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D. The firm shall not assign any interest in this proposal and shall not transfer any interest in the <br /> same without the prior written consent of the City of Orono. <br /> E. For the purposes of this agreement,the consultant shall be deemed to be an independent <br /> contractor, and not an employee of the organization. Any and all agents, servants,or <br /> employees of the firm or other persons,while engaged in the performance of any work or <br /> services required to be performed by the City of Orono under this agreement, shall not be <br /> considered employees of the City of Orono and any and all actions which arise as a <br /> consequence of any act or omission on the part of the firm,its agents, servants, employees or <br /> other persons shall in no way be the obligation or responsibility of the City of Orono. The <br /> consultant, its agents, servants, or employees shall be entitled to none of the rights,privileges, <br /> or benefits of organization employees except as otherwise may be stated herein. <br /> F. No official or employee of the City of Orono who exercises any responsibilities in the <br /> review, approval or carrying out of the proposal shall participate in any decision which <br /> affects his or her direct or indirect personal or financial interest. <br /> G. The consultant further agrees to comply with all federal, state and local laws or <br /> ordinances, and all applicable rules, regulations, and standards established by any agency <br /> of such governmental units, which are now or hereafter promulgated insofar as they relate <br /> to the firm's performance of the provisions of this agreement. <br /> H. If, for any reason, in the City's sole opinion,the firm shall fail to fulfill in timely and <br /> proper manner the obligations under the contract, the City of Orono shall reserve the right <br /> to terminate the contract by specifying the date of termination in a written notice to the firm <br /> at least thirty(30) calendar days before the termination date. In this event, the firm shall be <br /> entitled to just and equitable compensation for any satisfactory work completed. <br /> I. The contract will require that the individual or law firm selected maintain general liability, <br /> malpractice, automobile, worker's compensation and errors and omissions insurance. <br /> 5 <br />