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l 1 AGREEMENT FOR PROFESSIONAL SERVICES BY AND BETWEEN THE CITY OF SOUTH BEND, INDIANA, AND THE TROYER GROUP, INC. THIS AGREEMENT (the or this "Agreement") is made effective the 11th day of December, 2014, by and between the City of South Bend, Indiana, Department of Community Investment, acting by and through the South Bend Redevelopment Commission (the "City"), and The Troyer Group, Inc., having its principal place of business at 550 Union Street, Mishawaka, Indiana 46544 (the "Contractor"). For and in consideration of the mutual covenants and promises contained herein, the City and the Contractor hereby agree as follows: Section 1. Duties of the Contractor. The Contractor shall provide the Services which are more particularly described at Exhibit "A" attached hereto and incorporated herein. The Contractor shall execute its responsibilities in accordance with prevailing professional standard of care for projects of similar design and complexity. Section 2. Consideration. Contractor shall be paid based on invoices provided at the conclusion of each phase as more particularly described at Exhibit "A". Payment for each phase shall be contingent upon the Contractor delivering to the City and to the Organization all Deliverables provided for in Exhibit «A» The total consideration under this Agreement shall not exceed the sum of Thirty Thousand Six Hundred and No/100 Dollars ($30, 600.00). Any payment that the City may deny or withhold or delay shall not be subject to penalty or interest pursuant to Indiana Code §5-17-5. Section 3. Term. This Agreement shall be effective as of the day and year first written above (the "Effective Date") and shall end on May 31, 2015 (the "Expiration Date"). Section 4. Assignment; Successors. The Contractor shall not assign or subcontract the whole or any part of this Agreement without the prior written consent of the City and the Organization. Section 5. Changes in Scope of Services. The Contractor understands and agrees that it shall not commence any additional work or change