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9.3. Pre -Approved Expenditure Limit. City may expend up to $1,000.00 per <br />occurrence with the Employee's written authorization. <br />9.4. Sub -Contractors. City shall not subcontract any of the services, which City is to <br />provide without the express written approval of PRASD. City shall be <br />responsible for the performance of all subcontractors and/or sub -consultants. As <br />required by Minn. Stat. § 471.425, City must pay all subcontractors, less any <br />retainage, within ten (10) calendar days of City's receipt of payment from the <br />PRASD for undisputed services provided by the subcontractor(s) and must pay <br />interest at the rate of one and one-half percent per month or any part of a month to <br />the subcontractor(s) on any undisputed amount not paid on time to the <br />subcontractor(s). <br />9.5. Independent Contractor. City is expressly forbidden to act for PRASD in any <br />other capacity or to represent itself in any manner as an agent of PRASD, <br />except under the terms hereof. During the term of this Agreement City, and <br />the City's employee(s), if any, shall be considered and act as an <br />independent contractor and shall not be considered as employee(s) of <br />PRASD. No statement contained in this Agreement shall be construed so as to <br />find City or City's employees to be an employee of PRASD, and City and City's <br />employees shall not be entitled to any of the rights, privileges, or benefits of <br />employees of PRASD, including but not limited to, workers' compensation, <br />health/death benefits, and indemnification for third -party personal injury/property <br />damage claims. City acknowledges that no withholding or deduction for State or <br />Federal income taxes, FICA, FUTA, or otherwise, will be made from the <br />payments due to City and that it is City's sole obligation to comply with the <br />applicable provisions of all Federal and State tax laws. City shall furnish all labor <br />required to perform the services and will have full control and direction over the <br />method and manner of performing those services. <br />9.6. Entire Agreement. This Agreement sets forth the entire agreement and <br />understanding between the City and PRASD regarding the subject matter hereof <br />and supersedes any prior representations, statements, proposals, negotiations, <br />discussions, understandings, or agreements regarding the same subject matter. <br />This Agreement may not be modified or amended except by a writing signed by <br />the Party against whom the modification or amendment is sought to be enforced. <br />9.7. Severability. Every provision of this Agreement shall be construed, to the extent <br />possible, so as to be valid and enforceable. If any provision of this Agreement so <br />construed is held by a court of competent jurisdiction to be invalid, illegal, or <br />otherwise unenforceable, such provision shall be deemed severed from this <br />Agreement, and all other provisions shall remain in full force and effect. <br />9.8. Assignment. Neither the City nor PRASD may assign, delegate, or otherwise <br />transfer this Agreement or any of its rights or obligations hereunder without the <br />prior written consent of the other Party. <br />9.9. Amendments. This Agreement may be altered, extended, changed, or amended <br />in writing by mutual agreement of the Parties hereto when dated and attached <br />hereto without altering the other terms of this Agreement. <br />9.10. Controlling Law. This Agreement shall be deemed to have been made and <br />accepted in Crow Wing County and interpreted in accordance with the substantive <br />