9.5 Water/Wastewater Services Contract

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amount of liability for either Party.The intent of this paragraph is to impose on the Indemnifying Party a duty to defend and indemnify the City subject to the limits of liability under Minnesota Statutes,Chapter 466.The purpose of creating this duty to defend and indemnify is to simplify the defense of claims by eliminating conflicts among the Parties and to permit liability claims against both Parties from a single occurrence to be defended by a single attorney. Nothing in this Agreement shall be construed to waive any immunities or limitations to which the Indemnifying Party or the City are entitled under Minnesota Statutes, Chapter 466 or otherwise. 6.2. All indemnification obligations shall survive termination,expiration,or cancellation of this Agreement. 7. INSURANCE 7.1. Both Parties agree that each Party is currently insured through the League of Minnesota Cities Insurance Trust(the"LMCIT") and maintains appropriate levels of insurance as required by the LMCIT,including sufficient liability insurance to cover its liability pursuant to the Minnesota Tort Claims Act, Minnesota Statutes,Section 466.04,as amended,and furthermore each Party agrees to maintain the current levels of insurance with the LMCIT through the term of this Agreement. 8. COMPENSATION 8.1. PRASD shall compensate City the sum of $1.177 tone thousand one hundred seventy-seven dollars) per month(the"Contract Price")for the services specified herein for the term of this Agreement. Said sum shall be payable on a monthly basis,payments due within thirty(30)days of the City submitting an invoice to PRASD. 8.2. PRASD shall compensate City at the rate of El(seventy dollars) per man hour for any additional services(the"additional services")provided by City's employees that are authorized in writing by PRASD. 9. MISCELLANEOUS 9.1. Voluntary and Knowing Action. The Parties,by executing this Agreement, state that they have carefully read this Agreement and understand fully the contents thereof:;that in executing this Agreement they voluntarily accept all terms described in this Agreement without duress,coercion,undue influence,or otherwise,and that they intend to be legally bound thereby. 9.2. Authorized Signatures. The Parties each represent and warrant to the other that: (1)the persons signing this Agreement are authorized signatories for the entities represented;and(2)no further approvals, actions,or ratifications are needed for the full enforceability of this Agreement against it;each party indemnifies and holds the other harmless against any breach of the foregoing representation and warranty. 4