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performance set forth in the Recitals which may reasonably be expected by City. <br />3. TERM <br />This Agreement shall commence on the date first written above and terminate ninety (90) <br />days from this date unless terminated earlier in accordance with Section 15, below. The term of <br />this Agreement may be extended for an additional ninety (90) day period upon a writing executed <br />by the City Manager and the City Attorney. <br />4. INDEPENDENT CONTRACTOR <br />Consultant shall, during the entire term of this Agreement, be construed to be an <br />independent contractor and not an employee of the City. This Agreement is not intended nor shall <br />it be construed to create an employer-employee relationship, a joint venture relationship, or to <br />allow the City to exercise discretion or control over the professional manner in which Consultant <br />perforans the services which are the subject matter of this Agreement; however, the services to be <br />provided by Consultant shall be provided in a manner consistent with all applicable standards and <br />regulations governing such services. Consultant shall pay all salaries and wages, employer's social <br />security taxes, unemployment insurance and similar taxes relating to employees and shall be <br />responsible for all applicable withholding taxes. <br />5. OWNERSHIP OF MATERIALS <br />This Agreement creates a non-exclusive and perpetual license for City to copy, use, <br />modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property <br />embodied in plans, specifications, studies, drawings, estimates, and other documents or works of <br />authorship fixed in any tangible medium of expression, including but not limited to, physical <br />drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or <br />caused to be prepared by Consultant under this Agreement ("Documents &s Data"), excluding <br />documents procured through a subscription by Consultant such as IMPLAN, Co -Star, and related <br />proprietary documents wherein Consultant has a license to use those third -party materials under <br />limited contractual terms. Consultant shall require all subcontractors to agree in writing that <br />City is granted a non-exclusive and perpetual license for any Documents &L Data the <br />subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant <br />has the legal right to license any and all Documents & Data. Consultant makes no such <br />representation and warranty in regard to Documents &i 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 <br />Data at any time, provided that any such use not within the purposes intended by this Agreement <br />shall be at City's sole risk. <br />6. INSURANCE <br />Prior to undertaking performance of work under this Agreement, Consultant shall maintain <br />and shall require its subcontractors, if any, to obtain and maintain insurance as described below: <br />a. Commercial General Liability Insurance. Consultant shall maintain commercial <br />general liability insurance naming the City, its officers, employees, agents, volunteers <br />and representatives as additional insured(s) and shall include, but not be limited to <br />Page 2 of 9 <br />