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DRAFT Comprehensive Fire Service Study MEDINA, MINNESOTA <br /> <br />Matrix Consulting Group Page 118 <br />Termination shall not act to discharge any liability incurred by the <br />Organization or the Parties during the term of this Agreement. Such <br />liability shall continue until discharged by law, this Agreement or any other <br />agreement. <br /> <br />If the Parties do not agree on the fair market value of a non -liquid asset, <br />the Organization may submit the item to a professional appraiser, whose <br />written opinion of the fair market value shall be conclusive. <br /> <br /> <br />24. Withdrawal of a Party. <br /> <br />A Party may withdraw from this Agreement by providing at least twelve <br />(12) months prior written notice of its intent to withdraw to the other <br />Parties. Withdrawal shall not act to discharge any liability incurred by the <br />Party prior to withdrawal. Such liability shall continue until discharged by <br />law or agreement of the remaining Parties. <br /> <br />If a Party withdraws from the NAFRS, and the remaining Parties decide <br />to continue the operations of the NAFRS under the terms of this <br />Agreement, including any amendment(s) thereto to change the <br />allocation formulas, the withdrawing Party shall be entitled to distribution <br />under paragraph 23.b. and the remaining Parties shall pay the <br />withdrawing Party for its interest in the Organization’s assets and funds <br />in proportion to the percentage of annual contributi on of funds by the <br />Party to the Organization at the time of withdrawal. <br /> <br />If the Parties do not agree on the fair market value of a non -liquid asset, <br />the Organization may submit the item to a professional appraiser, whose <br />written opinion of the fair market value shall be conclusive. <br /> <br />25. Dispute Resolution. <br /> <br />The Parties agree to engage in good faith to attempt to resolve any <br />disputes that may arise over the establishment, operation, or maintenance <br />of the Organization. If a dispute is not resolved informally, the Parties <br />agree to use the following process to attempt to resolve any dispute they <br />may have related to the Organization: <br />