11 - Branding Manager Service Contract with DeadCat Media

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services and accept the method and amount of compensation and the time involved in all phases of the Project. It is expressly understood and agreed by CONSULTANT that any compensation not specified in Paragraph III hereinabove may require approval by the City Council and is subject to the current budget year limitations. V. Term This Contract shall begin on the date first written above and shall terminate when CITY has approved the Project as being final or this Contract is otherwise terminated as provided herein. CONSULTANT represents that it can complete the Project within twelve (12) months. VI. Contract Termination Provision This Contract may be terminated at any time by either party for any cause by providing the other party fifteen (15) days written notice of such termination. Upon receipt of such notice, CONSULTANT shall immediately terminate working on, placing orders, or entering into contracts for supplies, assistance, facilities or materials in connection with this Contract and shall proceed to promptly cancel all existing contracts insofar as they are related to this Contract. Data and study products prepared by the CONSULTANT under this Contract shall be delivered to the CITY if requested on the condition that the CITY has fully paid CONSULTANT all sums due for such data and study products. The CITY will only be obligated to compensate the CONSULTANT in the amounts agreed herein for those services performed prior to the effective date of termination and upon the CONSULTANT's submitting a statement of actual services performed and payment requested. VII. Own,e,rsh!12 of Documents In the event either party exercises its right to terminate the Contract, or the Contract terminates by its terms upon acceptance of the Project by CITY, CONSULTANT shall within fifteen (15) days transfer, assign, and make available to CITY or its representatives, with no restrictions on future use, all property and materials in its possession or control belonging to CITY and paid for by CITY including all materials completed and in progress as of the effective date of the termination. Said materials shall become the sole property of CITY. In the event that the material the subject of this Contract is copyrightable subject matter, the parties agree that for the purposes of the Contract, the material shall be a work made for hire and the property of the CITY. In the event that the material which is the subject of this Contract is not copyrightable subject matter, or is for any reason determined not to be a work made for hire, then in such event CONSULTANT Professional Services Contract DeadCat Media, LLC Page 3 of 17