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monthly to the JDA Fiscal Agent, or other County official designated by the County. Upon receipt of the invoice and review of the charges by the JDA staff, payment shall be made by the JDA to the FIRM within 45 days following the receipt of the invoice. Interest accrual and disputes regarding payment shall be governed by the provisions of Minnesota Statutes Section 471 A25. 3. Independent Contractor. It is agreed by the parties that at all times and for all purposes within the scope of this Agreement, the relationship of the FIRM to the JDA is that of an independent contractor and not that of employee, and that the FIRM shall be entitled to none of the rights, privileges or benefits of an employee of the JDA, the or the City. 4. Insurance. It is the responsibility of the FIRM to purchase and maintain such insurance as will protect the FIRM from claims which may arise out of or result from services provided under the terms of this Agreement. Professional Liability/Errors and Omissions Coverage, shall be no less than $1,000,000 per claim and $2,000,000 aggregate. The FIRM will provide copies of all insurance policies to the JDA upon written request of the JDA. Nothing in this Agreement shall constitute a waiver by the JDA, Ramsey County or Arden Hills of any statutory or common law immunities, limits or exceptions to liability. 5. Termination. The JDA may terminate this Agreement at any time by giving thirty (30) days written notice to the FIRM. FIRM may terminate this Agreement at any time by giving thirty (30) days written notice to the JDA. In the event of termination, the FIRM will be paid by the JDA for all services provided in a satisfactory and timely manner up to the date of termination. 6. Workplace Violence Prevention, The FIRM shall make all reasonable efforts to ensure that the FIRM' employees, officials and subcontractors do not engage in violence while performing under this contract. Violence is defined as words and actions that hurt or attempt to threaten or hurt people: it is any action involving the use of physical force, harassment, intimidation, disrespect or misuse of power and authority, where the impact is to cause pain, fear or injury. 7. Audit. Until the expiration of six years after the furnishing of services pursuant to this Agreement, the FIRM, upon written request, shall make available to the JDA, the State Auditor, or the JDA'S ultimate funding source, the County, or the City a copy of this Agreement, and the books, documents, records, and accounting procedures and practices of the FIRM relating to this Agreement. 8. Data Practices. All data collected, created, received, maintained or disseminated for any purpose in the course of the FIRM's performance of this Agreement is governed by the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, or any other applicable state statutes, any state rules adopted to implement the Act and statutes, as well as federal statutes and regulations on data privacy. 9. Unavailability of Funding. The purchase of services from the FIRM under this Agreement is subject to the availability and provision of funding from the United States, the State of Minnesota, Ramsey County, the City of Arden Hills, or other funding sources, and the 2 4204143 M7N KG400-11