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for work which fails to meet the standards of performance set forth in the Recitals which may <br />reasonably be expected by City. <br />3. TERM <br />This Agreement shall commence on October 1, 2020 and terminate on February 28, 2023, unless <br />terminated earlier in accordance with Section 15, below. <br />4. INDEPENDENT CONTRACTOR <br />Provider shall, during the entire term of this Agreement, be construed to be an independent <br />Provider and not an employee of the City. This Agreement is not intended nor shall it be construed to <br />create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise <br />discretion or control over the professional manner in which Provider performs the services which are the <br />subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a <br />manner consistent with all applicable standards and regulations governing such services. Provider shall <br />pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes <br />relating to employees and shall be responsible for all applicable withholding taxes. <br />5. OWNERSHIP OF MATERIALS <br />This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, <br />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 Provider under <br />this Agreement ("Documents & Data"). Provider shall require all subcontractors to agree in writing that <br />City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor <br />prepares under this Agreement. Provider represents and warrants that Provider has the legal right to <br />license any and all Documents & Data. Provider makes no such representation and warranty in regard to <br />Documents & Data which were provided to Provider by the City. City shall not be limited in any way in <br />its use of the Documents and Data at any time, provided that any such use not within the purposes intended <br />by this Agreement shall be at City's sole risk. <br />6. INSURANCE <br />Prior to undertaking performance of work under this Agreement, Provider shall maintain and shall <br />require its subcontractors, if any, to obtain and maintain insurance as described below: <br />a. Commercial General Liability Insurance. Provider shall maintain commercial general <br />liability insurance naming the City, its officers, employees, agents, volunteers and <br />representatives as additional insured(s) and shall include, but not be limited to protection <br />against claims arising from bodily and personal injury, including death resulting therefrom <br />and damage to property, resulting from any act or occurrence arising out of Contractor's <br />operations in the performance of this Agreement, including, without limitation, acts <br />involving vehicles. The amounts of insurance shall be not less than the following: single <br />limit coverage applying to bodily and personal injury, including death resulting therefrom, <br />2 <br />25B-4 <br />