KINGDOM CAUSES INC. dba CITY NET (2)

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D. Subcontractor agrees to use said funds pursuant to this ARPA Agreement to pay for necessary and reasonable costs allowable under federal and state law and regulations to operate said Program only, Subcontractor's failure to perform as required may, in addition to other remedies set forth in this ARPA Agreement, result in readjustment of the amount of funds the Contractor Is otherwise obligated to pay to the Subcontractor pursuant to the terms hereof, or termination of this ARPA Agreement, a. RESERVED 5. 1NDEA ENDENT CONTRACTOR Subcontractor shall, during the entire term of this AIU)A Agreement, be constructed to be an independent contractor and not an employee of the Contractor. This ARPA Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the Contractor to exercise discretion or control over the professional manner in which Subcontractor performs the services which are the subject matter of this ARPA Agreement; however, the services to be provided by Subcontractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Subcontractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. G. OWNERSHIP OF MATERIALS This ARIA Agreement creates a non-exclusive and perpetual license for Contractor to copy, use, modify, reuso, or sublicense any and all copyrights, designs, and other intellectual property crabodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Subcontractor under this ARPA Agreement ("Documents & Data'), Subcontractor shall require all subcontractors to agree in writing that Contractor is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this ARPA Agreement. Subcontractor represents and warrants that Subcontractor has the legal right to license any and all Documents & Data, Subcontractor makes no such representation and warranty in regard to Documents & Data which were provided to Subcontractor by the Contractor. Contractor shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this ARPA Agreement shalt be at Contractor's sole risk. 7. INSUILA.NCE Subcontractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Subcontractor, its agents, representatives, employees, or subcontractors.