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arising from the Work. This policy may be written on a "claims made" form. The <br />policy shall contain an endorsement entitling City to not less than 60 days prior <br />written notice of any materials change, nonrenewal or cancellation of such policy. <br />Contractor shall maintain the professional liability insurance coverage for at least <br />one year after completion of the Work. <br />9. Subcontracting. Contractor shall not subcontract the Work, in whole or in part, without <br />City's prior written approval. Contractor shall require any approved subcontractor to agree, <br />as to the portion subcontracted, to comply with all obligations of Contractor specified in this <br />contract. Notwithstanding City's approval of a subcontractor, Contractor shall remain <br />obligated for full performance of this contract and City shall incur no obligation to any <br />subcontractor. Contractor shall indemnify, defend and hold City harmless from all claims of <br />subcontractors. ' <br />10. Assignment. Contractor shall not assign this contract, in whole or in part, or any right or <br />obligation hereunder, without City's prior written approval. <br />11. Independent Contractor. Whether Contractor is a corporation, partnership, other legal <br />entity or an individual, Contractor is an independent contractor. If Contractor is an <br />individual, Contractor's duties will be performed with the understanding that Contractor is a <br />self-employed person, has special expertise as to the services which Contractor is to <br />perform and is customarily engaged in the independent performance of the same or similar <br />services for others. The manner in which the services are performed shall be controlled by <br />Contractor; however, the nature of the services and the results to be achieved shall be <br />specified by City. Contractor is not to be deemed an employee or agent of City and has no <br />authority to make any binding commitments or obligations on behalf of City except to the <br />extent expressly provided herein. <br />12. Standard Contract Provisions. Contractor shall comply with City's Standard Contract <br />Provisions, a copy of which is attached hereto as Exhibit A. <br />13. Compliance with Laws. Contractor shall comply with all applicable Federal, State and <br />local laws, rules, ordinances and regulations at all times and in the performance of the <br />Work. <br />14. Ownership of Work Product. All work products of the Contractor which result from this <br />contract shall be the exclusive property of City and shall be delivered to City upon <br />completion of the Work or the termination of this contract. Contractor may retain copies of <br />any work product. <br />15. Notices. Any notices permitted or required by this contract shall be deemed given when <br />personally delivered or upon deposit in the United States mail, postage fully prepaid, <br />certified, return receipt requested, addressed to: <br />Contractor: Barb Tull <br />Advanced Marketing Research, Inc. <br />P. O. Box 5244 <br />Eugene, Oregon 97405 <br />Standard Contract Provisions--Page 4 <br />(Revised December 2005) <br />