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City The Parties acknowledge that Contractor is not a City employee foi State tax, Federal tax or <br /> any other purpose <br /> Section 4. Contractor's Employees. No other employees or agents of Contractor shall <br /> participate in the performance of the Services without the prior written consent of City <br /> Section 5 Business License Contractor shall obtain a City of Redlands business license <br /> as a pre-condition of performing the Services <br /> Section 6 Termination City shall have the right to terminate this Agreement, with or <br /> without cause, upon ninety(90)days pi for written notice to Contractor City shall have no liability <br /> for any claims or damages resulting to Contractor as a result of any exercise by City of its right to <br /> terminate this Agreement <br /> Section 7 Notices Any notice or other communication required, or which may be given, <br /> pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered (i) on <br /> the date of delivery in person, (ii) five (5) days after deposit in first class registered mail, with <br /> return receipt requested, (iii) on the actual delivery date if deposited with an overnight courier, or <br /> (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, <br /> certified, registered or express mail, in each case properly posted and fully prepaid to the <br /> appropriate address set forth below, of such other address as a Party may provide notice in <br /> accordance with this section <br /> City Contractor <br /> City Clerk Geoige Grady <br /> City of Redlands 12649 Softwind Di <br /> PO Box 3005 Moreno Valley, CA 92553 <br /> Redlands, CA 92373 pstgrady7@gmail com <br /> jdonaldson@cityofredlands org 909-936-8437 <br /> 909-798.7531 <br /> Section 8. Indemnity. Contractor shall defend, indemnify and hold City, its elected <br /> officials, officers, employees and agents harmless from and against any and all actions, damages, <br /> losses, causes of action and liability imposed or claimed relating to the injury or death of any <br /> person or damage to any property, including attorneys' fees and other legal expenses, arising <br /> directly or indirectly from any negligent act of omission of Contractoi in performing the Services <br /> Section 9. Entire Agreement/Amendment. This Agreement represents the entire <br /> Agreement of the Parties as to the matters contained herein Any amendinent of this Agreement <br /> shall be effective only if it is in writing and signed by the Parties. <br /> Section 10 Assignment This Agreement shall not be assigned without the prior written <br /> consent of City Any assignment, or attempted assignment, without such piioi consent, shall be <br /> null and void and, at the option of City, result in the immediate termination of this Agreement <br /> Section 11 Insurance Contractor shall obtain and maintain during the term of this <br /> Agreement all insurance required by this Section and shall submit to City certificates of insurance <br /> 2 <br /> L IcaldJmlAgreements\ICA with George Grady doex <br /> L 1cakdjm\AgreementsliCA with George Grady doex <br />