FULL AGENDA PACKET_2021-04-06 - Laserfiche WebLink

Home Browse Search

d. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work pertornred, subject to City accounting procedures. Payment need not be made Inr work which fails to meet the standaods of perlormance set forth in the Recitals and Scope of Work, whicli may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first titincn above and tcrnrinate on Mal"C}r 31, 2024, unless tenninated earlier in accordance with Section 16, below. The term of this Agreement may be extended for one 1-year period upon a writing executed by the City Manager and City Attorney. 4. INDEPENDENT CONTRACTOR Consultant sliall, 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 unrsu-ucd to create an employe --employee relationship, a joint vcnttu-c relationship, or to allow the City to exercise diseretion or control over the professional mariner ill 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 manna' consistent with all applicable standards and regulations governing such services. Consuhanl shall pay all salaries and wages, employer'. social security taxes_ unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to Copy, use, modify, raise, or sublicense any and all copyrights, designs, and other irncllectual properly embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not linlited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by CunsLdtxnt under this Agreement ("Documents & Data"). Cunsultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractors prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Doc unents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to 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 intended by this Agreement shall be at City's sole risk- 6. INSURANCE Prior to undertaking performance of work under this Agrcanent, Consultant shall maintain and shall require it,; subcontractors, if any, to oblain and nrainlain insurance as described below: I CUtmnCrelal General Liability [nsuranec. Crmittltan[ shall Maintain C0111MCI—Ci I general liability insurance naming the City, its officers, employees, agents, City Council 30 — 9 4/6/2021 Pagc 2 of 9