Consulting Agreement - Kolata Enterprises LLC - Brownsfield Activities

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receipt of invoice. Contractor will be reimbursed for reasonable expenses for City business. Compensation for Contractor's total services, including travel and other business expenses, shall not exceed the total sum of Ten Thousand Dollars ($10,000.00) for the term set forth in Section 3 of this Agreement. Any payment that the City may deny, withhold, or delay shall not be subject to penalty or interest under I.C. 5-17-5. -Rection 3. Term- -mW-Terminutiun. T-his Agreement -shall -be zffectivc- Comm-eming -on the Effective Date and shall terminate on December 31, 2019. The parties further agree that either party may terminate this Agreement at any time after the Effective Date upon thirty (30) days' written notice to the other party. Section 4. Assignment; Successors. Contractor shall not assign or subcontract the whole or any part of this Agreement without the prior written consent of the City. Section 5. Changes in Scope of Services. Contractor understands and agrees that it shall not commence any additional work or change the scope of the Services provided unless authorized in writing by the City. No claim for additional compensation shall be made by Contractor in the absence of prior written approval of the parties. Section 6. Non -Disclosure of Confidential Information. In the course of providing comulting -anrl--oth-er-�ervices-urder-his- Agreement -Contractor-may--receive -highly--sensitive- confidential information of the City and/or third parties. Contractor acknowledges a fiduciary duty to maintain and strictly preserve all confidential information which Contractor may receive during the course of this Agreement. Section 7. Governing Law; Compliance with Laws. This Agreement shall be construed and interpreted according to the laws of the State of Indiana. Contractor agrees to comply with all applicable federal, state, and local laws, rules, regulations and ordinances, and all provisions required thereby are hereby incorporated herein by reference. Contractor shall comply with federal, state, and local laws in its hiring and employment practices and policies for any activity covered by this Agreement. Further, the City shall not be required to pay for Services that are inconsistent with or in violation of this Agreement nor for any Services performed in violation of any federal, state, or local statute, ordinance, rule or regulation. Section S. RelationshipAndependent Contractor. Contractor is an independent contractor of the City and is not, and shall not be deemed to be, an employee of the City or the Department. Both Contractor and the City, in the performance of this Agreement, shall act in an independent capacity and not as agents, employees, partners, joint venturers or associates of one another. The employee(s) or agent(s) of one party shall not be deemed or construed to be the employee(s) or agent(s) of the other party for any purpose whatsoever. Neither party will assume liability -for-any-injury- (including -death) -to - any -person(s); -or-damage-to-any -property, - arising -out - of the acts or omissions of the agents, employees or subcontractors of the other party. Contractor shall be solely responsible for providing all necessary unemployment and workers' compensation insurance for Contractor's employees. 2-