R2024-21 Resolution Authorizing a Professional Service Agreement with Hera Property Registry, LLC

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rules. HERA shall cooperate fully with Decatur and replacement third-party administrator, if any, to return all files, information, as more fully set forth herein, which obligation shall survive termination of this Agreement. Upon termination, HERA shall cease all work performed under this Agreement and forward to Decatur any registration fees owed to Decatur. XIV. INDEPENDENT CONTRACTOR This Agreement does not create an employee/employer relationship between the parties. It is the intent of the parties that HERA is an independent contractor under this Agreement and not Decatur' employee for all purposes, including but not limited to the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Workers Compensation Act, and the State unemployment insurance law. This Agreement shall not be construed as creating any joint employment relationship between Decatur and HERA and Decatur shall not be liable for any obligation incurred by HERA,including but not limited to unpaid minimum wages and/or overtime premiums. XV. EQUAL OPPORTUNITY ACT In the performance of this Agreement, HERA shall not discriminate against any firm, employee, or applicant for employment or any other firm or individual in providing services because of sex, age, race, color, religion, ancestry, or national origin. XVI. ALL LEGAL PROVISIONS DEEMED INCLUDED: SEVERABILITY 1. Every provision required by Law to be inserted into or referenced by this Agreement is intended to be a part of this Agreement. If any such provision is not inserted or referenced or is not inserted or referenced in correct form then(i) such provision shall be deemed inserted into or referenced by this Agreement for purposes of interpretation and (ii) upon the Page 6 of 8