Consulting Agreement - enFocus Inc - Bloomberg Mayors Challenge Operational Support

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C 0 N LJ i1..-. 9 N C. ) A C) a � Il E f°/I d...��_ This Consulting Agreement (the "Agreement") is entered into on April so, 2o19, by and between The Qy_j2LSouth Bend, Indiana. an Indiana municipal corporation, acting by and through its Board of Public Works, having its principal offices 22Z W. Jefferson, Blvd., South Bend IN 6oi (hereinafter referred to as "Sponsor"), and enFocus, a 501(c)(3) organization, having its principal offices at Studebaker Building 113, 635 S Lafayette Boulevard, South Bend, IN 466o1(hereinafter referred to as "Consultant"). F oi'°"I's a �'6 irH] WHEREAS, the Sponsor desires to obtain the services of Consultant, and Consultant r u 4i rya '',fin l" desires to provide consulting services to the Sponsor upon the terms and conditions in this Agreement. AGREEMENT Page'' SECTION 1--CONSULTING PERIOD s of -1. (a) Term - The Sponsor hereby retains the Consultant and Consultant agrees to render to the Sponsor those services described in Scope of Services, Exhibit A, incorporated by reference and attached hereto, for the period (the "Consulting Period") commencing on April so, 2oig and ending on July 31, 2020. (b) Termination - At any time, either party may terminate, without liability, the Consulting Period for any reason, with or without cause, by giving 21 days advance written notice to the other party. The Sponsor shall pay Consultant for work completed as of the date of termination, provided, however, that the Sponsor will have no obligation to pay the Consultant for any portion of the Consultant's work with which the Sponsor is dissatisfied, as determined in the Sponsor's sole discretion. SECTION 2 — DUTIES AND RESPONSIBILITIES (a) Consultant hereby agrees to provide and perform for the Sponsor those services set forth in Exhibit A. (b) Consultant will execute its obligations under this Agreement in accordance with the prevailing professional standard of care for projects of similar design and complexity. SECTION 3 —COMPENSATION, EXPENSES, PAYMENT, BENEFITS (a) In consideration of the services rendered by the Consultant under this Agreement, the Sponsor shall pay the Consultant an amount not to exceed Two Hundred Thirty -Four Thousand Five Hundred Dollars ($234,5oo.00) (the "Contract Amount"), as further specified in Exhibit A. Notwithstanding the foregoing sentence, the Sponsor will not be required to pay any portion or installment of the Contract Amount if the Sponsor is not satisfied with the Consultant's performance under this Agreement or any default or breach of this Agreement by the Consultant exists, as the Sponsor may determine in its sole discretion. (b) Payment Terms. Invoices shall be presented as set forth in Exhibit A, and payments are due within 3o days.