incumbent, or candidate for public office, or any communication with the public to influence the passage,
defeat or final content of any federal, state, or legislation, however, the foregoing is intended to apply to
political advertisements, and not apply to bona fide political speech. The contractor shall comply with
any and all laws applicable to 501(c) 3 nonprofits not supporting or opposing candidates or intervening in
campaigns, subject to members of the public, but not the contractor, having lawful public access rights
relative to bona fide political speech that is not advertising.
SECTION 16. RIGHTS TO PROPOSAL, CONTRACTUAL MATERIAL, AND
COPYRIGHTABLE MATERIAL.
When copyrightable documents, audio/video productions or any materials are produced by Contractor for
the purpose of providing services under this contract, the program producer and City shall have joint
ownership of any copyrighted materials and the City is hereby granted a perpetual, royalty free license to
these copyrighted materials for any municipal purpose (other than commercial exploitation) The parties
agree that the term ‘commercial exploitation’ shall not restrict City's ability to allow the public to obtain
copies of the materials upon payment of customary and reasonable duplication fees. In the event the
Contractor is the producer of a program, programs produced by the Contractor hereunder shall be deemed
works for hire in which both the Contractor and the City shall share joint copyright.
SECTION 17. INDEPENDENT CONTRACTOR.
The contract shall not be construed as creating an employer/employee relationship, a partnership, or a
joint venture. The Contractor’s services shall be those of an independent contractor as between the City
and the contractor. The Contractor agrees and understands that the contract does not grant any rights or
privileges established for employees of the City and Contractor is expected to have sufficient autonomy
with respect to implementation of details to satisfy applicable criteria with respect to being an independent
contractor.
SECTION 18. SUBCONTRACTING.
Notwithstanding Contractors disclosed use of independent contractors in its RFP proposal response,
Contractor may not subcontract for the performance of any of Contractor’s services without written
approval of the City, except for independent videography services on a case by case basis. Any purported
subcontract made in violation of this section is null and void.
SECTION 19. CONTRACTOR CHANGES.
Contractor shall notify the Contract Manager of any change in the Contractor’s LLC membership, within
ten (10) working days of its occurrence. Contractor shall notify Contract Manager of any change in
Contractor’s corporate structure, or any Board of Director resolution affecting performance of this
Contract, within ten (10) working days of its occurrence.
SECTION 20. SUSPENSION OF FUNDING.
In the event that Contractor fails to timely and properly perform any of its obligations under this contract,
the City, without limiting any rights it may otherwise have, may withhold further payments to the
i9|Pazge
