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completion thereof, or if authorized by the City's Project Manager, upon termination
<br />or expiration of this Agreement.
<br />5.03 Taxes and Licenses. The Design Consultant shall promptly pay, when they are due, all
<br />taxes, excises, license fees and permit fees of whatever nature applicable to the work and services
<br />which it performs under this Agreement, and shall take out and keep current all required municipal,
<br />county, state or federal licenses required to perform its services under this Agreement. The Design
<br />Consultant shall furnish the Manager, upon request, duplicate receipts or other satisfactory evidence
<br />showing or certifying to the proper payment of all required licenses and/or registrations and taxes.
<br />The Design Consultant shall promptly pay all owed bills, debts and obligations it incurs performing
<br />work under this Agreement and shall not allow any lien, verified claim, mortgage, judgment or
<br />execution to be filed against land, facilities or improvements owned or beneficially owned by the City
<br />as a result of such bills, debts or obligations.
<br />5.04 Design Consultant's Records. Records of the Design Consultant's direct personnel,
<br />consultant and reimbursable expenses pertaining to this Project and records of accounts between the
<br />City and the Design Consultant shall be kept on a generally recognized accounting basis. The Design
<br />Consultant agrees that any duly authorized representative of the City, including the City Auditor,
<br />shall, until the expiration of three (3) years after the final payment under this Agreement, have access to
<br />and the right to examine any books, documents, papers and records of the Design Consultant,
<br />involving transactions related to this Agreement.
<br />5.05 Assignment and Subcontracting. The City is not obligated or liable under this
<br />Agreement to any party other than the Design Consultant named herein. The Design Consultant
<br />understands and agrees that it shall not assign or subcontract with respect to any of its rights, benefits,
<br />obligations or duties under this Agreement except upon prior written consent and approval of the City
<br />to such assignment or subcontracting. Any attempt by the Design Consultant to assign or subcontract
<br />its rights hereunder without such prior written consent of the City shall, at the option of the City,
<br />automatically terminate this Agreement and all rights of the Design Consultant hereunder. Such
<br />consent may be granted or denied at the sole and absolute discretion of the City. In the event any such
<br />subcontracting shall occur, with the City's approval, such action shall not be construed to create any
<br />contractual relationship between the City and such subcontractor, and the Design Consultant named
<br />herein shall in any and all events be and remain responsible to the City according to the terms of this
<br />Agreement.
<br />5.06 No Discrimination in Employment. In connection with the performance of work under
<br />this Agreement, the Design Consultant agrees not to refuse to hire, discharge, promote or demote, or to
<br />discriminate in matters of compensation against any person otherwise qualified, solely because of race,
<br />color, religion, national origin, gender, age, military status, sexual orientation, marital status, or
<br />physical or mental disability. The Design Consultant agrees to insert the foregoing provision in all
<br />subcontracts hereunder.
<br />Section X.X. Indemnification. The Consultant agrees to defend, indemnify, and hold harmless the
<br />City and its employees and officers from and against any and all liability, loss, damages, judgments,
<br />claims, counterclaims, demands, actions and expenses (including reasonable attorney's fees), which the
<br />City may hereafter sustain, incur, or be required to pay to the extent caused by any negligent act or
<br />omission or intentional wrongful act of the Consultant, its agents, officers, or employees during the
<br />performance of the Agreement.
<br />The City agrees to defend, indemnify, and hold harmless the Consultant and its employees and officers
<br />from and against any and all liability, loss, damages, judgments, claims, counterclaims, demands,
<br />actions and expenses (including reasonable attorney's fees), which the Consultant may hereafter
<br />sustain, incur, or be required to pay to the extent caused by any negligent act or omission or intentional
<br />wrongful act of the City, its agents, officers, or employees during the performance of the Agreement.
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