Consulting Agreement - enFocus Inc - Bloomberg Mayors Challenge Operational Support

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the performance of Consultant's services hereunder unless caused by Consultant's negligence or intentional acts or omissions. Subject to the limitation of liability stated in Section iz(a), Consultant agrees, at its sole cost, to indemnify and defend Sponsor (and its officials, employees, and agents) from and against any damages, claims or suits by third parties against Sponsor arising from the performance of Consultant's services hereunder unless caused by the negligence or intentional acts or omissions of Sponsor (or its officials, employees, or agents) SECTION 13— ENTIRE AGREEMENT 4 This Agreement is the final expression of the parties' agreement with respect to the q I,'.,� uq A I,m� znt retention of Consultant by the Sponsor for the services specified herein and may not be contradicted by evidence of any prior or contemporaneous agreement. "'n cn /l) SECTION 14 --- REMEDIES FOR BREACH OF CONTRACT Page The Consultant's failure to complete the services in accordance with this Agreement S of 1.;I. will be considered a material breach. In the event of such breach, the Sponsor may suspend all payments to the Consultant, terminate this Agreement, and/or pursue any and all remedies available at law or in equity. The Consultant shall comply with all applicable laws and regulations in its hiring and employment practices and policies for any activity covered by this Agreement. The Consultant shall comply with all state, federal, and municipal laws, regulations, and standards applicable to its activities pursuant to this Agreement including, but not limited to, the requirements imposed by Ind. Code 22-9-1-3.0 (non-discrimination), the provisions of Ind. Code 5-22-1.6.5 (disqualification for dealings with the government of Iran), and the provisions of Ind. Code 22-5-1.7 (requiring E-Verify for new employees and prohibiting employment of unauthorized aliens). Each of the foregoing provisions is incorporated herein as if set forth in full, and the Consultant certifies that it is in compliance with each such provision and shall remain in compliance through the term of this Agreement. The Consultant agrees, as a condition precedent to the effectiveness of this Agreement, that its authorized representative will execute and submit to the Sponsor a contractor's affidavit in the form provided by the Sponsor. A JdI'ju,' as rrita In accordance with applicable laws, payments are subject to annual appropriation. If the City Controller makes a written determination that funds are not appropriated or are otherwise unavailable to support the continuation of this Agreement, it shall be cancelled. A determination by the City Controller that funds are not appropriated or are otherwise unavailable to supportthe continuation of performance shall be final and conclusive. enFocus agrees to make a good faith effort to provide and maintain a drug -free workplace and will give written notice to the City within ten (1o) days after receiving