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5 <br />9. GENERAL PROVISIONS. <br />9.1 Compliance with Laws. The Parties shall abide by all applicable federal, <br />state, or local laws, statutes, ordinances, rules, and regulations now in effect <br />or hereunder adopted pertaining to activities governed by this Agreement. <br />The CDA shall be responsible for the performance of any contractors unless <br />otherwise agreed in writing. <br />9.2 Minnesota Law to Govern. This Agreement shall be governed by and <br />construed in accordance with the substantive and procedural laws of the <br />State of Minnesota, without giving effect to the principles of conflict of laws. <br />9.3 Independent Contractor. The CDA is an independent contractor and <br />nothing herein shall be construed to create the relationship of employer and <br />employee or joint venture between the City and the CDA. The CDA shall at <br />all times be free to exercise initiative, judgment, and discretion as to how <br />best to provide the services pursuant to this Agreement. The CDA <br />acknowledges and agrees that the CDA is not entitled to receive any of the <br />benefits received by City employees and is not eligible for workers or <br />reemployment compensation benefits. <br />9.4 Modifications. Any alternations, variations, modifications, or waivers of the <br />provisions of this Agreement shall only be valid when they have been <br />reduced to writing and signed by authorized representatives of the Parties. <br />9.5 Severability. The provisions of this Agreement shall be deemed severable. <br />If any part of this Agreement is rendered void, invalid, or unenforceable, <br />such rendering shall not affect the validity or enforceability of the remainder <br />of this Agreement unless the part or parts which are void, invalid, or <br />otherwise unenforceable shall substantially impair the value of the entire <br />Agreement with respect to either Party. <br />9.6 Survival of Terms. The following components of this Agreement will survive <br />the termination or expiration of this Agreement: 4.4, 5.1, 5.2, 5.3, 6, 7, and <br />8. <br />9.7 Assignment. Neither Party may assign any interest in this Agreement <br />without prior written consent of the other Party. <br />9.8 Certification and Signatures. <br />a. Each Party certifies and warrants that it has the legal authority to <br />enter into and perform under this Agreement and that its governing <br />body has authorized the execution and acceptance of this <br />Agreement.