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Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor
<br />and not an employee of the City or Anaheim. This Agreement is not intended nor shall it be construed to create an
<br />employer-employee relationship; -a joint venture relationship, or to allow the City or Anaheim to exercise discretion
<br />or control over the professional manner in which Consultant performs the services which are the subject matter of
<br />this Agreement; however, the services to be provided by Consultant shat) be _provided in a manner consistent with
<br />all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages,
<br />employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be
<br />responsible for all applicable withholding taxes.
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<br />This Agreement creates a non-exclusive and perpetual license for City and Anaheim to copy, use modify,
<br />reuse, orsublicenseany and all copyrights, designs, and other intellectual property embodied in plans,
<br />specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible
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<br />medium of expression, Including but not limited to, physical drawings or data magnetically or otherwise recorded
<br />on Computer diskettes, 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 City is granted a non-
<br />exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement,
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<br />Consultant represents and warrants that Consultant has the legal right to license any and all Documents ,& Data.
<br />Consultant makes no such representation and warranty in regard to Documents & Data which were provided to
<br />Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time;
<br />provided that any such use not within the purposes Intended by this Agreement shall be at City and Anaheim's soli
<br />risk. Contractor will not use any sof the documents & data obtained in developing the website or the website Itself
<br />for advertising or promotional purposes without the City and Anaheim's written consent
<br />Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall
<br />require its subcontractors, if any, to obtain and maintain insurance as described below,,
<br />a. Commercial
<br />maintain
<br />and
<br />property, resulting from any pact or occurrence arising out of Consultants operations In the
<br />performance of this Agreement, including, without limitation; acts involving vehicles, The
<br />amounts of insurance shall be not less than the following. single limit coverage applying to bodily
<br />and personal injury, including death resulting therefrom, and property damage, in the total amoun
<br />of $1,000,000 per occurrence, with $2,000.000 In the aggregate, Consultant shall supply City
<br />and Anaheim with a fully executed additional insured endorsement in substantially the form
<br />attached hereto as Exhibit B upon execution of this Agreement,
<br />b, Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the
<br />Labor Code, Consultant, if Consultant hasany employees, is required to be insured against'
<br />liability for worker's compensation or to undertake self-insurance. Prior to commencing the
<br />performance of tate work under this Agreement, Consultant agrees to obtain and maintain any
<br />employers liability insurance with limits not less then $1,000;,000 per accident;
<br />G. if Consultant is or employs;a licensed professional such assn architect or engineer: Professional
<br />liability (errors and omissions) insurance, with a Combined single limit Of not less than $9,000,000
<br />per claim with $2,000,000 in the aggregate.
<br />d. The following requirements_ apply to the insurance to be provided by Consultant pursuant to this
<br />section:
<br />(I) Consultant shall maintain all insurance required above in full force and effect for
<br />the entire period covered by this Agreement,
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