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<br /> N. No oral a�eement,guarantee,promise,condition,representation or warranty shall be bindin�;all prior
<br /> • conversations,a�eement or representations related hereto are inte�ated herein,and no modification hereof shall
<br /> be bindin�unless in writing and si�ned by the COLTNTY.
<br /> O. This A�reement shall be governed by and construed under the la�vs of the State of Minnesota. Hennepin
<br /> County shall be the appropriate venue and jurisdiction for any liti�ation arisin�hereunder,except that venue and
<br /> � jurisdiction in the Federal courts shall be in the appropriate Federal Court within the State of Minnesota. If any
<br /> -� provision of the Contract is held invalid, ille�al,or unenforceable,the remaining provisions�vill not be affected. '
<br /> P. It is a�eed that nothing herein contained is intended or should be construed in any manner as creating or
<br /> establishin�the relationship of joint ventures or co-partners benveen the parties hereto or as constitutin;the USER
<br /> as the a�ent,representative or employee of the COLTNTY for any purpose or in any manner whatsoever. The
<br /> USER is to be and shall remain an independent USER under this A�reement. Any and all personnel of the USER
<br /> or other persons,while en�a�ed in the performance of any activity under this A�reement,shall have no
<br /> Contractual relationship with the COUNTY and shall not be considered employees of the COUNTY and any and
<br /> all claims that may or mi�ht arise under the Minnesota Economic Security Law or the Workers'Compensation Act
<br /> of the State of Minnesota on behalf of said personnel or other persons while so en�a�ed,and any and all claims
<br /> whatsoever on behalf of any such person or personnel arisins out of employment or alle�ed employment includin�, '
<br /> � �vithout limitation,claims of discrimination against the USER,its officers,a�ents,the USER or employees shall in
<br /> •• no way be the responsibility of the COLJNTY,and the USER shall defend,indemnify and hold the COLTNTY,its
<br /> officers,a�ents and employees harmless from any and all such claims re�ardless of any determination of any
<br /> pertinent tribunal,a�ency,board,commission or court. Such personnel or other persons shall not require nor be -
<br /> entitled to any compensation,ri�hts or benefits of any kind whatsoever from the COUNTY,includin„without
<br /> limitation,tenure ri�hts,medical and hospital care,sick and vacation leave,`Vorkers'Compensation,
<br /> Reemployment Compensation,disability,severance pay and retirement benefits.
<br /> Q. It is understood and agreed that the obligations of the USER under Paragraphs A.4,D,H,J,L,and P �
<br /> hereof and the obligations of the USER which,by their sense and context are intended to survive the completion of '
<br /> • performance thereof by the USER,shall so survive the completion of performance and termination or cancellation
<br /> of this Contract,includin�without limitation the making of any and all payments hereunder.
<br /> R. The COUNTY's failure to insist upon strict performance of any covenant,A�reement or stipulation of the ,
<br /> - Contract or to exercise any right herein contained shall not be a waiver or relinquishment of such covenant,
<br /> A�reement,stipulation or right unless the COLJNTY consents thereto in writin�. Any such written consent shall
<br /> not constitute a waiver or relinquishment of the future of such covenant,A�reement,stipulation or ri�ht.
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