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3. OWNERSHIP OF MATERIALS This Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ( "Documents & Data"), Consultant shall require all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and — — warranty -in- regard -to- Doeuments - &- Data- which- were provided -m- Consultant by -the City. City shall not - be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes untended by this Agreement shall be at City's sole risk. A. PAYMENTS & INVOICES a. Consultant shall submit a monthly invoice by the fifteenth of the month to the City for the services rendered in the prim month. b. All invoices for work performed under this Agreement shall be submitted in a format approved by the City. Invoices shall include the following information at a minimum, and other information as may be necessary: i. Consultant's invoice number ii. Beginning and ending dates for services iii. City project number and/or name (if applicable) iv. Work site address /location (if applicable) V. Tasks or deliverables completed, or percentage ( %) of total senrices completed. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 5. 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 wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: 25C -6