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ii. In the event that the Building Official becomes eligible for unemployment benefits as a <br />result of discontinued service by Ramsey and continued service by St. Francis but at a <br />reduced level, Ramsey will pay an amount to St. Francis equal to the St. Francis <br />unemployment obligation. Ramsey will not be obligated to pay any amounts toward <br />unemployment where the reduced hours are solely attributable to St. Francis. <br />e. Replacement Cost. Ramsey agrees to pay the full hourly amount charged by a third party <br />replacement for the Building Official for services performed for Ramsey while the Building <br />Official is absent, whether because of vacation, sick leave or other reason, including <br />resignation. <br />f. Ramsey agrees to pay a prorated share of all sick and vacation leave utilized by the Building <br />Official. This will be an end of year adjustment based on the total paid leave utilized by the <br />Building Official divided by the percentage of time the Building Official worked for Ramsey <br />as compared to total services to both parties. <br />5. BILLING. St. Francis will bill Ramsey for services rendered under this Agreement on a monthly <br />basis. Ramsey will make payments for services rendered by the Building Official divided by the <br />percentage of time the Building Official worked for Ramsey as compared to total services to both <br />parties. <br />6. EMPLOYMENT STATUS. The Building Official is an employee of St. Francis and will remain <br />an employee of St. Francis while performing services under this Agreement. No tenure or any <br />rights or benefits, including medical or health insurance coverage, sick leave, vacation leave, <br />severance pay or other benefits available to Ramsey employees will accrue to the Building <br />Official under this agreement unless specifically stated. Payment of wages as well as payroll <br />deductions for PERA, taxes, unemployment insurance, health insurance, disability insurance, or <br />worker's compensation will be made by the St. Francis as required by law. <br />7. INSURANCE AND LIABILITY. <br />a. Insurance. While attending to Ramsey matters, the Building Official will be insured by <br />Ramsey under its insurance coverages including commercial general liability. St. Francis <br />will also carry similar insurance on the Building Official. <br />b. Liability of St. Francis. St. Francis agrees to defend and indemnify Ramsey and its <br />employees, officials, volunteers and agents from and against all claims, actions, damages, <br />losses and expenses arising out of the Building Official's performance or failure to perform <br />his duties under this Agreement except where such claim, action, damage, loss and expense <br />is attributable to a specific direction from Ramsey or its employees, officials, agents or <br />representatives. <br />c. Liability of Ramsey. Ramsey agrees to defend and indemnify St. Francis and its employees, <br />officials, volunteers and agents from and against all claims, actions, damages, losses and <br />expenses arising out of the Building Official's performance or failure to perform his duties <br />under this Agreement where such claim, action, damage, loss and expense is attributable to a <br />specific direction from Ramsey or its employees, officials, agents or representatives. <br />8. WARRANTIES. In performing services under this Agreement, the St. Francis warrants and <br />represents that the Building Official will exercise that degree of skill and care that a professional <br />3 <br />