10.02 - Urban-Rural Taxing Districts Study

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AGREEMENT FOR MANAGEMENT CONSULTING SERVICES THIS AGREEMENT is made as of the day of , 2012, by and between the City of Pequot Lakes, Minnesota ("Client") and Springsted Incorporated ("Consultant"). WHEREAS, the Client wishes to retain the services of the Consultant on the terms and conditions set forth herein, and the Consultant wishes to provide such services; NOW, THEREFORE, the parties hereto agree as follows: 1. Services. Consultant shall provitle management consultant services to the Client with respect to a Urban and Rural District Tax Rate Phase-In. The scope of services to be provided is set forth in the March 2013 Work Plan attached hereto. 2. Compensation. The Client shall compensate the Consultant at the rates set forth in the March 2013 Work Plan attached hereto. 3. Term and Termination. This Agreement shall commence as of the date hereof, and shall continue until terminated by either party by written notice given at least 60 tlays before the effective date of such termination, provitletl that no such termination shall affect or terminate the rights antl obligations of each of the parties hereto with respect to any project, whether or not complete, for which the Consultant has provided services prior to the date that it receivetl such notice. 4. Intlemnification; Sole Remedv. The Client antl the Consultant each hereby agree to indemnify and hold the other harmless from and against any and all losses, claims, damages, expenses, including without limitation, reasonable attorney's fees, costs, liabilities, demands and cause of action (collectively referred to herein as "Damages") which the other may suffer or be subjected to as a consequence of any act, error or omission of the indemnifying party in connection with the performance or nonperformance of its obligations hereunder, less any payment for damages made to the indemnified party by a thirtl party. Notwithstanding the foregoing, no party hereto shall be liable to the other for Damages sufferetl by the other to the extent that those Damages are the consequence of: (a) events or conditions beyond the control of the intlemnifying party, including without limitation changes in economic conditions; (b) actions of the indemnifying party which were reasonable based on facts and circumstances existing at the time and known to the indemnifying party at the time the service was providetl; or (c) errors made by the indemnifying party due to its reliance on facts antl materials provided to the indemnifying party by the intlemnified party. Whenever the Client or the Consultant becomes aware of a ciaim with respect to which it may be entitled to intlemnification hereunder, it shall promptly advise the other in writing of the nature of the claim. If the claim arises from a claim made against the indemnified party by a third party, the indemnifying party shall have the right, at its expense, to contest any such claim, to assume the defense thereof, to employ legal counsel in connection therewith, and to compromise or settle the same, provided that any compromise or settlement by the intlemnifying party of such claim shall be deemed an admission of liability hereunder. The remedies set forth in this paragraph shall be the sole remetlies available to either party against the other in connection with any Damages suffered by it.