Professional Services Agreement - Purdue MEP - Skills for Success Training

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law. Finally, you understand that your delinquent account may be reported to one or more of the national credit reporting agencies. You authorize the University and its employees, agents, representatives, attorneys, vendors and contractors (including collection agencies) to contact you on a current or future land line telephone and/or cellular telephone number(s), and via e-mail; and to use automated telephone dialing equipment, artificial or pre- recorded voice or text messages, for the purpose of collection of your financial obligations or to receive general information from the University. You agree to keep the University informed and updated in the event of a change in your cellular telephone number, home or business telephone number, mailing address or email address. 1. Project Personnel and Facilities: The University has made available personnel and facilities required for the project. The project will be under the direction of the Purdue personnel listed in Appendix A. 2. Reports and Deliverables: During the term of this Agreement, the University agrees to furnish the Company the Technical Assistance Services described in Appendix A. At the end of the project period, the Purdue MEP Center will deliver to the Company the Deliverables as defined in Appendix A. The Company and the University understand the training materials provided are owned and copyrighted by the University. Nothing in the agreement grants or implies transfer of ownership of the copyrighted training materials provided. Any other use of the training materials by the Company other than that which is specified under this agreement must be approved by the University. 3. Supplemental Third -Party Service: If the University determines that a Deliverable or component of a Deliverable is more appropriately supplied by a third -party consultant, the third -party consultant must contract directly with the Company for that purpose. The University will facilitate that step as required. The University will integrate its own performance with the third-party's contribution. The Company agrees to look solely and directly to the third -party consultant for performance of that consultant's contract with the Company. 4. Confidential Information: Should it be necessary for University personnel to receive confidential information in order to perform the technical assistance, the University, and its staff, agree to use their best efforts to prevent the disclosure of any such information furnished by the Company and stated in writing to be confidential to the Company's business. Company agrees that it will not, under any circumstances, advertise or otherwise state or otherwise imply that the University has tested or approved any product or process or procedure used at or in Company's business. 5. Indemnity: Since Purdue University has no control over how Company will use Deliverables, Company shall indemnify and hold harmless Purdue University, its Trustees, officers, employees and agents for any loss, claim, lawsuit or other causes of action that may be the result of Company's use of any or all of the Deliverables. Company represents that Purdue University is an authorized recipient for any information and material which Company may provide in the course of the project. Company shall defend and indemnify Purdue University against any claim or allegation that Purdue University is liable for its possession and use of that information and material for the purpose of performing the project. 6. Completion: It is understood that the University will use its best efforts to complete the program within the project period and within the financial support hereby furnished, but does not guarantee completion due to factors beyond its control. The University shall not be obliged to spend any funds on this assistance program other than those provided under this Agreement. Purdue MEP Center mep.purdue.edu 800-877-5182 Project #18871 Page 2