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Section 2. Independent Contractor. It is the express <br />intention of the parties hereto that Contractor is an independent <br />contractor and not an employee or agent of City. Nothing in this <br />Agreement shall be interpreted or construed as creating or <br />establishing a relationship of employer and employee between <br />Contractor and City. Both parties acknowledge that Contractor is <br />not an employee for State tax, Federal tax or any other purpose. <br />Section 3. Contractor's Employees. A listing of all <br />Contractor's employees and agents who may participate in the <br />performance of Contractor's obligations hereunder is attached <br />hereto as Exhibit "A" and incorporated herein by this reference. <br />No other employees or agents of Contractor shall participate in <br />the performance of services hereunder without the prior written <br />consent of City. <br />Section 4. Business License. Contractor shall obtain a <br />Redlands Business license, as a condition of performing the <br />services required hereunder. <br />Section 5. Termination. City shall have the right to <br />terminate this Agreement, without cause, upon twenty-(20) days <br />prior written notice to Contractor. City shall have no liability <br />for any claims or damages resulting to Contractor as a result of <br />any exercise by City of its right to terminate this Agreement. <br />Section 6. Indemnity. Contractor shall defend, indemnify <br />and hold City, its elected officials, officers, employees and <br />agents harmless from and against any and all actions, damages, <br />losses, causes of action and liability imposed or claimed relating <br />to the injury or death of any person or damage to any property, <br />including attorney's fees and other legal expenses, arising <br />directly or indirectly from any act or omission of Contractor in <br />performing its services hereunder. <br />Section 7. Entire Agreement/Modification. This Agreement <br />represents the entire Agreement of the parties hereto as to the <br />matters contained herein. Any modification of this Agreement will <br />be effective only if it is in writing and signed by the parties <br />hereto. <br />