2011-076 Resolution - Laserfiche WebLink

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as to the amount of time undertaken in performance of acts. The invoice shall be sent to the attention of the Mayor. The parties acknowledge that cost of travel, lodging and any other administrative costs are the sole responsibility of AJF and are not reimbursable expenses. The Compensation set forth in Paragraph One herein constitutes the total Compensation to be paid AJF. 4. Independent Contractor. AJF and Client agree that it is their intent and purpose that AJF is an independent contractor and not an employee of Client and further agree that AJF shall be so considered for all purposes. As an independent contractor, AJF shall retain sole financial responsibility for all taxes due to federal, state or local governments or agencies on account of himself, his employees, representatives or agents. 5. Compliance with Regulations. AJF shall serve as an Executive Agency Lobbyist and Legislative Lobbyist on behalf of Client to lobby for Federal funds. AJF agrees that during the Term of this Agreement, AJF shall comply with the requirements of any applicable provisions of the Lobbying Disclosure Act of 1999 (as amended) and the Honest Leadership and Open Government Act of 2007 and register with the Clerk of the House of Representatives and the Secretary of the Senate, to the extent they are applicable. AJF shall serve as an Executive Agency Lobbyist and Legislative Lobbyist on behalf of Client to lobby for business opportunities with the State of Ohio government. AJF agrees that during the Term of this Agreement, AJF shall comply with the requirements of chapter 101 of the Ohio Revised Code, the Legislative Lobbying Laws, chapter 102 of the Ohio Revised Code, the Ohio Ethics Laws, and chapter 121 of the Ohio Revised Code, the Executive Agency Lobbying Laws, to the extent they are applicable. 6. Confidential Information. In rendering the Services to be performed pursuant to this Agreement, AJF may acquire confidential information and data concerning the business and operations of Client, or belonging to Client and/or its affiliates. AJF agrees to treat and maintain such confidential information and data as Client's confidential property and, from the date hereof, agrees not to divulge it to any third party at any time or to use it for AJF's personal benefit or otherwise, except as such use or disclosure may be required in connection with the performance of the Services or may be consented to by Client, unless and until such information (a) is generally known or available or becomes generally available to the public other than as a result of a disclosure by AJF; (b) was already known by or available to AJF on anon-confidential basis prior to its disclosure by Client; or (c) becomes available to AJF on anon-confidential basis from a source other than Client; provided, that such source is not known by AJF to be bound by a confidentiality agreement with or otherwise obligated to Client. (M:\CLIENTS\28179\0001 H03i1120:2}