed, subject to City accounting procedures. Payment need not <br />be made for work which fails to meet the standards of performance set forth in the Recitals <br />which may reasonably be expected by City. <br />3. TERM <br />This Agreement shall commence on the date first written above and terminate on <br />September 30, 2017, unless terminated earlier in accordance with Section 9, below. The Term of <br />this Agreement may be extended by a writing executed by the City Manager and the City <br />Attorney. <br />4. INDEPENDENT CONTRACTOR <br />Consultant shall, during the entire term of this Agreement, be construed to be an <br />independent contractor and not an employee of the City. This Agreement is not intended nor <br />shall it be construed to create an employer-employee relationship, a joint venture 'relationship, or <br />to allow the City to exercise discretion or control over the professional manner in which <br />Consultant performs the services which are the subject matter of this Agreement; however, the <br />services to be provided by Consultant shall be provided in a manner consistent with all <br />applicable standards and regulations governing such services. Consultant shall pay all salaries and <br />wages, employer's social security taxes, unemployment insurance and similar taxes relating to <br />employees and shall be responsible for all applicable withholding taxes. <br />5. INSURANCE <br />Prior to undertaking performance of work under this Agreement, Consultant shall <br />maintain and shall require its subcontractors, if any, to obtain and maintain insurance as <br />described below: <br />a. Commercial General Liability Insurance. Consultant shall maintain commercial <br />general liability insurance which shall include, but not be limited to protection against claims <br />