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TERM AND RENEWAL. This Agreement shal{commence on the date first written above,and absent <br /> agreement of the parties,shall terminate on the second anniversary af commencement. All services <br /> performed pursuant to this Agreement shail be completed prior to the termination date of this <br /> Agreement,and shall be invoiced to the City within 30 days of the termination date. This Agreement <br /> may be renewed for a period not to exceed one year, upon written agreement of the Parties. <br /> NOT AN EMPLOYMENT AGREEMENT. Project Manager is an independent contractor,and no services <br /> provided under this Agreement shall be rendered as an employee of the City. Amounts paid pursuant to <br /> this contract do not constitute compensation paid to an employee. Neither shall thi5 Agreement be <br /> construed as creating or constituting the relationship of a partnership,joint venture,or association of <br /> any kind or agent and principal relationship. <br /> NON-DISCRMINATION. In compliance with the State and Federal Constitutions,the Illinois Human <br /> Rights Act,The U.S. Civil Rights Act,and Section 504 of the Federal Rehabilitation Act, P�oject Manager <br /> shall not discriminate in employment contracts or any other activity. <br /> LEGAL ABILITY TO CONTRACT. Project Manager certi�es he is under no legal prohibition on contracting <br /> with the City of Decatur,and that it has no known conflict of interest. <br /> INDEMNITY. To the fullest extent permitted by law, Project Manager shall indemnify,defend and hold <br /> harmless City and City's agents and employees from and against all claims,damages, losses and <br /> expenses,including, but not limited to reasonable attorney's fees arising out of or resulting from the <br /> performance or non-performances of Project Manager's duties hereunder. Project Manager shall,for all <br /> work performed pursuant to this Agreement,maintain in full force and effect errors and omissions <br /> insurance covering all work performed pursuant to this Agreement, in such amounts as City shall <br /> reas�nably require. <br /> DEFAULT. The occurrence of any of the following shall constitute a material default under this <br /> Agreement. <br /> A. Insolvency or bankruptcy of Project Manager. <br /> B. Failure to deliver the agreed services required by this Agreement in a timely manner. <br /> C. Failure to perform any act or service required by fihis Agreement. <br /> D. Assignment of this Agreement without the express written consent of the City. <br /> E. Failure to comply with applicable State and Federal laws including but not limited to those <br /> prohibiting unlawful discrimination,conflicts of interest,tax codes <br /> F. Failure to maintain adequate insurance as required by the City. <br /> REMEDIES. In addition to all other rights and remedies available at law,for any default under the terms <br /> of this Agreement, a party may terminate this Agreement by providing written notice to the defaulting <br /> party,describing the nature of the default. The defaulting party shall have 30 days from the date of the <br /> notice to cure the default(s}. Failure to cure a default reasonably to the non-defaulting party's <br /> reasonable satisfaction shall be cause for immediate termination of this Agreement. <br /> G�VERNING LAW. This Agreement shall be construed in accordance with the laws of the State of <br /> Illinois. The exclusive remedy for any disputes(s)arising under this Agreement shall be suit�led in the <br /> Circuit Court of Macon County, Illinois. <br /> 3 <br /> Page 131 of 344 <br />