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45 <br />6. Indemnification. <br />a. Notwithstanding anything to the contrary in this Agreement, the City, its officers, <br />agents, and employees shall not be liable or responsible in any manner to the <br />Consultant, the Consultant's successors or assigns, the Consultant's subcontractors, <br />or to any other person or persons for any third party claim, demand, damage, or <br />cause of action of any kind, nature, or character, including intentional acts, arising <br />out of or by reason of the performance of this Agreement by Consultant. The <br />Consultant, and the Consultant's successors or assigns, agree to protect, defend and <br />save the City, and its officers, agents, and employees, harmless from all third party <br />claims, demands, damages, and causes of action, to the extent caused by the <br />negligence or wrongful acts of Consultant, and the costs, disbursements, and <br />expenses of defending the same, including but not limited to, attorneys fees, <br />consulting services, and other technical, administrative or professional assistance. <br />b. Nothing in this Agreement shall constitute a waiver or limitation of any immunity or <br />limitation of any immunity or limitation on liability to which the City is entitled <br />under Minnesota Statutes, Chapter 466, or otherwise. <br />7. Assignment. This Agreement shall not be assigned, sublet, or transferred, in <br />whole or in part without the prior written approval of the City. <br />8. Conflict of Interest. The Independent Contractor shall use best efforts to meet <br />all professional obligations to avoid conflicts of interest and appearances of impropriety in <br />representation of the City. I,n the event of a conflict, the Independent Contractor, with the prior <br />written consent of the City, shall arrange for suitable alternative services. <br />9. Compliance with Laws. The Consultant shall comply with all applicable <br />Federal, State, and local laws, rules, ordinances, and regulations at all times and in the <br />performance of the services pursuant to this Agreement. <br />10. Notices. Any notices permitted or required by this Agreement shall be deemed <br />given when personally delivered or upon deposit in the United States mail, postage fully prepaid, <br />certified, return receipt requested, addressed to: <br />Consultant: Greater Metropolitan Housing Corporation <br />15 South 5`' Street, Suite 710 <br />Minneapolis, MN 55402 <br />ATTN: Suzanne Snyder <br />City: City of Saint. Anthony Village <br />3301 Silver Lake Road <br />Saint Anthony, MN 55418-1699 <br />fl) . us.3166730.04 4 <br />