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consent to the initiation of assignment and termination of the Existing Minnetonka Beach <br />Contract by the City of Long Lake, with a termination effective date of no later than June 6, <br />2028. In the event the Existing Minnetonka Beach Contract is not terminated by Long Lake, the <br />Department as assignee, no later than December 1, 2026, shall provide notice of termination of <br />the Existing Minnetonka Beach Contract to Minnetonka Beach and offer to enter into a fire <br />service contract with Minnetonka Beach on terms in compliance with this Section 13, <br />SECTION 14 MISCELLANEOUS TERMS <br />14.1 Electronic signatures; Counterparts. This Agreement maybe executed in <br />counterparts, including both counterparts that are executed on paper and counterparts that are in <br />the form of electronic records and are executed electronically (including, without limitation, <br />DocuSign® and AdobeSignO). All executed counterparts shall constitute one agreement, and <br />each counterpart shall be deemed an original. <br />14.2 Amendment. This Agreement maybe amended at any time by the mutual agreement of <br />the governing bodies of all Members. Any such amendment shall be in writing and will be <br />attached to this Agreement. <br />14.3 Notices. All notices, demands, requests, consents, approvals, or other instruments <br />required or permitted to be given by the Department or by any Member pursuant to this <br />Agreement shall be in writing and shall be as follows: <br />To Department: At the Department's official address, as provided in Section 2.8 of <br />this Agreement <br />To a Member: At the Member's official primary address <br />14.4 Entire Agreement. Except as otherwise provided herein, this Agreement constitutes the <br />entire agreement between the Members with respect to the subject matter hereof, and there are no <br />other representations, warranties, or agreements except as herein provided. <br />14.5 Severability. The provisions of this contract shall be deemed severable. If any part of <br />this contract is rendered void, invalid, or otherwise unenforceable, such rendering shall not affect <br />the validity and enforceability of the remainder of this contract. <br />14.6 Construction. The provisions of this Agreement shall be construed in accordance with <br />the laws of the State of Minnesota, without regard to choice of law provisions. <br />14.7 Subcontracting &Assignment. The Department shall not subcontract or assign any <br />portion rights or responsibilities under this contract without prior written permission from the <br />Members. <br />14.8 Termination of Prior Agreements. The 2002 Agreement and Contract for Fire <br />Protection, the 2011 Addendum, the 2024 First Amendment, and the 2002 Agreement for joint <br />development of Station 1 are terminated as of the Operative Date. <br />235703v20 <br />