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4.7atl
<br />10. Wyoming shall carry liability insurance in the amount of at least $1,000,000 per occurrence and
<br />$2,000,000 in the aggregate for both Bodily Injury and Property Damage. Elk River shall be named
<br />as an additional insured, and a certificate of said insurance shall be provided to Elk River.
<br />Wyoming shall carry Worker's Compensation Insurance as required by Minnesota Statutes,
<br />Section 176.181, Subd. 2 and further agrees to provide a certificate of said insurance to Elk River.
<br />11. Any employee assigned by Wyoming to perform its obligations hereunder shall remain the
<br />exclusive employee of Wyoming for all purposes including, but not limited to, wages, salary, and
<br />employee benefits.
<br />12. It is agreed that nothing herein contained is intended or should be construed in any manner as
<br />creating or establishing the relationship of co-partners, joint parties to any joint powers agreement
<br />or similar legal relationship between the parties hereto or as constituting the persons employed by
<br />Wyoming as the agent, representative, or employee of Elk River for any purpose or in any manner
<br />whatsoever except as expressly otherwise provided herein. Wyoming is to be and shall remain an
<br />independent contractor with respect to all Services performed under this contract. Wyoming
<br />represents that it has, or will secure at its own expense, all personnel and equipment required in
<br />performing Services under this contract. Any and all personnel of Wyoming or other persons,
<br />while engaged in the performance of any work or Services required by Wyoming under this
<br />contract, and shall not be considered employees of Elk River and any and all claims that may or
<br />might arise under the Workers' Compensation Act of the State of Minnesota on behalf of said
<br />personnel or other persons while so engaged, and any and all claims whatsoever on behalf of any
<br />such person or personnel arising out of employment or alleged employment including, without
<br />limitation, claims of discrimination against Wyoming, its officers, agents, contracts, or employees
<br />shall in no way be the responsibility of Elk River; and Wyoming shall defend, indemnify, and hold
<br />Elk River, its officers, agents, and employees harmless from any and all such claims regardless of
<br />any determination of any pertinent tribunal, agency, board, commission, or court. Such personnel
<br />or other persons shall not require nor be entitled to any compensation, rights, or benefits of any
<br />kind whatsoever from Wyoming, including, without limitation, tenure rights, medical and hospital
<br />care, sick and vacation leave, Workers' Compensations, Unemployment Compensation, disability,
<br />severance pay, and PERA.
<br />13. The books, records, documents, and accounting procedures of Wyoming relevant to this
<br />Agreement, are subject to examination by Elk River and either the legislative or state auditor as
<br />appropriate, pursuant to Minnesota Statutes, Section 16C.05, Subd. 5.
<br />14. At the end of the term of this Agreement, the records created as a result of the performance of this
<br />agreement shall be filed with the Elk River and copies of such records shall be maintained by the
<br />Wyoming as required by applicable laws. All data collected, created, received, maintained, or
<br />disseminated for any purposes by the activities of the Elk River because of this contract is governed
<br />by the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as amended,
<br />the Minnesota Rules implementing such act now in force or as adopted, as well as federal
<br />regulations on data privacy.
<br />15. This Agreement represents the entire Agreement between Wyoming and Elk River and supersedes
<br />and cancels any and all prior agreements or proposals, written or oral, between the parties relating
<br />to the subject matter hereof, any amendments, addenda, alterations, or modifications to the terms
<br />and conditions of this Agreement shall be in writing and signed by both parties.
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