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3.2 Responsibilities of Parties. <br />3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services <br />shall be performed by Colton or under its supervision. Colton will determine the means, methods <br />and details of performing the Services subject to the requirements of this Agreement. Grand Terrace <br />retains Colton on an independent contractor basis and not as an employee. Colton retains the right to <br />perform similar or different services for others during the term of this Agreement. Any additional <br />personnel performing the Services under this Agreement on behalf of Colton shall also not be <br />employees of Grand Terrace and shall at all times be under Colton's exclusive direction and control. <br />Colton shall pay all wages, salaries, and other amounts due such personnel in connection with their <br />performance of Services under this Agreement and as required by law. Colton shall be responsible <br />for all reports and obligations respecting such additional personnel, including, but not limited to: <br />social security taxes, income tax withholding, unemployment insurance, disability insurance, and <br />workers' compensation insurance. <br />3.2.2 Schedule of Services. Colton shall perform the Services expeditiously and <br />within the term of this Agreement. In order to facilitate Colton's expeditious performance of the <br />Services, Grand Terrace shall respond to Colton's submittals in a timely manner. Upon request of <br />Grand Terrace, Colton shall provide a detailed schedule of services. <br />3.2.3 Contracting for Animal Shelter Services. Grand Terrace shall be required to <br />contract with the City of San Bernardino for animal shelter and impound services at Grand Terrace's <br />sole cost and expense. Colton's responsibility for any animal shall cease once the animal is delivered <br />to the City of San Bernardino's animal shelter. <br />3.2.4 Grand Terrace's Representative. Grand Terrace hereby designates Thomas <br />Schwab, City Manager, or his designee, to act as its representative for the performance of this <br />Agreement ("Grand Terrace's Representative"). Grand Terrace's Representative shall have the power <br />to act on behalf of Grand Terrace for all purposes under this Agreement. <br />3.2.5 Colton's Representative. Colton hereby designates Colton Chief of Police Ken <br />Rulon, or his designee, to act as its representative for the performance of this Agreement ("Colton's <br />Representative"). Colton's Representative shall have full authority to represent and act on behalf of <br />Colton for all purposes under this Agreement. Colton's Representative shall supervise and direct the <br />Services, using his best skill and attention, and shall be responsible for all means, methods, <br />techniques, sequences and procedures and for the satisfactory coordination of all portions of the <br />Services under this Agreement. <br />3.2.6 Coordination of Services. Colton agrees to work closely with Grand Terrace <br />staff in the performance of Services and shall be available to Grand Terrace's staff, consultants and <br />other staff at all reasonable times. <br />3.3 Fees and Payments. <br />3.3.1 Compensation. Colton shall receive compensation, including authorized <br />reimbursements, for all Services rendered under this Agreement in the amounts set forth in <br />RVPOBWGS\655567 <br />