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24.Severability.Should one or more of the provisions of this Agreement be held by any
<br />court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain
<br />and continue in full force and effect, provided that the continuation of such remaining provisions
<br />does not materially change the original intent of this Agreement.
<br />25.Independent Contractor Status.In the performance of services pursuant to this
<br />Agreement, Contractor shall be an independent contractor and not an officer, agent, servant or
<br />employee of CITY. Contractor shall have exclusive control over the details of the service and
<br />work performed and over all persons performing such service and work. Contractor shall be
<br />solely responsible for the acts and omissions of its officers, agents, employees, Contractors and
<br />subcontractors, if any. Neither Contractor nor its officers, agents, employees or subcontractors
<br />shall obtain any right to retirement benefits, Workers’ Compensation benefits, or any other
<br />benefits which accrue to CITY employees and Contractor expressly waives and claim it may
<br />have or acquire to such benefits.
<br />26.No Assignment.This Agreement, or any interest herein, shall not be transferred, sold,
<br />nor assigned by either Party to any person, firm, or corporation, without the prior written consent
<br />of the other Party.
<br />27.Amendment. No subsequent change or modification of the terms of this Agreement
<br />shall be made except by a writing signed by both Parties.
<br />28.Equal Opportunity. Contractor shall not discriminate against any employee or
<br />applicant for employment because of age, race, color, religions, sex, or national origin.
<br />Contractor shall take affirmative action to insure that applicants for employment are qualified,
<br />and that employees are treated equally during employment, without regard to their age, race,
<br />color, religion, sex, or national origin.
<br />29.Data Practices. Contractor will have access to data collected or maintained by CITY
<br />to the extent necessary to perform Contractor's obligations under this contract. Contractor agrees
<br />to maintain all data obtained from CITY in the same manner as CITY is required under the
<br />Minnesota Government Data Practices Act, Minn. Stat. Chap. 13 (the "Act"). Contractor will not
<br />release or disclose the contents of data classified as not public to any person except at the written
<br />direction of CITY. Contractor acknowledges that, pursuant to Minn. Stat. § 13.05, subdivision
<br />11, all of the data created, collected, received, stored, used, maintained, or disseminated by the
<br />Contractor in performing this agreement is subject to the requirements of the Act and that the
<br />Contractor must comply with the Act as if it were a government entity. Contractor agrees to
<br />defend and indemnify CITY from any claim, liability, damage or loss asserted against CITY as a
<br />result of Contractor's failure to comply with the requirements of the Act or this contract. Upon
<br />termination of this contract, Contractor agrees to return data to CITY, as requested by CITY.
<br />30.Choice of Law. This Agreement shall be governed by and interpreted in accordance
<br />with the laws of the State of Minnesota.
<br />31. Definitions.
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