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b, City shall recognize and play invoices for arsy services rtasde€e€t by the Consultant from the date of the expiration of Ag,reeniLut N-2018-050 through the; o€ active date of this Agreement. c, Payment by City shall lse made nithin 45 days (Forty-five) days followri g receipt of proper invoice evidencing wvork perl'a mie d, subject to City accxrunting prt eedures, Payment tweed not be made for work which talks to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. PIESHWIM `Cisis A rezinent shastt csattamenec can the cuts; first: written above and continue until Aas st 19,120M with the option for the City to grant up to a one Q) -m+ ad,%.%enet aL exercisable by a writing by the City Mini ager and the City Attorney, unless terminated earlier in accordance with Section 15, below, 4, TNDEPPItiEiTaNT CONTRACTOR Consultant shadd, during the entire term of this Agreement, be construed to be an indupendernt contractorand not an employee of the City. This Agrmnent is not intended norshall. it ba construed to creme an employer-cinployce relationship, a joint venture relationship, or to allow the City to exercise discretion or controlever the profiessional manner iri tvltich Consultant perl`brois the services which are the subject matter of this Agreement, howover, the spices to be provided by Consultant .tut shatld be provided in a maauner consistent with all applicable standards and regulationx governing such scrvi w. Consultant shall pay all salaries and wages, employers social security taxes, unemployment insurance and similar outer relating to employees and sltatd be responsible for all applicable xvithholcding taxes, 51 OW'NERSHIP OF MATERIALS This Agreeucnt creates as nonexclusive and perpetual license for City to copy, use, modify, reuse, or sublimnse any and all copyrights, designs, and lather intellectual property embodied in plans, specifications, studies, drawings, estimates, and lather documents or ,works of mulsorshsp fixed in any tangible mciffitsrn of "pression, including but not haided to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("'Documents tints & ]ata"). Consultant "I require all rsubcoritra ors its agree inn writing that City is granted a na n -exclusive and perpetual laoertse for any Documents iib data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to lick any and all Documents & Data. Consultant makes no such representation and warranty in nogard 41 Documents & Data which were. provided to Consultant by, the City. City shall not be limited in any way= in its use of the Documents and Data at any time, provided that any Stich use not arithira the purposes intended by this Agreaansetit shtald be at City's stale risk,