Laserfiche WebLink
claim for defense and indemnity by the City, unless this time has been extended by the City. If the <br /> Consultant fails to accept or reject a tender of defense and indemnity within 30 days, in addition to any <br /> other remedy authorized by law, so much of the money due the Consultant under and by virtue of this <br /> Agreement as shall reasonably be considered necessary by the City, may be retained by the City until <br /> disposition has been made of the claim or suit for damages, or until the Consultant accepts or rejects the <br /> tender of defense, whichever occurs first. <br /> With respect to third party claims against the Consultant, the Consultant waives any and all rights of any <br /> type to express or implied indemnity against the Indemnitees. <br /> Notwithstanding the forgoing, to the extent this Agreement is a "construction contract" as defined by <br /> California Civil Code Section 2782, as may be amended from time to time, such duties of consultant to <br /> indemnify shall not apply when to do so would be prohibited by Califomia Civil Code Section 2782. <br /> In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services <br /> under this Agreement is determined by a court of competent jurisdiction or the Califomia Public Employees <br /> Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall <br /> indemnify, defend, and hold harmless City for the payment of any employee and /or employer contributions <br /> for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the <br /> payment of any penalties and interest on such contributions, which would otherwise be the responsibility of <br /> City. <br /> Section 6. STATUS OF CONSULTANT. <br /> 6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall <br /> be an independent contractor and shall not be an employee of City. City shall have the <br /> right to control Consultant only insofar as the results of Consultant's services rendered <br /> pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; <br /> however, otherwise City shall not have the right to control the means by which Consultant <br /> accomplishes services rendered pursuant to this Agreement. Notwithstanding any other <br /> City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant <br /> and any of its employees, agents, and subcontractors providing services under this <br /> Agreement shall not qualify for or become entitled to, and hereby agree to waive any and <br /> all claims to, any compensation, benefit, or any incident of employment by City, including <br /> but not limited to eligibility to enroll in the Califomia Public Employees Retirement System <br /> (PERS) as an employee of City and entitlement to any contribution to be paid by City for <br /> employer contributions and /or employee contributions for PERS benefits. <br /> 6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no <br /> authority, express or implied, to act on behalf of City in any capacity whatsoever as an <br /> agent. Consultant shall have no authority, express or implied, pursuant to this Agreement <br /> to bind City to any obligation whatsoever, <br /> Section 7. LEGAL REQUIREMENTS. <br /> Consulting Services Agreement between <br /> City of San Leandro and Applied Materials & Engineering, Inc. Page 8 of 21 <br /> 989837 -1 <br />