R2017-25 Agreement with ADS Environemtnal for 2017 Target Area Flow Monitoring

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F. EQUAL EMPLOYMENT OPPORTUNITY REQUIREMENTS. The Consultant agrees to abide by and comply with the City's"Equal Employment Opportunity Clause"(attached and marked hereto as Exhibit F and incorporated herein by reference)to the extent that the clause is applicable to this contract. G. INDEPENDENT CONTRACTOR STATUS. Nothing contained in this Agreement shall be construed to make the Consultant an employee or partner of the City. The Consultant shall at all times hereunder be construed to be an independent contractor. H. FEDERAL FUNDING. If Federal Funds are utilized as a source of Project funding,the Consultant shall abide by the terms of all Federal requirements in the performance of duties hereunder. I. AMENDMENT OF AGREEMENT. This Agreement shall be amended or supplemented only in writing and executed by both parties hereto. J. HOLD HARMLESS. Consultant shall indemnify and save harmless the City,its officers and employees against claims for damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and including reasonable attorney's fees incurred by the City or required in any way to be paid by the City,in defense thereof,and shall indemnify and save harmless the City from all claims,demands, suits,actions or proceedings including Worker's Compensation claims,of or by anyone whomsoever,to the extent proximately caused or proximately arising out of negligent acts or omissions to act by Consultant in connection with its performance of this contract,including operations of its subcontractors and negligent acts or omissions of employees or agents of the Consultant or its subcontractors. The City shall indemnify and save harmless the Consultant,its officers and employees against any and all claims for damages to property or injuries to or death of any person or persons,including property and employees or agents of the Consultant and including reasonable attorney's fees incurred by the Consultant or required in any way to be paid by the Consultant,in defense thereof,and shall indemnify and save harmless the Consultant from all claims,demands, suits,actions or proceedings including Worker's Compensation claims,of or by anyone whomsoever,proximately caused or proximately arising out of negligent acts or omissions to act by City in connection with its performance of this contract,including operations of its subcontractors and negligent acts or omissions of employees or agents of the City or its subcontractors. Insurance coverage specified in this Agreement constitutes the minimum requirements and said requirements shall not lessen or limit the liability of the Consultant under the terms of the Agreement. The Consultant shall procure and maintain at his own cost and expense,any additional kinds and amounts of insurance that, in the Consultant's own judgment,may be necessary for the Consultant's proper protection in the prosecution of the work.Neither Party shall be liable to the other Party for incidental,indirect, special or consequential damages. K. COPYRIGHT ASSIGNMENT. The Consultant assigns to the City any and all of Consultant's rights under copyright laws for work prepared by the Consultant,its employees, subcontractors or agents in connection with this Contract, including any and all rights to register said copyright, renewal rights, determination rights and import rights. The Consultant agrees to execute any additional documents the City may request to effectuate the assignment of said copyright. L. NO BID RIGGING. BID ROTATION. The Consultant certifies,in accordance with Section 33E-11 of the Illinois Criminal Code,that the Consulting Engineer is not barred from bidding on contracts as a result of a violation of either Section 33E-3,Bid Rigging,or Section 33E-4,Bid Rotating, of the Illinois Criminal Code.The Consultant so certifies in the Non-Collusion Statement, attached and marked herein as Exhibit G and incorporated herein by reference. Last Revised:04/29/2015