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<br /> <br />the Contract Amount, and the Provider will not incur or seek reimbursement for any expenses in <br />excess of the Contract Amount. <br /> <br /> Section 3. Provider Use of Generative AI. Provider must disclose the extent to which <br />any Generative Artificial Intelligence (“AI”) technology was used in providing the deliverables <br />set forth in Exhibit A and which technology was used. Any deliverables or work product created <br />in part by Generative AI shall be reviewed by a human being prior to submission to the City as <br />finished work product. Failure to do so, including, but not limited to, correction of any mistakes <br />in work product caused by Generative AI, shall be considered a performance deficiency pursuant <br />to the terms of this Agreement. Provider shall not rely solely on Generative AI for any decision <br />making required as part of the Services. Any disclosure required by this section shall be included <br />in the Provider’s invoice. Providers shall not input any non-public City information into any <br />Generative AI technology. Generative AI technology shall not be used to generate images, art, or <br />video. <br /> <br />Section 4. Term and Renewal Option. This Agreement shall be effective <br />commencing on the Effective Date and shall end on the date when the Provider has completed the <br />Services, expected to be no later than August 1, 2028. The Parties agree that this Agreement may <br />be extended by mutual agreement of the Parties. <br /> <br /> Section 5. Assignment; Successors. The Provider shall not assign or subcontract the <br />whole or any part of this Agreement to any other person or entity without the prior written consent <br />of the City. Provider shall ensure that any assignee or subcontractor will comply with the terms <br />hereof and shall be responsible for such compliance. Said provisions notwithstanding, Provider’s <br />use of independent contractor drivers to perform the Services will not require prior written consent <br />of the City pursuant to this Section. <br /> <br />Section 6. Relationship/Independent Contractor. Both Parties, in the performance <br />of this Agreement, shall act in an individual capacity and not as agents, employees, partners, joint <br />venturers or associates of one another. The employee(s) or agent(s) of one Party shall not be <br />deemed or construed to be the employee(s) or agent(s) of the other Party for any purpose <br />whatsoever. Neither Party will assume liability for any injury (including death) to any person(s), <br />or damage to any property, arising out of the acts or omissions of the agents, employees or <br />subcontractors of the other Party. This Agreement is strictly for the benefit of the Parties and not <br />for any third party or person. <br /> <br />Provider is solely responsible for compliance with federal, state and local laws and <br />regulations relating to taxes and social security payments that may be required to be made in <br />connection with the compensation provided under this Agreement. The City, however, may file <br />informational returns with the United States Internal Revenue Service or similar state agency <br />regarding payment made to Provider in accordance with this Agreement under conditions imposed <br />by federal, state or local laws applicable to such payment. The City shall provide IRS Form 1099, <br />if applicable. <br />