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January 16,2014 <br />Little Canada Engagement Letter <br />Page 6 of 7 <br />Canada or as provided under the Minnesota Rules of Professional Conduct. <br />The parties agree that any unresolved dispute relative to said billing statements shall <br />be tendered to the Ramsey County Fee Arbitration Committee. Said arbitration of fee <br />dispute shall constitute binding arbitration upon both parties. <br />3. Termination. The parties may terminate this agreement by mutual written consent. <br />Should the parties require arbitration of a dispute, either for a billing dispute or regarding a <br />"major change," either party may request that the arbitrator grant termination of the <br />agreement as part of the arbitration award. <br />Upon tennination of representation, all files and records relevant to this representation will <br />be made available to Little Canada for removal. In the event Little Canada does remove said <br />records and files, Kelly & Lemmons, P.A. shall have the right to copy the file in its entirety <br />with the cost of said copying to be home by Little Canada. Little Canada also agrees to <br />compensate Kelly & Lemmons, P.A. for up to thirty (30) days following tennination of the <br />agreement for reasonable time and reimbursable expenses incurred in transitioning work in <br />progress to a successor counsel. <br />4. Miscellaneous. Kelly & Lemmons, P.A. reserves the right to store file materials in a <br />professional manner and for a professionally acceptable period of time. Such storage may <br />include the use of commercial storage facilities. Little Canada further agrees to pay any <br />reasonable cost incurred by Kelly & Lemmons, P.A. in the recovery and refiling of said file <br />materials, should that be necessary. Such costs may include, but are not limited to, service <br />fees charged by commercial storage vendors. <br />No modification of this Agreement shall be valid unless it is in writing and signed by both <br />parties. The representatives of Little Canada signing below have read this Agreement and <br />have had an opportunity to ask questions regarding any portions of this Agreement which <br />they do not understand. <br />It has been a pleasure working with the City; we look forward to continuing to build upon our <br />strong working relationship with Little Canada. <br />Respectfully yours, <br />r.i.t. & L&M$to <br />z ;y C <br />Patrick J. Kelly <br />7 <br />