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C. No copies, sketches, computer graphics or graphs, including graphic artwork, are to be released by Consultant to any other person or agency except after prior written approval by City, except as necessary for the performance of services under this Agreement. All press releases, including graphic display information to be published in newspapers, magazines, etc., are to be handled only by City unless otherwise agreed to by Consultant and City. 4. FINISHED AND PRELIMINARY DATA All of Consultant's finished technical data, including but not limited to illustrations, photographs, tapes, software, software design documents, including without limitation source code, binary code, all media, technical documentation and user documentation, photoprints and other graphic information required to be furnished under this Agreement, shall be City's property upon payment and shall be furnished with unlimited rights and, as such, shall be free from proprietary restriction except as elsewhere authorized in this Agreement. Consultant further agrees that it shall have no interest or claim to such finished, City-owned, technical data; furthermore, said data is subject to the provisions of the Freedom of Information Act, 5 USC 552. 5. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Fee Schedule, attached hereto as Exhibit B. The total sum to be expended under this Agreement shall not exceed One Million, Four Hundred Thousand Dollars ($1,400,000.00) during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. The invoice shall include a detailed breakdown of the services, the tasks, the hours, and hourly rates. It should be noted that no more than 90 percent of the total payment amount will be made prior to the final completion and approval of all work and delivery of final deliverables. 6. TERM This Agreement shall commence on the date first written above and terminate on June 30, 2011, unless terminated earlier in accordance with Section 15, below. 7. INDEPENDENT CONTRACTOR Consultant 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 Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and 3