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creed, religion, national original, sex, marital status, status with regard to public assistance, <br />membership or activity in a local commission, disability, sexual orientation, or age. Grantee <br />and all of its subcontractors will take affirmative actions to ensure that applicants are <br />employed, and that employees are treated during employment without regard to factors stated <br />in Minn. Stat. § 363A.08. Such actions shall include, but not be limited to, the following: <br />hiring, tenure, compensation, terms, upgrading, conditions, facilities, or privileges of <br />employment. <br />12.7 Worker's Compensation. Grantee certified that it is in compliance with Minn. Stat. <br />§ 176.181, subd. 2, pertaining to workers' compensation insurance coverage. The Grantee's <br />employees and agents will not be considered City employees. Any claims that may arise under <br />the Minnesota Workers' Compensation Act on behalf of these employees and any claims made <br />by any third party as a consequence of any act or omission on the part of these employees are in <br />no way the City's obligation or responsibility. <br />12.8 Conflict of Interest. Grantee affirms that, to the best of Grantee's knowledge, <br />Grantee's involvement in this Grant Agreement does not result in a conflict of interest with any <br />party or entity, which may be affected by the terms of this Agreement. Grantee agrees that should <br />any conflict or potential conflict of interest become known to Grantee, it will immediately notify <br />the City of the conflict or potential conflict, specifying the part of this Agreement giving rise to <br />the conflict or potential conflict, and will advise the City whether Grantee will or will not resign <br />from the other engagement or representation. If the City reasonably determines that a conflict of <br />interest reported pursuant to this section cannot be satisfactorily addressed and Grantee refuses to <br />resign from the other engagement or representation, the city may terminate this agreement. <br />12.9 Assignment and Delegation. Neither party shall assign its rights or delegate its <br />duties under this Grant Agreement without receiving the prior written consent of the other party. <br />12.10 Successors in Interest. The provisions of this Grant Agreement shall be binding <br />upon and inure to the benefit of the parties and their permitted successors and assigns. <br />12.11 Severability. In the event that any portion of this Grant Agreement shall be held <br />to be invalid, such invalidity shall not affect the validity of the remainder of this Agreement. <br />12.12 Execution. This Agreement may be executed in one or more counterparts, each of <br />which shall be deemed an original and to constitute one and the same instrument. Electronic <br />copies of this Agreement, including without limitation, those transmitted by facsimile or scanned <br />to an image file, shall be considered originals. <br />IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be <br />effective as of the Effective Date set forth above. <br />229334d2 <br />