|
officers, agents and employees acting within the scope of their official duties, as a condition of payment
<br />
<br /> to the Consultant, aroyalty-free, nonexclusive, irrevocable license throughout the world for governmental
<br /> purposes to disclose, publish, translate, reproduce, and use such materials.
<br /> 4. TERM
<br /> This Agreement shall commence on the date first set forth above and terminate upon expenditure
<br /> of allocated funds, unless terminated eazlier in accordance with Section 13, below. The term of this
<br /> Agreement may be extended upon a writing executed by the Chief of Police and the City Attorney.
<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 Agreement is not intended nor shall it be construed to
<br /> create anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise
<br /> discretion or control over the professional manner in which Consultant performs the services which are
<br /> the subject matter of this Agreement; however, the services to be provided by Consultant shall be
<br /> provided in a manner consistent with all applicable standazds and regulations governing such services.
<br /> Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and
<br /> similar taxes relating to employees and shall be responsible for all applicable withholding taxes.
<br /> 6. INSURANCE
<br /> Prior to undertaking performance of work under this Ageement, Consultant shall maintain and
<br /> shall require its subcontractors, if any, to obtain and maintain insurance as described below:
<br /> a. Due to the nature of services provided, Commercial General Liability coverage will not be
<br /> required.
<br /> b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the
<br /> Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for
<br /> worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work
<br /> under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with
<br /> limits not less than $1,000,000 per accident.
<br /> 7. INDEMNIFICATION
<br /> Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
<br /> employees, consultants, special counsel, and representatives from liability: (1) for personal injury,
<br /> damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal
<br /> injury, including health, and claims for property damage, which may arise from the direct or indirect
<br /> operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting
<br /> on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any
<br /> claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by
<br /> reason of the terms of or effects arising from this Agreement. The Consultant further agrees to indemnify,
<br /> hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to
<br /> be selected by the City, regazding any action by a thud party asserting that personal injury, damages, just
<br /> compensation, restitution, judicial or equitable relief due to personal or property rights azises by reason of
<br /> effects azising from this Agreement. City may make all reasonable decisions with respect to its
<br /> representation in any legal proceeding.
<br /> 2
<br />
<br />
|