10-14-24-R - Laserfiche WebLink

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9. INDEMNIFICATION AND THIRD -PARTY CLAIMS: The City and County shall indemnify, defend, and hold each other harmless against any and all liability, losses, costs, damages, expenses, claims, or action, including attorney's fees, which the indemnified party, its officials, agents, or employees may hereafter sustain, incur, or be required to pay, arising out of or by reason of any act or omission of the indemnifying party, its officials, agents or employees, in the execution, performance, or failure to adequately perform the indemnifying party's obligation pursuant to the Agreement. Any and all claims made by any third party as a consequence of any negligent act or omission on the part of an employee or contractor of a party as they are engaged on any of the work contemplated herein, shall be the obligation and responsibility of the party employing or retaining the worker, unless another agreement allocates responsibility differently. Nothing in this Agreement shall constitute a waiver by the County or the City of any statutory or common immunities, limits, or exceptions on liability. 10. TERM; TERMINATION: The term of this Agreement shall commence upon the date this Agreement has been executed and delivered by both parties hereto, and shall continue for a period of one (1) year. The term of this Agreement shall be automatically extended for successive one- (1-) year periods at the end of the initial term and each extended term thereafter, unless either party provides written notice of termination to the other party at least thirty (30) days prior to the expiration of the then -existing term. Notwithstanding anything to the contrary contained herein, either party may terminate this Agreement at any time upon not less than thirty (30) days' prior written notice of such termination. Upon any termination of this Agreement, the County shall prepare a final billing of all amounts owed by the City up to and including the date of termination and shall invoice the City for the same, and City shall pay such invoice. 11. AMENDMENT: This Agreement may not be amended except by a writing executed by City and County. 12. NOTICES: All notices shall be in writing and shall be sent by electronic mail, United States mail or common carrier delivery service to the address provided below. For City: Public Works Director City of Arden Hills 1245 W Highway 96 Arden Hills, MN 55112 Email: For County: Traffic Engineer of Public Works Ramsey County Department of Public Works 1425 Paul Kirkwold Drive Arden Hills, MN 55112 Email: