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Witnesseth: Grass Lake Water Management Organization Professional Services Agreement January 2011 This is an Agreement entered into the of January, 2011 by and between the Grass Lake Water Management Organization, hereinafter referred to as the GLWMO, and Tom Petersen, an individual Independent Contractor, hereinafter referred to as Mr. Petersen. Whereas, the GLWMO desires to contract with Mr. Petersen for administrative and support services as stated in the December 15, 2010 GLWMO Meeting Minutes. Now Therefore, the parties hereto do mutually agree as follows: Scope of Services See Exhibit A hereto attached. Equipment Mr. Petersen shall provide for the equipment necessary to carry -out requirements of this agreement. Term This agreement shall be in effective upon the approval of the GLWMO Board and shall continue for 2011 or until terminated by either party upon 30 -day written notice. Compensation Mr. Petersen shall be paid at a rate of $45.00 per hour plus IRTS mileage reimbursement rates, and other out -of- pocket costs as approved by the GLWMO. Fees shall be paid at a maximum of thirty (30) days following receipt of the invoice and payment authorization by the Board's designated Fiscal Agent, the City of Roseville for services performed in accordance with this agreement. Indemnification The parties shall indemnify and hold harmless each other and their officials, agents, and employees from any loss, claim, liability, and expense (including reasonable attorney's fees and expenses of litigation) arising out of any action of the respective parties in the performance of the services of this contract. Assignment This agreement shall not be assigned, sublet, or transferred by Mr. Petersen or the GLWMO without written consent of the other party.