3.
ExuHIBiIt A
GENERAL CONDITIONS
DEFINITIONS. Unless otherwise required by the context, "Contractor" includes any of the Contractor's
consultants, subconsultants, contractors, and subcontractors.
INDEPENDENT CONTRACTOR STATUS AND PROVISION OF WORKERS’ COMPENSATION COVERAGE. The parties
agree that Contractor shall have the status of and shall perform all work under this contract as an
independent contractor, maintaining control over all its consultants, subconsultants, contractors, or
subcontractors. The only contractual relationship created by this contract is between the City and
Contractor, and nothing in this contract shall create any contractual relationship between the City and
Contractor's consultants, subconsultants, contractors, or subcontractors. The parties also agree that
Contractor is not a City employee and that there shall be no:
(1) Withholding of income taxes by the City:
(2) Industrial insurance coverage provided by the City;
(3) Participation in group insurance plans which may be available to employees of the City;
(4) Participation or contributions by either the independent contractor or the City to the public
employee's retirement system;
(5) Accumulation of vacation leave or sick leave provided by the City;
(6) Unemployment compensation coverage provided by the City.
Contractor agrees, if not exempt, to maintain required workers’ compensation coverage
throughout the entire term of the contract. If Contractor does not maintain coverage throughout
the entire term of the contract, Contractor agrees that City may, at any time the coverage is not
maintained by Contractor, order the Contractor to stop work, suspend the contract, or terminate
the contract. For each six-month period this contract is in effect, Contractor agrees, prior to the
expiration of the six-month period, to provide another written request to its insurer for the
provision of a certificate and notice of lapse in or nonpayment of coverage. If Contractor does not
make the request or does not provide the certificate before the expiration of the six-month period,
Contractor agrees that City may order the Contractor to stop work, suspend the contract, or
terminate the contract.
STANDARD OF CARE. Contractor shall be responsible for the professional quality, technical accuracy,
timely completion, and coordination of all work performed under this contract. Contractor warrants that all
work shall be performed with the degree of professional skill, care, diligence, and sound practices and
judgment that are normally exercised by recognized professional firms with respect to services of a similar
nature. It shall be the duty of Contractor to assure at its own expense that all work is technically sound
and in conformance with all applicable federal, state, and local laws, statutes, regulations, ordinances,
orders, or other requirements. In addition to all other rights which the City may have, Contractor shall, at
its own expense and without additional compensation, re-perform work to correct or revise any
deficiencies, omissions, or errors in the work or the product of the work or which result from Contractor's
failure to perform in accordance with this standard of care. Any approval by the City of any products or
services furnished or used by Contractor shall not in any way relieve Contractor of the responsibility for
professional and technical accuracy and adequacy of its work. City review, approval, or acceptance of, or
payment for any of Contractor's work under this contract shall not operate as a waiver of any of the City's
rights or causes of action under this contract, and Contractor shall be and remain liable in accordance
with the terms of the contract and applicable law.
Contractor shall furnish competent and skilled personnel to perform the work under this contract.
The City reserves the right to approve key personnel assigned by Contractor to perform work
under this contract. Approved key personnel shall not be taken off of the project by Contractor
without the prior written approval of the City, except in the event of termination of employment.
Contractor shall, if requested to do so by the City, remove from the job any personnel whom the
City determines to be incompetent, dishonest, or uncooperative.
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