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this Agreement shall be in accordance with this Agreement and the schedule of charges reflected <br />in Attachment "A" and under the following conditions, r <br />a. Disbursers ts. There are no reimbursable expenses associated with this <br />contram <br />b. Eament Scl><edule. Invoices received from the Consultant pursuant to this <br />Agreewnt will be reviewed by the initiating City Department. If services have <br />been rendered in conformity with the Agreenient, the invoice will be sent to the <br />Finance Department for payment, Invoices must reference the contract number <br />assigned hereto, Invoices will be paid in accordance with the State of Florida <br />Prompt Payment Act. <br />Avaijabitill of Upo The City's performance and obligation to pay under this <br />Agreement is contingent upon an annual appropriation for its FUrpose <br />by the City <br />Cornnriission. In the event the City Commission fails to appropriate Rinds for the <br />particular purpose of this Agreement during any year of the term hereof, then this <br />Agreement shall be terminated upon ten (10) clays written notice and the <br />Consultant shall be compensated for the Services satisfactorily performed prior to <br />the effective date of termination. <br />d. IEisil Anvoi , In order for both parties herein to close their booms and records. <br />the Consultant will clearly state "final__ invoice on the Consultant's fl <br />_'nal/last <br />billing to the City. This certifies that all services have been properly performed <br />and all charges and costs have been invoiced to the City. Sind this account will <br />thereupon be closed, any other additional charges, if not properly included on this <br />final invoice, are waived by the Consultant. <br />Consultant shall make no other charges to the City for supplios, labor, taxes, licenses, permits,. <br />overhead or any other expenses or costs unless any such expense or cost is incurred by <br />Consultant with the prior written approval of the City, If the City disputes any charges on the <br />invoices, it may arae payment of die uncontested amounts and witllold payment on the <br />contested amounts until they are resolved by agreement with Consultant, Consultant shalt not. <br />pledge the City's credit or make it a guarantor of payment or surety for any contract, debt, <br />obligation, judgmeirt, lien, or any form of indebtedness. The Consultant Bier warrants and <br />represents that it has no obligation or indebtedness that would impair its ability to fulfill the <br />tems of this Agreement, <br />5.MUMN'DENT ONSMTANT`_ RELAT1()hiS11P. The Consultant is an <br />independent Consultant and shall be treated as such for all purposes. s.. Nothing contained in this <br />agreement or any action of the panics shall be construed to cOnslitute or to tender the Consultant <br />an employee, partner, agent, shareholder, officer or in any other capacity other than as an <br />independent contractor other than those obligations which have leen or shall have been <br />undertaken by the City, Consultant shall be responsible for any and all of its own expenses in <br />performing its duties as contemplated under this agreement. The City shall not be responsible <br />for any expense incurred by the Consultant, The City shall have no duty to withhold any Federal <br />income taxes or pay Social Security services and that such obligations shall bre that of the <br />Consultant, other than those set forth in this agreement, Constaltarit shall furnish its ower <br />Page 2 of 8 <br />