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1 <br /> <br /> <br /> <br />A G R E E M E N T <br /> <br /> THIS AGREEMENT is hereby made between (Insert agency name), hereinafter referred to as “AGENCY,” and <br />Rachel Galanter LLC, hereinafter referred to as the “CONTRACTOR.” <br /> <br /> The AGENCY desires to engage the CONTRACTOR to perform the professional services hereinafter described.. <br />Therefore, the AGENCY and the CONTRACTOR do mutually agree as follows: <br /> <br />1. Scope of Services to be Rendered. The CONTRACTOR hereby agrees to perform the following services: <br />Provide virtual Motivational Interviewing training for parent educators and similar professionals <br />under the terms further described in Exhibit A. <br /> <br />2. Time and Place of Performance. The time and place of performance is described in Exhibit A. <br /> <br />3. Compensation. The AGENCY will pay the CONTRACTOR $3800. The AGENCY will also provide the <br />supports for the CONTRACTOR’s services identified in Exhibit A. <br /> <br />4. Contract Administrator. The AGENCY will designate in writing a Contract Administrator for this <br />AGREEMENT. The Contract Administrator is responsible for monitoring the CONTRACTOR’S <br />performance, approving payment to the CONTRACTOR, and providing evaluation of the <br />CONTRACTOR. <br /> <br />5. Invoice. The CONTRACTOR will submit a written invoice to the AGENCY’s Contract Administrator. <br />The AGENCY must pay the invoice within 30 days of the date the invoice is submitted or the date the last <br />of the services identified in the AGREEMENT is rendered, whichever is later. The AGENCY will pay <br />1.5% interest per month on late payments. <br /> <br />6. Audit of Project Records. The CONTRACTOR’S project records may be audited by the AGENCY, or <br />duly authorized agents of the AGENCY. <br /> <br />7. Status as Independent Contractor. The AGENCY and CONTRACTOR agree that the CONTRACTOR is <br />not and will not by virtue of this AGREEMENT acquire the status of an employee of the AGENCY. The <br />AGENCY and CONTRACTOR agree that the CONTRACTOR is an independent contractor. <br /> <br />8. Taxes. As an independent contractor, the CONTRACTOR shall be responsible for all taxes on the <br />compensation paid by the AGENCY. The CONTRACTOR agrees to provide the AGENCY with the <br />CONTRACTOR’S correct taxpayer identification number upon the execution of this AGREEMENT. <br /> <br />9. Compliance with Law. As an independent contractor, the CONTRACTOR shall be wholly responsible <br />for the work to be performed under the supervision of its employees. The CONTRACTOR shall be <br />responsible for compliance with all laws, ordinances, codes, rules, regulations, licensing requirements and <br />other regulatory matters that are applicable to the conduct of the CONTRACTOR’S business and work <br />performance under this AGREEMENT, including those of Federal, State, and local agencies having <br />appropriate jurisdiction. <br /> <br />10. Subcontractors. The CONTRACTOR shall not subcontract any work to be performed pursuant to this <br />AGREEMENT without the written approval of the AGENCY. <br /> <br />11. Indemnification. The AGENCY will hold harmless and indemnify the CONTRACTOR against any an all <br />claims and actions arising out the participation by the CONTRACTOR in the AGREEMENT including, <br />without limitations, expenses, judgments, fines, settlements, and any other amounts actually and <br />reasonably incurred in connection with any liability, suit, action, loss, or damage arising or resulting from <br />DocuSign Envelope ID: 9198C2D3-819C-488C-B162-EBD936E5D4FA