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Consultant shall, during the entire term of this Agreement, be construed to be an <br />independent Consultant and not an employee of the City. This Agreement is not intended <br />nor shall it be construed to create an employer -employee relationship, a joint venture <br />relationship, or to allow the City to exercise discretion or control over the professional <br />manner in which Consultant performs the services which are the subject matter of this <br />Agreement; however, the services to be provided by Consultant shall be provided in a <br />manner consistent with all applicable standards and regulations governing such services. <br />Consultant shall pay all salaries and wages, employer's social security taxes, <br />unemployment insurance and similar taxes relating to employees and shall be responsible <br />for all applicable withholding taxes. <br />6. OWNERSHIP OF MATERIALS <br />This Agreement creates a non-exclusive and perpetual license for City to copy, use, <br />modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property <br />embodied in plans, specifications, studies, drawings, estimates, and other documents or <br />works of authorship fixed in any tangible medium of expression, including but not limited <br />to, physical drawings or data magnetically or otherwise recorded on computer diskettes, <br />which are prepared or caused to be prepared by Consultant under this Agreement <br />("Documents & Data"). Consultant shall require all subcontractors to agree in writing that <br />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 <br />Consultant has the legal right to license any and all Documents & Data. Consultant makes <br />no such representation and warranty in regard to Documents & Data which were provided <br />to Consultant by the City. City shall not be limited in any way in its use of the Documents <br />and Data at any time, provided that any such use not within the purposes intended by this <br />Agreement shall be at City's sole risk. <br />7. INSURANCE <br />Contractor shall procure and maintain for the duration of the contract insurance against <br />claims for injuries to persons or damages to property which may arise from or in connection <br />with the performance of the work hereunder and the results of that work by the Contractor, <br />his agents, representatives, employees or subcontractors. <br />MINIMUM SCOPE OF INSURANCE <br />Coverage shall be at least as broad as: <br />1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 <br />covering CGL on an "occurrence" basis, including products and completed operations, <br />property damage, bodily injury and personal & advertising injury with limits no less than <br />$2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate <br />limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general <br />aggregate limit shall be twice the required occurrence limit. <br />Page 3 of 10 <br />City of Santa Ana RFP 23-182 <br />Page A2 - 3 <br />