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.;".:." ;,.." ._-. , . . . 7 . Hold Harmless. 9. The County and City shall defend, indemnify and hold the other harmless from any and all suite, actions, loss, damage, or expense arising out of any act of the other, its agents or employees arising out of the design and construction of the Improvements for which it is responsible. This provision shall survive completion of the improvements. This provision shall survive the expiration of the Agreement. Period of A~reement. This Agreement shall remain in force and effect until the completion of the Improvements or until satisfaction of all finanoial obligations arising hereunder, whichever is later. 9. Notice. Any notice required or permitted to be given under this Agreement will be suffioient if in writing and sent by registered or certified mail or hand delivered to the Municipalities below at the addresses set forth or at such other places as the Municipalities shall designate in writing by certified or registered mail. Patrick D. Klaers city Administrator City of Elk River 720 Dodge Avenue N.W. Elk River, MN 55330 Russell Matchinsky county Highway Engineer Sherburne eounty Highway Department 425 Jackson Avenue P.O. BOX 338 Elk River, MN 55330 10. ~ntire Agreement. This Agreement sets forth the entire understanding between the County and City, there being no other terms, conditions, warranties or representations other than those contained herein, and no amendments hereto shall be valid unless made in writing and signed by the County and City hereto. 11. Severable. In the event any portion of this Agreement shall be held to be invalid, the same shall not affect in any respect whatsoever the validity of the remainder of this Agreement. 5.