R2025-277 Resolution Authorizing an Agreement with MGT Impact Solutions, LLC for Finance Director

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(d) The Client cannot remove or reassign the Assigned Employee unless mutually agreed to in writing by MGT and the Client in accordance with Section 1.01 of this Agreement. Client will timely confer with MGT regarding any concern or complaint regarding Assigned Employee's performance or conduct under this Agreement; (e) The Client will not pay wages, salaries or other forms of direct or indirect compensation, including employee benefits, to Assigned Employee. Client represents that its actions under this Agreement do not violate its obligations it may have under any collective bargaining agreement; (f) The Client must report to MGT any injury to any Assigned Employee of which it has knowledge within twenty-four(24)hours of acquiring such knowledge. If any Assigned Employee is injured in the course of performing services for the Client,the Client must follow the procedures and practices regarding injury claims and reporting;and (g) The Client must report all on the job illnesses, accidents and injuries of the Assigned Employee to MGT within twenty-four(24) hours following notification of said injury by Assigned Employee or Assigned Employee's representative. SECTION 3 FEES PAYABLE TO MGT Section 3.01. Fees. The Client will pay MGT fees for the services provided under this Agreement as follows: (a) The base compensation as fully identified on Exhibit A,as amended;plus (b) Any employee benefits MGT paid to the Assigned Employee as identified on Exhibit B (if applicable), including, but not limited to, salary;wages; commissions; bonuses; sick pay; workers' compensation, health and other insurance premiums; payroll, unemployment, FICA and other taxes;vacation pay; overtime pay; severance pay; monthly automobile allowances,and any other compensation or benefits payable under any applicable MGT pension and welfare benefit plan or federal,state or local laws covering the Assigned Employee. Section 3.02. Payment Method. Every two (2) weeks during the term of this Agreement, MGT will invoice in writing the Client for the fees owed under this Agreement. Within thirty(30) days following receipt of such invoice,the Client must pay all invoiced amounts by check,wire transfer or electronic funds transfer to MGT to an account or lockbox as designated on the invoice. Late payments will be subject to all applicable interest payments or service charges provided by state or local law. In addition to charging interest or service charges provided by applicable law, MGT may, upon written notice to Client, suspend performance of services under this Agreement while any amount due is past due and remains unpaid. SECTION 4 INSURANCE Section 4.01. General and Professional Liability Insurance. (a) The Client must maintain in full force and effect at all times during the term of this Agreement a Comprehensive(or Commercial)General Liability policy and Professional Liability insurance policy or policies(the"Policies")insuring the Client,its officials,and employees,with minimum coverage in the amount of$1,000,000 per occurrence,$3,000,000 aggregate. In the alternative,as applicable,the Client may maintain in full force and effect at all times during the term of this Agreement a self-insured retention 3