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<br />. <br /> <br />. <br /> <br />. <br /> <br />J. Entire Agreement. This Agreement, any attached exhibits and any <br />addenda or amendments signed by the parties shall constitute the entire <br />agreement between City and Professional, and supersedes any other written or <br />oral agreements between City and Professional. This Agreement can only be <br />modified in writing signed by City and Professional. <br /> <br />K. Execution in Counterparts. This Agreement may be executed in <br />counterparts by the parties hereto. <br /> <br />L. No Third Party Rights. Nothing in this Agreement shall be construed to <br />create any right in any person or entity not a party hereto. <br /> <br />M. Assignment. The rights and obligations of Professional pursuant to this <br />Agreement are not to be assigned absent the written consent of the City. <br /> <br />N. No Joint Venture or Partnership Created. This Agreement shall not be <br />construed to create a joint venture or partnership between the parties hereto. <br /> <br />O. Choice of Law and Venue. This Agreement shall be governed by and <br />construed in accordance with the laws of the state of Minnesota. Any disputes, <br />controversies, or claims arising out of this Agreement shall be heard in the state <br />or federal courts of Minnesota, and all parties to this Agreement waive any <br />objection to the jurisdiction of these courts, whether based on convenience or <br />otherwise. <br /> <br />IN WITNESS WHEREOF, City and Professional have executed this <br />Agreement the day and year first above written. <br /> <br />Dated: ~"Z-k1- <br />/ <br />Dated: :3PA/oy <br />, ( , <br /> <br /> <br />Dated: <br /> <br />3 --I B .- 04- <br /> <br />PROFESSIONAL: Jim Man~ <br /> <br />'r-'7?7~ .. <br />/' <br />/' <br />/' <br />\.. <br /> <br />By: <br />