64-09 Consultant for consolidation of fire services

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9 Amendment. This agreement may be amended by mutual written agreement of all parties. 10 Independent Contractor. ESCI is engaged as an independent contractor and will be responsible for any federal or state taxes applicable to the payments under this agreement. ESCI is not currently employed by the City of Bay Village or the COG and will not be under the direct control of the COG. Because ESCI is an independent contractor, the COG will not be liable for any tax withholding, social security payments, state workers' compensation insurance, unemployment insurance, retirement system payments, or other similar expenses normally payable on behalf of employees of the COG. 11 Insurance. ESCI is insured in excess of $2,000,000. Insurance certificates will be provided to the COG upon receipt by ESCI of this signed contract, 12 Indemnification. The parties mutually agree to the fullest extent permitted by law to indemnify ahd hold the others harmless from any damage, liability, or cost, including any costs of defense, to the extent caused by the indemnifying party, its employees, officers, or agents, intentional or negligent acts, errors, or omissions in the performance of this contract. 13 This agreement is an integrated writing, executed by the parties after negotiation and discussions of all material provisions. None of the parties to this agreement have relied upon inducements, concessions, or representations of fact, except as set forth in this agreement IN WITNESS WHEREOF, the parties hereto have executed or caused to be executed by their duly authorized officials, the agreement in two (2) copies, each of which shall be deemed an original, on the first date written above. On behalf of the City of Bay Village: Signature Title On behalf of ESCI: Date Printetl Name Consulting Services Contract -City of Bay Village, Ohio, on behalf of the Wesfshore Council of Governments Page 2 of 16