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In regard to all copyrightable material produced as a deliverable under this Agreement, including
<br />but not limited to books, reports, plans, photographs, drawings, films, recordings, videotapes, and
<br />computer programs, Vendor agrees for itself and its affected officers, employees, agents, contractors, and
<br />volunteer workers that (a) other such material may not be copyrighted without prior review from the City,
<br />and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers,
<br />agents and employees acting within the scope of their official duties, as a condition of payment to the
<br />Vendor, a royalty -free, nonexclusive, irrevocable license throughout the world for governmental purposes
<br />to disclose, publish, translate, reproduce, and use such materials.
<br />3. Term
<br />The term of this Agreement shall commence on July 1, 2007 and terminate upon expenditure of
<br />allocated funds, unless terminated earlier in accordance with Section 13, below. City shall have the
<br />option, at City's discretion, to renew this Agreement for up to four (4) successive one- year terms.
<br />4. Compensation
<br />The City will pay to Temporary Technical Contract Service Personnel Vendor's collectively, total
<br />compensation under this Agreement which shall not exceed $3,900,000, annually. Said total
<br />compensation shall be divided between any and all of the Vendors selected by the City, as determined at
<br />the City's discretion.
<br />The City will pay those rates identified in Vendor's Cost Proposal (Exhibit B).
<br />Payment by City shall be made within thirty (30) days following receipt of proper invoice
<br />evidencing work performed and /or products purchased, subject to City accounting procedures. Payment
<br />need not be made for work that fails to meet the standards of performance set forth in the Recitals which
<br />may reasonably be expected by City.
<br />5. Insurance
<br />Prior to undertaking performance of work under this Agreement, Vendor shall maintain and shall
<br />require its subcontractors, if any, to obtain and maintain insurance as described below:
<br />a. Commercial General Liability Insurance. Vendor shall maintain commercial general liability
<br />insurance naming the City, its officers, agents, volunteers, and employees as additional insured(s) and
<br />shall include, but not be limited to protection against claims arising from bodily and personal injury,
<br />including death resulting therefrom and damage to property, resulting from any act or occurrence arising
<br />out of Vendor's 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 limit coverage
<br />applying to bodily and personal injury, including death resulting therefrom, and property damage, in the
<br />total amount of $1,000,000 per occurrence. Vendor shall supply City with a fully executed additional
<br />insured endorsement in substantially the form attached hereto as Exhibit C upon execution of this
<br />Agreement and shall be approved in form by the City Attorney.
<br />b. Business automobile liability insurance, or equivalent form, with a combined single limit of
<br />not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and
<br />non -owned automobiles.
<br />c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the
<br />Labor Code, Vendor, if Vendor has any employees, is required to be insured against liability for worker's
<br />March 2007
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