C3 TECHNOLOGY SERVICES (2) - Laserfiche WebLink

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C. The total annual amount to be expended during the term of this Agreement, including any extension periods, shall not exceed Three Hundred Ten Thousand Dollars and Zero Cents ($310,000.00). This sum is comprised of (1) $150,000 to allow purchases of Sharp Copier Equipment utilizing the NASPO ValuePoint cooperative agreement and (2) $160,000 for managed print services. d. Payment by City shall be made within forty -Five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. e. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on March 1, 2023 for a term of three (3) years with the option for the City to grant up to two (2), one (1) year extensions, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Provider shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Provider performs the services which are the subject matter of this Agreement; however, the services to be provided by Provider shall be provided in a manner consistent with all applicable standards and regulations governing such services. Provider 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. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied 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 Provider under this Agreement (`Documents & Data"). Provider shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Provider represents and warrants that Provider has the legal right to license any and all Documents & Data. Provider makes no such representation and warranty in regard to Documents & Data which were provided to Provider by the City. City shall not be limited in any way in its use ofthe Documents and Data at any time; provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.