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extended fill- two 1-,year periods upon a writing executed by the City Manager and City Attorney.
<br />4. PRFVAII.ING WAGES
<br />Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770,
<br />et seq., as well as Cahlornia Code of Regulations, Title R, Section 16000, et seq., ("Prevailing Wage
<br />Laws"), which require the payment of prevailing wage rates and the perfonnanec of other r-cgttiremcnts
<br />on "public works" and "maintenance" projects. If the scrviecs being performed arc part of au applicable
<br />"public works" or "maintenance" project. as defined by the Prevailing Wage Laws, and the total
<br />compensation i, S1,01111 or more, Consultant agrees to fully comply with ;Lich Prevailing Wage Laws.
<br />Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents
<br />tree and harmless from any claim or liability arising out of any failure or alleged tailure to comply with
<br />the Prevailing Wage Laws.
<br />5. INDEPENDENT CONTRACTOR
<br />Consultant shall, daring the entire term of this Agrccrncnt, be construed to be an incicpcncicnt
<br />contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to
<br />create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise
<br />discretion or control over the professional manner in which Consultant performs the services which are
<br />the subject matter of this Agreement; however, the services to be provided by C0113uharrt shall be provided
<br />in a Liiauncr consistent with all applicable standards and regulations govcrning such scrviecs. Consultant
<br />shall pay all salaries and wages, anployer's social security taxes, uncrnployrncnt insurance and similar
<br />taxes relating to employees and shall be responsible Inr all applicable withholding taxes.
<br />6. OWNERSHIP OF MA FERIALS
<br />This Agreement creates a non-exchrsive and perpetual license for City to copy, use, modify, reuse,
<br />or sublicense any and all copyrights, design;, and other intellectual property enthodied in plans,
<br />specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any
<br />tangible medium of expression, including but not limited to, physical drawings or data tnagneticall-y or
<br />othet-wise tecorcled on computer diskettes, which arc prepared or caused to be prepared by Consultant
<br />under this Agrccrncnt ("Documents & Data"). Consultant shall require all subcontractors to agree in
<br />writing that City is granted a non-exclusive and perpetual license [Or ally Documents & Dula Lhe
<br />subcontractor prCares Linda- this Agrccrncnt Consultant represents and warrants that Consultant has the
<br />legal right to licensee any and all Documents & Data. Consultant makes no such representation and
<br />warranty in regard to documents & Data which were provided to Consultant by the City. City shall not
<br />be limited in any way in its use of the Documents and Data at any time, provided that any such nse not
<br />within the purposes intended by this Agreement shall be at City", sole risk.
<br />7. iNSitRANCE
<br />Prior to undertaking performance of work under this Agreement, Consultant shall maintain and
<br />shall require its subcontractors, if any, to obtain and maintain insurance as described below_
<br />a. Commercial General Liability insurance. Consultant shall maintain commercial general
<br />liability insurance naming the City, its otliecxs, cmployccs, agents, volunlccrs and
<br />City Council 2 1 — 6 5/18/2021
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