Professional Services Agreement - Neil Mihalich - Lead Protection Program Manager for IHCDA

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period of time after the Expiration Date, subject to the same terms and conditions set forth in this Agreement and the availability of funding sources, unless otherwise mutually agreed by the Parties in writing. Section 4. Funding Cancellation and Payments. In accordance with I.C. 36-1-12.5- 5(d)(4), payments by the City are subject to annual appropriation by its fiscal body. When the City makes a written determination that funds are not appropriated or otherwise available to support continued performance of this Agreement, this Agreement shall be cancelled. A determination by the City that funds are not appropriated or otherwise available to support continuation of the performance shall be final and conclusive. Section 5. Changes in Scope of Services. The Contractor understands and agrees that he 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. Assignment; Successors. The Contractor shall not assign or subcontract the whole or any part of this Agreement to any other person or entity without the prior written consent of the City. Section 7. Relationship/Independent Contractor. Both parties, in the performance of this Agreement, shall act in an individual 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 is solely responsible for compliance with federal, state and local laws and regulations relating to taxes and social security payments that may be required to be made in connection with the compensation provided under this Agreement. The City, however, may file informational returns with the United States Internal Revenue Service or similar state agency regarding payment made to Contractor in accordance with this Agreement under conditions imposed by federal, state or local laws applicable to such payment. The City shall provide IRS Form 1099, if applicable. Section 8. Confidentiality. Contractor acknowledges he will be working with information that is confidential in nature (the "Information") during his performance of Services. Contractor agrees that he will not, at any time or in any manner, either directly or indirectly, divulge, disclose or communicate in any manner any Information to any third party without the written consent the City and/or the program participant, as the case may be. Contractor shall be responsible for maintaining the confidentially of any Information that comes into his possession during his provision of Services to the City, including taking appropriate measures to secure said Information against inadvertent disclosure or dissemination and to inform any person to which he allows to access such Information of its confidentiality. Notwithstanding anything to the contrary contained in this Agreement, the Parties will adhere to their respective obligations under