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4. TERM <br /> 4.1. The term of this Agreement shall be for a period of one(1)year, with exact dates <br /> TBD. <br /> 5. TERMINATION <br /> 5.1. Notwithstanding any provisions of this Agreement,this Agreement may be <br /> terminated as follows: <br /> 5.1.1. Either Party,in the event of the other Party's breach or default of a <br /> material term or condition contained in this Agreement,may terminate this <br /> Agreement by providing written notice to the other Party. In the event of a <br /> health or safety emergency,in CITY OF LAKE SHORE's sole discretion, <br /> CITY OF LAKE SHORE may immediately implement temporary, <br /> alternative wastewater operator services,which shall not constitute a <br /> breach or default of this Agreement. Either Party shall not have the right to <br /> terminate this Agreement for breach or default unless the non-breaching or <br /> non-defaulting Party has first given the other Party written notice of the <br /> breach or default, and the other Party shall thereafter have fifteen(15) <br /> days from the date of such written notice in which to cure its breach or <br /> default before the non-breaching or non-defaulting can provide the above <br /> notice of termination; or <br /> 5.1.2. This Agreement may also be terminated by either Party for any reason or <br /> for convenience by either Party upon thirty(30)days written notice to the <br /> other Party. In the event of termination under this clause, CITY OF <br /> LAKE SHORE shall be obligated to City for payment of amounts due and <br /> owing including payment for services performed or furnished to the date <br /> and time of termination. <br /> 5.2. If this Agreement is terminated for any reason, CITY OF LAKE SHORE shall <br /> notify the proper state and federal agencies of the cancellation and/or termination <br /> of this Agreement. <br /> 6. INDEMNIFICATION AND HOLD HARMLESS <br /> 6.1. CITY OF LAKE SHORE(hereinafter referred to as the"Indemnifying Party") <br /> agrees to defend, indemnify, and hold harmless the City,and its respective <br /> officers,directors, employees and members and agents, against any and all <br /> claims, liability,loss,damage, costs,judgments, or expenses, including <br /> reasonable attorney's fees, arising under the provisions of this Agreement. The <br /> indemnification provision of this paragraph shall not apply to damages or other <br /> losses proximately caused by or resulting from the willful misconduct of the City. <br /> Under no circumstances,however, shall the Indemnifying Party or the City be <br /> required to pay on behalf of itself and the City any amounts in excess of the limits <br /> on liability established in Minnesota Statutes, Chapter 466, applicable to either <br /> 3 <br />