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provide these services contemplated by this Agreement shall be borne by ROSEVILLE. <br /> Reimbursement for these costs shall be included in the reimbursement formula under the <br /> payment section for engineering services. <br /> 2. PAYMENT. ARDEN HILLS will compensate ROSEVILLE for services <br /> rendered in the amount of 1..9 times the base salary of all staff, including the assigned <br /> Employee, providing services to ARDEN DILLS. ARDEN HILLS agrees to a Ininimum <br /> annual billing of 1670 hours of engineering staff time. ARDEN�IILLS shall make <br /> monthly payments, u on presentation by ROSEVILLE of a monthly billing equal to costs <br /> l? <br /> incurred for that month. The last monthly bill in a years' cycle shall, if necessary, <br /> include an amount required to meet the minimum annual billing set forth above. <br /> 3. INDEMNIFICATION. ROSEVILLE agrees to assume sole liability for <br /> any negligent or intentional acts of the assigned Employee(s) while perfonning the <br /> assigned duties within the jurisdiction of either City. Each City agrees to indemnify, <br /> defend, and hold harmless the other from any claims, causes of action, damages, loss, <br /> cost or expenses including reasonable attorney's fees resulting frolr or related to the <br /> actions of each City, its officers, agents or employees in the execution of the duties <br /> outlined in this Agreement, except as qualified by the previous sentence. <br /> 4. TERMINATION SEPARABILITY. <br /> i• <br /> A. This may Agreement be terminated by either party upon three-hundred- <br /> sixty-five (365) days' written notice provided to the respective City Manager of <br /> ROSEVILLE or C lerk/Adni.in istrator of ARDEN HILLS. <br /> 81872 4 <br />