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applicable standards and regulations governing such services. Subcontractor shall pay all salaries and wages, employer's 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, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of 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 Subcontractor under this Agreement ("Documents & Data"). Subcontractor shall require all subcontractors to agree in writing that City is granted a non- exclusive and perpetual license for any Documents &Data the subcontractor prepares under this Agreement. Subcontractor represents and warrants that Subcontractor has the legal right to license any and all Documents & Data. Subcontractor makes no such representation and warranty in regard to Documents &Data which were provided to Subcontractor 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 Agreement, Subcontractor shall procure and maintain, And shall require any subcontractors to obtain and maintain, insurance as described below for the entire term of this Agreement against claims for injuries to persons or damage to property which may arise from or in connection with services, products and materials supplied to the City. Total cost of such insurance shall be borne by Subcontractor. MINIMUM SCOPE OF INSURANCE Subcontractor shall maintain limits of insurance coverage in the following minimum amounts and shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an"occurrence"basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than$1,000,000 per occurrence and$2,000,000 aggregate. Required policy limits can be met with primary ad umbrella/excess insurance policies. 2. Sexual Abuse or Molestation Liability(SAML): If the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Subcontractor shall obtain and maintain a policy covering Sexual Abuse and Molestation within a limit of no less than$1,000,000 per occurrence or claim. 3. Automobile Liability (AL): Insurance Services Office Form Number CA 00 01 covering any auto(Code 1),with limits no less than$1,000,000 combined single limits. Page 3 of 10 #2006970vt