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PROFESSIONAL SERVICES AGREEMENT <br /> AGREEMENT made this day of , 2018, by and between the <br /> CITY OF ELK RIVER, a Minnesota municipal corporation ("City") and DANIELLE FAULHABER <br /> ("Consultant"). <br /> IN CONSIDERATION OF THEIR MUTUAL COVENANTS THE PARTIES AGREE AS <br /> FOLLOWS: <br /> 1. SCOPE OF SERVICES. The City retains Consultant to transcribe audio statements and <br /> audio reports from the City police department and to provide the City transcriptions. The Consultant agrees <br /> to perform the services. <br /> 2. COMPENSATION. Consultant shall be paid by the City for the services described in the <br /> Scope of Service Two and 501100 ($2.50) Dollars per audio minute for transcribing statements and One and <br /> 501100 ($1.50) Dollars per audio minute for transcribing reports. Consultant shall not be reimbursed for <br /> any expenses. Consultant shall request payment for services rendered on a bi-monthly basis. The <br /> payment applications from Consultant shall identify work performed. <br /> 3. CHANGE ORDERS. All change orders, regardless of amount, must be approved in <br /> advance and in writing by the City. No payment will be due or made for work done in advance of such <br /> approval. <br /> 4. DOCUMENTS. The City shall be the owner of all documents, reports, studies, analyses <br /> and the like prepared by the Consultant in conjunction with this contract. <br /> 5. STANDARD OF CARE. Consultant shall exercise the same degree of care, skill, and <br /> diligence in the performance of the services as is ordinarily possessed and exercised by members of the <br /> profession under similar circumstances in Sherburne County, Minnesota. Consultant shall be liable to <br /> the fullest extent permitted under applicable law, without limitation, for any injuries, loss or damages <br /> proximately caused by Consultant's breach of this standard of care. City shall not be responsible for <br /> discovering deficiencies in the accuracy of Consultant's services. Consultant shall be responsible for the <br /> accuracy of the work and shall promptly make necessary revisions or corrections resulting from errors <br /> and omissions on the part of Consultant without additional compensation. <br /> 6. COMPLIANCE WITH LAWS AND REGULATIONS. In providing services <br /> hereunder, Consultant shall abide by all statutes, ordinances, rules and regulations pertaining to the <br /> provisions of services to be provided. <br /> 7. INDEMNIFICATION. The Consultant shall indemnify and hold harmless the City, its <br /> officers, agents, and employees, of and from any and all claims, demands, actions, causes of action, <br /> including costs and attorney's fees, arising out of or by reason of the execution or performance of the work <br /> or services provided for herein to the comparative extent they are caused by Consultant's negligent acts or <br /> omissions or those negligent acts or omissions of persons for whom Consultant is legally responsible. <br /> 198055v1 <br />