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IX, Insurance and Indemnification. <br />Attorney agrees to' maintain a valid policy of Professional Liability Insurance for the duration of this <br />agreement. The value of the policy shall not be less than the cap for municipal tort liability as established <br />by Minnesota Statutes. <br />Attorney further agrees to defend, indemnify, and hold harmless the City, its agents and, employees, <br />against all causes of actions against the City or any of its agents or employees that arise from or as a result <br />of the Attorney's actions or advice under the terms of this agreement. <br />X. Severabilitv. <br />The City or Attorney may sever the terms' of this agreement upon sixty days written notice. Failure by <br />the City or the Attorney to comply with any of the terms of this agreement shall be grounds for <br />terminating this agreement, as shall be the City's dissatisfaction with the Attorney's performance under the <br />agreement. Upon termination of this agreement, the City shall only be responsible for the monthly fee <br />and any additional billings accrued as of the date of termination. <br />Further, the City expressly reserves its right to hire independent counsel on matters it determines requires <br />an attorney with more experience or expertise in a particular field. In such a situation, the City shall <br />remain responsible to the Attorney for the monthly fee provided under this agreement along with any <br />billings not related to the matter for which special counsel was retained. The City shall only be <br />responsible to the Attorney for extra expenses in relation to the matter for which special counsel is <br />retained if the City names the Attorney as co -counsel in the matter or otherwise requests the Attorney's <br />participation. <br />XI. Acceptance. <br />The terms of this agreement are hereby accepted and made binding upon and between the City of Ramsey <br />and the law firm of Randall and Goodrich, P.L.C. <br />On behalf of the City of Ramsey: <br />By: <br />Bob Ramsey <br />Its: Mayor <br />Attest By:. <br />Kurtis Ulrich <br />Its: City Admi istrator j <br />Date: ` / , 2009 Date: <br />On behalf of Randall and Goodrich, P.L.C. <br />7/ <br />• <br />rich, a partner <br />, 2009 <br />4 <br />