Professional Services Agreement - Veritas LLC - Beck's Lake Environmental Study

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Beck's Project Consultant Agreement remain in full force and effect. 11. GOVERNING LAW The validity, interpretation, enforceability, and performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Indiana. Contractor agrees to comply with AU 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, City shall not be requited to pay for Services that are inconsistent with or in violation of this Agreement not for any Services performed in violation of any federal, state, of local statute, ordinance, rule, or regulation. 12. INDEPENDENT CONTRACTOR Contractor shall operate at all tithes as an independent contractor of City, and is not, and shall not be dectued to be an employee of the City or the Department. Both Contractor and City, in the performance of this Agreement, shall act in an independent capacity and not as agents, employees, partners, joint venturers, or associations of one another. Employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any put -pose whatsoever. This Agreement does not authorize Contractor to act for City as its agent or to make commitments on behalf of City. City shall not withhold payroll taxes, and Contractor shall not be covered by health, life, disability, worker's compensation, or any other insurance of City. Contractor is solely -responsible for its compliance with federal, state, and local laws and regulations relating to taxes, Social Security, and Medicare that may be requited to be made in connection with the compensation provided under this Agreement. City may, however, file informational returns with the United States Internal Revenue Service or similar state agency regarding payment made to Contractor in accordance widz this Agreement under conditions imposed by federal, state, or local laws applicable to such payment. The City shall provide IRS Forth 1099, if applicable. 13. ABILITY TO ENTER INTO CONTRACT Each party represents and warrants to the other party that this Agreement has been duly authorized, executed and delivered and that the performance of its obligations under this Agreement does not conflict with any order, law, rule or regulation or any agreement or understanding by which such patty is bound. 14. LIMITATION OF LIABILITY• INDEMNIFICATION (a) Contractor will perform the services described in Exhibits A and B to the best of leis ability, striving to ensure great quality of work and minimize errors or omissions. As a result, Contractor shall not be liable to City for any loss incurred by City arising from or in connection With the performance of Contractor's services hereunder, unless caused by Contractor's negligence or willful misconduct. Notwithstanding the foregoing, the limit of Contractor's liability for a breach of this Agreement will be equal to the total amount paid by City to Contractor under this Agreement. 5