11-2268 Authorizing Cooperative Purchase from Dunlap & Associates for Financial Advisory Services

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2.4 No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Consultant, eitlior wholly or in part, and no payment shall be construed to be an acceptance of or to relieve Consultant of liability for the defective, faulty or incomplete rendition of the Services. 3. TERM. This agreement sliall be ongoing commencing on the date of its execution. Modification shall be by mutual .consent and termination shall be sixty (60) clay written notice by either party. The Client shall not be obligated to pay for any services provided by Financial Advisor after Financial Advisor has received notice of termination. 4. AGREED REPRESENTATIVES. 1. Craig Dunlap, President, Michael S. Levinson, Senior Vice President and Sylvia S. Dunlap, Senior Vice President, will serve as Consultant's representatives ( "Consultant's Representatives ") during the term of this Agreement. Any proposed change of the identity of Consultant's Representatives is subject to the prior written approval of the City; 'however, Consultant's Representativcs may ask other consultant persorurel to assist them in the performance of the Services, ` 5, REPRESENTATIONS, WARRANTIES AND COVENANTS OF CONSULTANT 5.1 Authority. Consultant hereby represents and warrants to fhe City that it has fail power and authority to enter into this Agreement and fully perform its obligations hereunder without the need for any further corporate or governnnental consents or approvals, and that the persons executing this Agreement are authorized to execute and deliver it. 5.2 DulLicensed, .Consultant represents that it is duly licensed to perform the Services under this Agreement and that it will continue to maintain all licenses and approvals required to conduct its business. 5.3 No ContingeiM, Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting fi-om the award or making of this Agreement. In the event of a breach or violation of this provision by Consultant, the City shall have the right to terminate the. Agreement without liability and, at its discretion, to deduct from the contract fee, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration, 5.4 Consultant represents that the execution of this Agreement will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). 6, STANDARD OF CARE. The standard of care for all Services performed or fi7rnished by Consultant under this Agreement will be the care and skill ordinarily used by members of Consultant's profession practicing under similar circumstances or at the same time and in the same locality. 7. COMPLIANCE WITH LAWS. In the conduct of the Services under this Agreement, Consultant shall comply in all material respects with all applicable federal and state laws and regulations and all applicable county and City ordinances and regulations, �J