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earlier in accordance with Section 16, below. <br />4. PREVAILING WAGES <br />Consultant is aware of the requirernents of California Labor Code Section 7720, et seq,, and <br />lJJ0, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing <br />Wage Laws"), which require the payment of prevailing wage rates and the performance of other <br />requitetnents on "public works" and 'llaintenallce" projects. If the services being perforrned are part <br />of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, <br />and the total compensation is $1,000 or more, Consultant agrees to fully cornply with such Prevailing <br />Wage Laws. Consultant shall defend, indemnifu and hold the City, its elected officials, officers, <br />employees and agents fi"ee and hannless from any claim or liability arising out of any failure or alleged <br />failure to comply with the Prevailing Wage Laws. <br />5. 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 Agreernent 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 perfonns 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 applieable standards and regulations goveming such <br />seruices. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment <br />insurance and similar taxes relating to ernployees and shall be responsible for all applicable <br />withholding taxes. <br />6. OWNERSHIP OF MATERIALS <br />This Agreement creates a non-exclusive and perpetual license for City to copy, use, modifi, <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 atany time, provided that any such use <br />not within the purposes intended by this Agreement shall be at city's sole risk. <br />7, 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. Minimum Scope and Limit of Insurance <br />1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 <br />01 covoring CGL on an o'oecurrence" basis, including products and completed <br />#254137v2 <br />Page 2 of9