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Metropolitan Council 25I029 <br />performance under the Agreement. Audits conducted by Council under this provision <br />will be according to the generally accepted auditing standards. Financial adjustments <br />resulting from any audit by Council will be paid in full within 30 days of City receipt of <br />audit. <br />F. Amendment. Any amendment to this Agreement must be in writing and will not <br />be effective until it has been executed by the Parties authorized representatives. <br />G. Entire Agreement. It is understood and agreed that the entire Agreement between <br />the Parties is contained herein and that this Agreement supersedes all oral <br />agreements and negotiations between the Parties relating to the subject matter <br />hereof All items referred to in this Agreement are incorporated or attached and are <br />deemed to be part of this Agreement. <br />H. Severability. The provisions of this Agreement are to be considered as severable, <br />and in the event that any provision is held to be invalid or unenforceable, the Parties <br />intend that the remaining provisions will remain in full force and effect. <br />I. Termination. Either Party may terminate this Agreement upon thirty (30) days <br />written notice to the other Party. <br />J. Government Data Practices. The Parties will comply with the Minnesota <br />Government Data Practices Act, Minnesota Statutes, Chapter 13, as it applies to all <br />data created, collected, received, stored, used, maintained, or disseminated in <br />accordance with this Agreement. The civil remedies of Minnesota Statutes, section <br />13.08, apply to the release of the data referred to in this section by either Party. <br />K. Notices. Any notice or demand which must be given or made by a Party under this <br />Agreement will be sent to: <br />Metropolitan Council: <br />Daniel Fick, or successor <br />3565 Kennebec Drive <br />Eagan, MN 55122 <br />Dan.Fick(a,METC. state.mn.us <br />City of Orono: <br />Adam Edwards, or successor <br />365 Old Crystal Bay Road North <br />Orono, MN 55356 <br />aedwards(aoronomn. gov <br />L. Legal Compliance. Council and City agree to comply with all applicable state and <br />federal laws and regulations and all applicable local ordinances and rules. <br />M. Prompt Payment of Subcontractors. City agrees to pay any subcontractors within <br />10 calendar days of City receipt of payment from Council for undisputed services <br />provided by the subcontractor. City will pay to the subcontractor interest of 1-1 /2 <br />percent per month or any part of a month on any undisputed amount not paid on time. <br />On unpaid, undisputed amounts of $100 or more, minimum monthly interest rate shall <br />be $10. <br />Page 3 of 5 29 <br />