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11. INSURANCE. Contractor shall, at its own expense, procure insurance to include, but not be
<br />limited to, liability insurance covering bodily injury, death and property damages, worker's
<br />compensation, and commercial general liability, in a form and amount acceptable to City, and by a
<br />company admitted and licensed to issue said policies in the State of Minnesota. The
<br />insurance specified may be in a policy or policies of insurance, primary or excess. All such
<br />insurance shall name the City as an additional insured, and shall not be cancel -able on less than
<br />thirty (30) days written notice to City by the insurer. Such insurance shall be in full force and effect
<br />on the date of execution of this Agreement and shall remain continuously in full force and
<br />effect for the duration of this Agreement, and shall be evidenced by a Certificate(s) of
<br />Insurance provided to City.
<br />12. IDEMNIFICATION. Contractor agrees to defend, indemnify and hold harmless the City,
<br />along with its officers and employees, from any liabilities, claims, damages, costs, judgments,
<br />and expenses, including attorney's fees, resulting directly or indirectly from any act or omission of
<br />Contractor, its employees or its agents, in the performance of the services provided by this
<br />Agreement or by reason of the failure of Contractor to fully perform, in any respect, any of its
<br />obligations under this Agreement. Further, City shall not be liable for any loss suffered by
<br />Contractor due to personal injury or because of damage to, or destruction of, any property, or any
<br />loss of profits or other consequential damages or any inconveniences.
<br />13. NOTICES AND COMMUNICATIONS: All notices and communications provided for in
<br />this Agreement shall be in writing and shall be emailed directly, personally delivered or sent by a
<br />reputable private commercial courier service or sent by United States registered or certified mail,
<br />postage pre -paid, return receipt requested, to the Parties at the address set forth in the opening
<br />paragraph of this Agreement. Notice shall be deemed effective upon receipt when delivered
<br />personally, or upon mailing.
<br />14. TERMINATION. The City may terminate this Agreement at any time upon thirty
<br />(30) days prior written notice to Contractor. In the event of a breach or non-performance of this
<br />Agreement by Contractor, City may terminate this Agreement immediately upon written notice to
<br />Contractor.
<br />15. FORMALITIES. Any change to or modification of this Agreement must be in writing
<br />signed by both Parties. This Agreement may be executed in one or more counterparts,
<br />each of which shall be deemed an original, but all of which together shall constitute one in
<br />the same instrument. The captions for each section of this Agreement are intended for
<br />convenience only and shall not be deemed to construe or limit in any manner this Agreement. This
<br />Agreement is separate and independent of any other document, agreement, or understanding of
<br />the Parties. This Agreement constitutes the entire agreement of the Parties with respect to the
<br />matters addressed herein.
<br />16. SEVERABILITY: If any one or more of the provisions of this Agreement, or any application
<br />thereof, shall be found to be invalid, illegal, or otherwise unenforceable by a court of competent
<br />jurisdiction, the validity, legality, and enforceability of the remaining provisions or any application
<br />thereof shall not in any way be effected or impaired thereby.
<br />17. APPLICABLE LAW: This Agreement is governed by and is to be interpreted pursuant to
<br />the laws of the State of Minnesota. City and Contractor each hereby consent to the personal
<br />jurisdiction of the District Court of Anoka County, Minnesota, in any action, suit, or proceeding
<br />arising under this Agreement and agree that any such action, suit, or
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