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SIEWARDSIIIP FUND AGlUEMENT <br />Agreement Number: 307-12-06 <br />4.10. Audits. The Grantee agrees that the M\X/MO, the State Auditor or any of their duly authorized <br />representatives, at any time during normal business hours and as often as they may reasonably deem <br />necessary, shall have access to and the right to examine, audit, excerpt and transcribe any books, <br />documents, papers, and records that are relevant and involve transactions relating to this Agreement. <br />4.11, Grantee's Insurance. In order to protect the MWMO and those listed below under the <br />indemnification provision, the Grantee agrees at all times during the term of this Agreement and <br />beyond such term when so required, to have and keep or cause to have and be kept in force, and to <br />cause all contractors and subcontractors to do likewise, to carry insurance in amounts that will enable <br />completion of the services under this Agreement. It is the sole responsibility of the Grantee to <br />determine the need for and to procure additional insurance that may be needed in connection with <br />this Agreement:. Copies of policies will be submitted to the .MWMO upon written request. <br />4.12. Indemnification. The Grantee agrees to defend, indemnify and hold harmless, the MWMO, its <br />officials, officers, agents and employees from any liability, claims, causes of action, judgments, <br />damages, losses, costs, or expenses, including reasonable attorney's fees, resulting directly or <br />indirectly from any act or emission of the Grantee, its contractors or subcontractors or anyone <br />directly or indirectly employed by chem, or anyone volunteering for them, o any party that directly <br />or indirectly benefits from the activities specified in this Agreement, or anyone for whose acts or <br />omissions they may be liable in the performance of the activities specified in this Agreement and <br />against all loss by treason of the failure of the Grantee to perform fully, in an), respect, all obligations <br />under this Agreement. <br />d. 13. Cancellation and Revocation. The MWMO may cancel this Grant /Agreement for just cause. Just <br />cause means that the Grantce is not disbursing funds in accordance with established procedures, or <br />has otherwise breached a term of this Agreement. The Grantee will be given written notice 14 <br />calendar days prior to cancellation. Such notice shall be by certified mail addressed to the Grantee's <br />Primary Contact as designated in Exhibit n of this Agreement. Additional secondary contacts may <br />be designated in Iixhibit. A. The cancellation shall be effective on the beginning of the 15th clay after <br />such notice is given unless an agreement of a cure for the breach is reached within such 14 -day <br />period or the MWMO's authorized representative allows an extension in writing. The Grantee may <br />cancel this Grant Agreement with or without cause. In the event of cancellation by the MWMO or <br />the Grantee, the Grantee is entitled to payment, determined on a pro rata basis, for work <br />satisfactorily performed, and the remaining grant funds must be returned to the MWMO within <br />thirty (30) calendar days. <br />4.14. Tenn of Agreement. This Agreement will be effective when all necessary approvals and signatures <br />have been obtained, and will terminate on October 31 2013, or the date all obligations have been <br />satisfactorily fulfilled by both parties, whichever comes first. <br />4,15. Notices. Any notice or demand authorized or requited under this Agreement, as described in Sections <br />4,1, 4.3, 4.5, 4.7, 4.11, 4.13, shall be in writing and shall he sent to the other party as follows: <br />1. I3y certified mail for Cancellation and Revocation, as described in Section 4.13 <br />2. By electronic or regular mail for all other communications <br />Any notice or demand authorized or required under this agreement shall be sent to the other party as <br />follows: <br />To the Grantee: Saint Anthony Village <br />Primary Contact: Jay Ilariman, Director of Public Works <br />3301 Silver Lake Road <br />Saint Anthony, Minnesota 55418 <br />FEIN: 41-6005512 <br />Page 3 of 7 <br />M. <br />