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<br />fAe, Bold Ideas. Greater Good,
<br />writing similarly executed, either party may waive compliance by the other party with any
<br />provision of this Agreement that such other party was or is obligated to comply with or
<br />perform, provided, however, that such waiver shall not operate as a waiver of, or estoppel with
<br />respect to, any other or subsequent failure. No failure to exercise and no delay in exercising
<br />any right, remedy, or power hereunder shall operate as a waiver thereof, nor shall any single or
<br />partial exercise of any right, remedy, or power hereunder preclude any other or further
<br />exercise thereof or the exercise of any other right, remedy, or power provided herein or by law
<br />or in equity.
<br />Either party shall be excused from any delay or failure in performance required hereunder if
<br />caused by reason of any occurrence or contingency beyond its reasonable control, including,
<br />but not limited to, acts of God, acts of war, fire, insurrection, laws proclamations, edits,
<br />ordinances or regulations, strikes, lock -outs or other serious labor disputes, riots, earthquakes,
<br />floods, explosions or other acts of nature. The obligations and rights of the party so excused
<br />shall be extended on a day-to-day basis for the time period equal to the period of such
<br />excusable interruption. When such events have abated, the parties' respective obligations
<br />hereunder shall resume.
<br />If any provision of this Agreement, or the application thereof to any person, place, or
<br />circumstance, shall be held by a court of competent jurisdiction to be invalid, unenforceable, or
<br />void, the remainder of this Agreement and such provisions as applied to other persons, places,
<br />and circumstances shall remain in full force and effect.
<br />The validity, interpretation, enforceability, and performance of this Agreement shall be
<br />governed by and construed in accordance with the laws of the State of Indiana.
<br />The Consultant shall operate at all times as an independent contractor of the Sponsor. No
<br />employee of the Consultant will be considered or deemed to be an employee of the Sponsor,
<br />This Agreement does not authorize the Consultant to act for the Sponsor as its agent or to
<br />make commitments on behalf of the Sponsor. The Sponsor shall not withhold payroll taxes,
<br />and Consultant shall not be covered by health, life, disability, or worker's compensation
<br />insurance of the Sponsor.
<br />Each party represents and warrants to the other party that this Agreement has been duly
<br />authorized, executed and delivered and that the performance of its obligations under this
<br />This document and its contents are confidential. ifyou have received this
<br />document in error, please destroy immediately.
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