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that such payments have been nwde.
<br />.tqrrwaratrcwra, Unless earlier terminated in accordince with its terrns,, this
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<br />Agreement will commerwe on the E,,"' ff& i i i,,e, Date and end upon the Provider's satin faclion of all
<br />its obligations hereunder and dic (,'try's final payment therel'i)n Nohvithstanding the fbregoing.
<br />efTective h-ninediately tipm delivery of a written termination notice to tile Pt" O-vider, the it may
<br />terminate this �' ,,,rcemcnt. in 'whole or in part, for any reason, ifthe City determines that such
<br />'lei,,ii,iin,,.i,tionisinti,i,eiv,si,iiiterestoftli,C-City. 1,11 addition, in accorlancewith Ind. (,"(.-)de 6-1,1-18,
<br />payments are SUbject teal appropriation by the City, If the (1 2ity makes a Written determination that
<br />flip is are not appropriated or are otherwise unavailable to stipport the continuation of" this
<br />Agreement, it shall be cancelled. A determination by the City that Funds are not appropriated or
<br />arle otherwise unm,ailablie to stipport the continuation of plerfi-ninance shall be final and conclusive,
<br />'The City wifl not be required to pay any portion ofthe Contract Amount or be otherwise lia-ble for
<br />any, cost, associated with the f1r,ovider's Performance cat' airy Services after the effective chit e of
<br />terrmnation.
<br />5emedies for Breach mod 'C ' 'ontract. 'FP fie rovider's I'aflare lacomes , plete the Services
<br />in accordance with this Aee grrnent will be considered a material breach. In the event of any breach
<br />of this Agreement lay,, the Provider, the City rriay suspend all payments to the Provider and may
<br />ptirsue any and all reinedies avaitable at law or in e(Iiiity, The Provider shall repay to the Cilly any
<br />portion oi`tfie Contract Arricstint expended fi,)r matters not within the s,coe ofthe Serw�ices.
<br />6o ' in ' ts ' of Coritact. Matt Coats, wO ith the ty`s I&F Department was M s ariager of
<br />Operations, and Mike Nfucha, with the Provider as its Director ol"Research and Consulting., wffl
<br />serve as theprincipal points of contact for parposes of this Agreernent,
<br />'7, Relation.,�h-ip. 'Fhe Provider Shall always be ari rode pend et-O Contractor 1`61, the
<br />perfk)rniance of the Services rather than an erriployee of the ity, and no act or omission to act by
<br />the llro,%dder shall in any, way bind or obligate the City, No empioyee of the Provider be
<br />considered or deemed to be an ernployee ofthe City. I'his Agreement rs, strictly lbr the beriefit of
<br />the Parties and not for any third p,,aily or person. 1'his Agreement was negwfiatt,�d by' tine Partie�s at
<br />arni's length and t=h ofthe pailies hereto has reviewed the Agreement after the i,,,)pportunity to
<br />constilt with independent teat
<br />cotinsel. Neither parl:y shall maintain drat ffic larqtrage in the
<br />Agreement shall be construed against any signatory hereto. Fhe Oty mid the Provider hw rw by
<br />renounce the existence of any form of agency relationship, joint venture, or partnership between
<br />the Provider and the City and agree that mAh-ing contained herein or inany docurrient executed in
<br />connection herewith shall be construed as creating any such relafionship between the City and the
<br />Provider,
<br />K Insurance. Provider agrets �,o proctire laird n-tain'tain in effect dtiring the terigs ofthis
<br />Agre,ernent insurance pc,�wlicies in the aniount and with the type ofcoNvrage shoNii belowo,
<br />,i Workers Compensation insurance in the lbrm and aniount requiieL by
<br />applicable law(s),
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