rate changes shall be made during the term of this MOU without the prior written approval
<br />of City.
<br />2.4 Santa Ana shall submit monthly invoices to City describing the Work
<br />performed the preceding month. Santa Ana's invoices shall include the name of the
<br />person who performed the Work, a brief description of the Services performed and/or the
<br />specific task to which it relates, the date the Services were performed, the number of
<br />hours spent on all Work billed on an hourly basis, and a description of any reimbursable
<br />expenditures. City shall pay Santa Ana no later than thirty (30) calendar days after
<br />approval of the monthly invoice by City staff.
<br />2.5 City shall reimburse Santa Ana only for those costs or expenses specifically
<br />identified in Exhibit A to this MOU or specifically approved in writing in advance by City.
<br />3. NO AGENCY, JOINT VENTURE, OR PARTNERSHIP
<br />City and Santa Ana agree that neither Santa Ana nor any officers, agent, or
<br />employee of Santa Ana, by virtue of this MOU or otherwise, shall be considered to be
<br />an employee, contractor, subcontractor, partner, joint venturer, representative, or agent
<br />of City.
<br />4. SANTA ANA AS EMPLOYER OF OFFICERS
<br />4.1 City agrees that, at all times, and for all purposes relevant to the MOU,
<br />Santa Ana shall remain the sole and exclusive employer of their own officers and in the
<br />following regard:
<br />4.1.1 Notwithstanding any payment by City made pursuant to this MOU,
<br />Santa Ana shall remain solely and exclusively responsible for the direct
<br />payment to their officers of any applicable wages, compensation, overtime
<br />wages, expenses, fringe benefits, pension or retirement benefits, travel
<br />expenses, mileage allowances, training expenses, transportation costs,
<br />and/or other allowances or reimbursement of any kind, including but not
<br />limited to, workers' disability compensation, unemployment compensation,
<br />Social Security Act protection and benefits, any employment taxes and/or
<br />other statutory or contractual right or benefit based, in any way, upon any
<br />Officer's status as an employee of Santa Ana,
<br />4.1.2 Notwithstanding any payment by City made pursuant to this MOU,
<br />City agrees that it shall not grant, give, allow, pay, reimburse,
<br />compensate, or otherwise provide any wage, fringe benefits, gifts,
<br />equipment, personal property, supplies, entitlement, consideration
<br />(monetary or otherwise), or any other thing of value, either directly or
<br />indirectly, to the officers of Santa Ana. Any money paid directly to Santa
<br />Ana by City to reimburse Santa Ana for costs pursuant to this MOU shall
<br />not be deemed consideration paid by City to the Santa Ana officers.
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