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h. If any provision or application of this Agreement is held unlawful or <br />unenforceable in any respect, such illegality or unenforceability shall not affect <br />other provisions or applications that can be given effect, and this Agreement <br />shall be construed as if the unlawful or unenforceable provision or application <br />had never been contained herein or prescribed hereby. <br /> <br />i. This Agreement, together with its Exhibits, which are incorporated <br />by reference, constitutes the complete and exclusive statement of all mutual <br />understandings between the parties with respect to this Agreement, <br />superseding all prior or contemporaneous proposals, communications, and <br />understandings, whether oral or written, concerning this Agreement. This <br />Agreement may not be amended nor any of its terms modified except by written <br />authorization and executed by both parties hereto. <br /> <br />8. The Corporation shall protect, indemnify, defend, and hold harmless the <br />City and its governing body members, officers, agents, servants, and against and from <br />any claim, demand, suit, action, or other proceeding whatsoever by any person or <br />entity whatsoever arising or purportedly arising from this Agreement or the activities <br />undertaken pursuant to it. The provisions of this paragraph 8 shall survive termination <br />of this Agreement. <br /> <br />9. The Corporation will provide the City with a comprehensive accounting <br />and detailing of the expenditure of funds contributed by the City to the Festival and the <br />Corporation. <br /> <br /> IN WITNESS THEREOF, the parties have caused this Agreement to be <br />executed as of the date first above. <br /> <br /> <br /> CITY OF MOUNDS VIEW <br /> <br /> By: <br /> Its: Mayor <br /> <br /> <br /> By: <br /> Its: City Administrator <br /> <br /> <br /> <br /> <br /> FESTIVAL IN THE PARK OF MOUNDS VIEW <br /> <br /> By: <br /> <br /> Its: <br /> <br /> <br /> By: <br /> <br /> Its: <br />