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10.VENUE <br />Venue for any legal proceedings shall be in Ramsey County, Minnesota. <br />11.TERMINATION <br />Either party may terminate with upon one (1) day’s written notice to the other party. SAPD will <br />be entitled to payment, determined on a pro rata basis, for services for services performed prior <br />to termination. <br />12.WAIVER <br />Failure of a Party to assert any right under this Agreement shall not constitute a waiver or <br />termination of that right. <br />13.SURVIVAL OF OBLIGATIONS <br />If a court or governmental agency with proper jurisdiction determines that a provision <br />herein is unlawful, that provision shall terminate. If a provision is so terminated but <br />the Parties can continue this Agreement without the terminated provision, the <br />remainder of this Agreement shall continue in effect. <br />14.ENTIRE AGREEMENT <br />This Agreement supersedes all oral agreements and negotiations between the parties relating <br />to the subject matters herein. <br />IN WITNESS WHEREOF, the parties have executed this Agreement. <br />FOR THE CITY: <br />By:______________________________ <br /> Wendy Webster <br />Its: Mayor <br />35