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3. TERM
<br />This Agreement shall commence on the date written above and continue until May 31, 2021,
<br />unless terminated earlier in accordance with Section 16, below.
<br />4. INDEPENDENT CONTRACTOR
<br />Consultant shall, during the entire term of this Agreement, be construed to be an independent
<br />contractor and not an employee of the City. This Agreement is not intended nor shall it be construed
<br />to create an employer-employee relationship, a joint venture relationship, or to allow the City to
<br />exercise discretion or control over the professional manner in which Consultant performs the services
<br />which are the subject matter of this Agreement; however, the services to be provided by Consultant
<br />shall be provided in a manner consistent with all applicable standards and regulations governing such
<br />services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment
<br />insurance and similar taxes relating to employees and shall be responsible for all applicable
<br />withholding taxes.
<br />5. OWNERSHIP OF MATERIALS
<br />This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify,
<br />reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans,
<br />specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any
<br />tangible medium of expression, including but not limited to, physical drawings or data magnetically or
<br />otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant
<br />under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in
<br />writing that City is granted a non-exclusive and perpetual license for any Documents & Data the
<br />subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has
<br />the legal right to license any and all Documents & Data. Consultant makes no such representation and
<br />warranty in regard to Documents & Data which were provided to Consultant by the City. City shall
<br />not be limited in any way in its use of the Documents and Data at any time, provided that any such use
<br />not within the purposes intended by this Agreement shall be at City's sole risk.
<br />6. INSURANCE
<br />Prior to undertaking performance of work under this Agreement, Consultant shall maintain and
<br />shall require its subcontractors, if any, to obtain and maintain insurance as described below:
<br />a. Commercial General Liability ,Insurance. Consultant shall maintain commercial
<br />general liability insurance naming the City, its officers, employees, agents, volunteers
<br />and representatives as additional insured(s) and shall include, but not be limited to
<br />protection against claims arising from bodily and personal injury, including death
<br />resulting therefrom and damage to property, resulting from any act or occurrence
<br />arising out of Consultant's operations in the performance of this Agreement, including,
<br />without limitation, acts involving vehicles. The amounts of insurance shall be not less
<br />than the following: single limit coverage applying to bodily and personal injury,
<br />including death resulting therefrom, and property damage, in the total amount of
<br />$1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a)
<br />name the City, its officers, employees, agents, and representatives as additional
<br />insured(s); (b) be primary and not contributory with respect to insurance or self -
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