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4. The Consultant shall not assign or transfer any interest in the contract without prior written consent <br />of the city. <br />The Consultant shall maintain comprehensive general liability insurance in accordance with Section <br />466.04 of the Minnesota Statutes. <br />The Consultant shall defend, indemnify and hold harmless the City of Elk River, its officials, <br />employees and agents, from any and all claims, causes of action, lawsuits, damages, losses or <br />expenses, including attorney fees, arising out of or resulting from the Consultant's (including its <br />officials, agents, sub consultants or employees) performance of the duties required under the <br />contract, provided that any such claim, damages, loss, or expense is attributable to bodily injury, <br />sickness, diseases or death or injury to or destruction of property including the loss of use resulting <br />therefrom and is caused in whole or in part by any negligent act or omission or willful misconduct of <br />Consultant. <br />7. The Consultant contract shall be governed by the laws of the State of Minnesota. <br />Projects summaries shall be submitted with each invoice during the course of this project. Each <br />summary shall detail the amount billed to date, outstanding work items with costs to completion, <br />and timelines. Invoices submitted to the city shall include a detailed breakdown of all chargeable <br />items for that period. <br />Appendix <br />■ Multipurpose Facility Design and Renderings <br />■ Standards Professional Services Agreement <br />City of Elk River — Naming Rights Request for Proposal - 6 <br />