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c. Upon request by the HRA, the Consultant shall provide a certificate or certificates
<br />of insurance relating to the insurance required. Such insurance secured by the
<br />Contractor shall be issued by insurance companies licensed in Minnesota. The
<br />insurance specified may be in a policy or policies of insurance, primary or excess.
<br />d. Such insurance shall be in force on the date of execution of an Agreement and
<br />shall remain continuously in force for the duration of the Agreement.
<br />6. Indemnification.
<br />a. Notwithstanding anything to the contrary in this Agreement, the HRA, its officers,
<br />agents, and employees shall not be liable or responsible in any manner to the
<br />Consultant, the Consultant's successors or assigns, the Consultant's subcontractors,
<br />or to any other person or persons for any third parry claim, demand, damage, or
<br />cause of action of any kind, nature, or character, including intentional acts, arising
<br />out of or by reason of the performance of this Agreement by Consultant. The
<br />Consultant, and the Consultant's successors or assigns, agree to protect, defend and
<br />save the HRA, and its officers, agents, and employees, harmless from all third parry
<br />claims, demands, damages, and causes of action, to the extent caused by the
<br />negligence or wrongful acts of Consultant, and the costs, disbursements, and
<br />expenses of defending the same, including but not limited to, attorneys fees,
<br />consulting services, and other technical, administrative or professional assistance.
<br />b. Nothing in this Agreement shall constitute a waiver or limitation of any immunity or
<br />limitation of any immunity or limitation on liability to which the HRA is entitled
<br />under Minnesota Statutes, Chapter 466, or otherwise.
<br />7. Assi�nment. This Agreement shall not be assigned, sublet, or transferred, in
<br />whole or in part without the prior written approval of the HRA.
<br />8. Conflict of Interest. The Independent Contractor shall use best efforts to meet
<br />all professional obligations to avoid conflicts of interest and appearances of impropriety in
<br />representation of the HRA. In the event of a conflict, the Independent Contractor, with the prior
<br />written consent of the HRA, shall arrange for suitable alternative services.
<br />9. Compliance with Laws. The Consultant shall comply with all applicable
<br />Federal, State, and local laws, rules, ordinances, and regulations at all times and in the
<br />performance of the services pursuant to this Agreement.
<br />10. Notices. Any notices permitted or required by this Agreement shall be deemed
<br />given when personally delivered or upon deposit in the United States mail, postage fully prepaid,
<br />certified, return receipt requested, addressed to:
<br />fb.us.3166730.04 4
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