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3. 7CIERM This Agree ant shall ai mrnence on the date first written above and terminate on March 31. 202& unless terminated , ller in accordance with Section 17, below. 4, PREV'A"(r<WAGES Contraetor s aware ofthe requirements ofCaftrnia Labor Code Sertion'1720, at seq., and 1770, at seq., as well as California Code of Regulations, Title B, Section 16000, at seq., e Prevailing Wage Laws"), which req ire thepayment of prevailing wage rates and the performance. of other requitements on "Public works" Uld "tnakterlanee" projects. Lfthe services beingperh need are part of an applicable "public works" in "maintenance" project, as dei5nad by the Prevailing Wage Laws, and the total compensation is $ ,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall d d,. indemnify and hold the City, its elected officials, offleem, employees and agents free and harmless in any claim or liability arising out of any failure or alleged failure to comply with the Prevailing'Watohaws. S. II'MPE"EIVT CONTRACTOR Contractor all, during the entire term of this Agreement, be construed tobe an independent Contractor and not, an employee of City. This Agreement is not intended nor shall it be construed to create an employe mployea relationship, a joint venture re;ationship, or to allow the City to exercise dlsomrwadon or contr I over the professional manner in which. Contractor performs the services which are the subjeotmattor this Agreement; however, the services to be provided by Contractor shall be provided in a manner consi 1 11 with all applicable standards and regulations governing such services. Contractor shall pay all salari s and wages, employer's social security taxes, nnernployment:insurance and similar taxes relating to o ployces and shall be rosponsible for all applicable withholding des. This Agreiii nentereates a non-excluslve 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, sW4 ies, drawh*% estimates, anti other documcats or works of authorship fixed in any tangible medium o F 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 contractor under this Agreerrt nt CTIwcurnents & .Data"). Contractor shall require all subcontractors to, agree in writing that City s granted a non-"cluslve and perpetual license for any Documents & .Data the subcontractor prep es; under this Agreement. Contractor represents and warrants that Contractor has the Iegal right to ficer sa any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor 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 *c purposci Intended by this Agreement shall be at City's sole Ask. Page 2 of