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4. Termination of Services: This agreement shall terminate on the later of November 30, 2005 or when services to be undertaken are deemed complete by Falcon Heights. 5. Indemnification: Falcon Heights agrees to indemnify, defend, and hold Little Canada harmless from any claim, real or imaginary, damages and expenses of all kinds by reason of any act or omission caused by, or alleged to have been caused by any agent or employee of Falcon Heights, or by the City Clerk while under the work direction of Falcon Heights subject to the limitations and immunities in Minnesota Statutes Chapter 466. Little Canada agrees to indemnify, defend, and hold Falcon Heights harmless from any claim, real or imaginary, damages and expenses of all kinds by reason of any act or omission caused by, or alleged to have been caused by any agent or employee of Little Canada, except while the City Clerk is under the work direction of Falcon Heights subject to the limitations and immunities in Minnesota Statutes Chapter 466. 6. Revisions to Agreement: Both parties acknowledge that modifications to this Agreement may be necessary to ensure an effective, on-going working relationship. To that end, Falcon Heights and Little Canada shall • use their best efforts to ensure the viability of this Agreement into the future. However, any alterations, variations, modification, or waivers of provisions to this Agreement will only be valid when they have been reduced to writing and duly signed, and attached hereto. In witness whereof, the parties have executed this Agreement the day and year first written above. CITY OF LITTLE CANADA CITY OF FALCON HEIGHTS By: Its: Mayor Date: By: Its: Mayor Date: Attest: By: Its: City Administrator Date: Attest: By: Its: City Administrator Date: