PSA - Weaver Consultant Group LLC - Seal and Abandon Nine Former Groundwater Monitoring Well at Former Studebaker Musuem

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5. Remedies for Breach of Contract. Failure to complete the Services in accordance with this Agreement may be considered a material breach. In the event of such breach, the Commission may suspend all payments to the Provider and may pursue any and all remedies available at law or in equity. The Provider shall repay to the Commission any portion of the Contract Amount expended for matters not within the scope of the Services. 6. Point of Contact. The Contract Administrator identified in Section 9 below will serve as the Commission's principal point of contact for purposes of this Agreement. 7. Relationship. The Provider shall at all times be an independent contractor for the performance of the Services rather than an employee of the Commission, and no act or omission to act by the Provider shall in any way bind or obligate the Commission. This Agreement is strictly for the benefit of the Parties and not for any third -party or person. This Agreement was negotiated by the Parties at arm's length and each of the parties hereto has reviewed the Agreement after the opportunity to consult with independent legal counsel. Neither party shall maintain that the language in the Agreement shall be construed against any signatory hereto. The Commission and the Provider hereby renounce the existence of any form of agency relationship, joint venture, or partnership between the Provider and the Commission and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between the Commission and the Provider. 8. Indemnification of Commission. The Provider hereby agrees to defend, indemnify, and hold harmless the Commission, its officials, employees, and agents from any and all claims of any nature to the extent arising from the negligent acts or omissions by the Provider under this Agreement and from all costs and attorney fees in connection therewith, excepting for claims arising out of the negligence of the Commission, its officials, directors, employees, and agents. The obligations of the Provider under this Section shall survive the termination of this Agreement. 9. Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered, whether or not actually received, when deposited in the United States Postal Service, postage prepaid, registered or certified mail, return receipt requested, addressed to the Commission or the Provider, as the case may be, at the address set forth below. Provider: Weaver Consultants Group, LLC 7121 Grape Road, Granger, Indiana 46530 Attn: Edward Stefanek City: Department of Community Investment 227 W. Jefferson Boulevard, Suite 1400 S. South Bend, IN 46601 Attn: Chris Dressel (the "Contract Administrator") 10. Equal Opportunity. The Provider shall comply with federal, state, and local law in its hiring and employment practices and policies for any activity covered by this Agreement. 11. Entire Agreement; Amendment; Applicable Law. This Agreement sets forth the 2