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Roseville of a monthly billing equal to one-twelfth (1/12`h} of the annual amount herein stated. <br />3. INDEMNIFICATION. Roseville agrees to assume sole liability for any <br />negligent or intentional acts of the assigned Employee{s} while performing the assigned duties <br />within the jurisdiction of either city. Each city agrees to indemnify, defend, and hold harmless <br />the other from any claims, causes of action, damages, loss, cost or expenses including reasonable = <br />e <br />attorney's fees resulting from or related to the actions of each city, its officers, agents or � <br />employees in the execution of the duties outlined in this Agreement, except as qualified by the <br />previous sentence. <br />4. TERMINATION, SEPARABILITY, ASSIGNMENT <br />A. This Agreement may be terminated by either party upon ninety (90) days' notice <br />provided to the respective City Manager of Roseville or City Manager of St. Anthony. <br />B. Upon termination no further amounts shall be due and payable by St. Anthony to <br />Roseville under Section 2 of this agreement and any and all records or property of the respective <br />cities will be returned to the appropriate city within 90 days. <br />C. This Agreement is governed by the laws of the State of Minnesota. <br />D. In the event that any provision of this Agreement is held invalid, the other <br />provisions remain in full force and effect. <br />E. This agreement may not be assigned by any party without the prior consent of the <br />other party. <br />�� 1 <br />