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3. TERM The term of this Agreement shall commence on the date first written above and terminate on April 4, 2017, unless terirninated earlier in accordance with Section 15, below. 4. TNDLPI��NDE'NT CONTRACTOR Consultant shall, during the entire terra of this Agreement, be construed to be an independent contractor and not an employee of the City. Phis Agreement is not intended nor shalt it be con t ued to create an employer- employce relationship, a joint vorature relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant perfbrms the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be. provided in a manner consistent with all applicable standards and regulations governing such services, Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurruuce and similar taxes relating to its cnuployeQs and shall be responsible for all applicable withholding taxes. 5. OWNPRSTTIP 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 docani rants or works of authorship fixed in any tangible mediums 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 Consultant under this Agreement ( "Documents & Data "). Consultant shall requrnre all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license fo r any Documents & Data the subcontractor prepares under this Agrenamnt. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & 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 linnited in -lily way in its use of the Documents & Data at any tine, provided that any such use not within the purposes intended by this Agreement shall he at City's sole risk. G. INSURANCE Prior to -undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability lnsur uiee. Consultant shall maintain comrneroial general liability insurance which shall include, but not be limited to protection against claims arising frombodily and perssonal injury, including death resulting therefrom and damage to property, resulting fi-orn any tact or occurrence arising out of Consultant's negligent operations hi the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single lirnit coverage applying to bodily and personal injury, including (loath resulting therefrom, and property damage, in the total airoournt of $1,000,000 per oceurrcnec and $2,000,000 in the aggregate. Such'insurance ,ball (a) Pa e2of8 261 -56