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satisfactory to City, and expressly providing that the interest of City shall not be affected by <br /> Contractor's breach of policy provisions. <br /> <br /> 10. Workers' Compensation. Whether or not Contractor will perform the Services without the help of <br /> others, Contractor agrees that it will obtain and maintain Workers' Compensation insurance <br /> coverage throughout the duration of this contract as acarrier-insured employer or individual, as the <br /> case may be. Contractor acknowledges that it is a subject employer under ORS 656.017, and agrees <br /> to comply with all legal requirements resulting therefrom. <br /> 11. Relationship of Parties. Whether Contractor is a corporation, partnership, other legal entity or an <br /> individual, Contractor's relationship to City is that of an independent contractor. If Contractor is an <br /> individual, Contractor's duties will be performed with the understanding that Contractor is aself- <br /> employed person and has special expertise as to the Services, and is customarily engaged in the <br /> independent performance of the same or similar services for others. The manner in which the <br /> Services are performed shall be controlled by Contractor; however, the nature of the Services and <br /> the results to be achieved shall be specified by City. Contractor is not to be deemed an employee or <br /> agent of City and has no authority to make any binding commitments or obligations on behalf of <br /> City except to the extent expressly provided herein. <br /> 12. Performance Bond. If required by City, Contractor shall deliver to City at the time of execution of <br /> this contract a performance bond in a form satisfactory to City with a corporate surety approved by <br /> City, in an amount equal to the amount bid for performance of the Services, in favor of City, and <br /> guaranteeing Contractor's faithful performance of all terms, covenants and conditions of this <br /> contract. Such bond shall remain in effect throughout the term of this contract. <br /> 13. Subcontracting. Contractor shall not subcontract its work under this contract, in whole or in part, <br /> without City's prior written approval, which may be withheld for any reason. Contractor shall <br /> require any approved subcontractor to agree, as to the portion subcontracted, to comply with all <br /> obligations of Contractor specified in this contract. Notwithstanding City's approval of a <br /> subcontractor, Contractor shall remain obligated for full performance of this contract and City shall <br /> incur no obligation to any subcontractor. Contractor shall indemnify, defend and hold City <br /> harmless from all claims of its subcontractors. <br /> 14. Assignment. Contractor shall not assign this contract, in whole or in part, or any right or obligation <br /> hereunder, without City's prior written approval, which maybe withheld for any reason. In the <br /> event of an assignment, Contractor shall remain liable for performance under this contract unless <br /> expressly released by City. <br /> 15. Default. Contractor shall be in default under this contract upon. the occurrence of any of the <br /> following ("events of default"): <br /> 15.1 Contractor's failure to perform or observe any provision of this contract, if such failure <br /> continues for a period of two days after City has notified Contractor in writing, specifying <br /> the nature of Contractor's failure of performance; <br /> 15.2 The bankruptcy or insolvency of Contractor, a transfer in fraud of creditors, an assignment <br /> for the benefit of creditors or an execution issued against any property of Contractor used in <br /> Non-Facility Trade Service Contract-Page 4 <br /> (Revised December 1997) <br /> <br />