4618-17 Approving Special Rate Agreement with I/N TEK, I/N KOTE LP

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shall be effective January 1, 2017 and remain in effect through December 31, 2026. There shall be no automatic renewal of this Agreement. If the parties hereto desire to renew this Agreement for an additional term of ten (10) years, I/N Tek must initiate such renewal and receive the approval from both the Board and Common Council. 4. MODIFICATION OF AGREEMENT This Agreement may only be modified by mutual written agreement of both parties with such modification requiring approval by Council. I/N Tek understands the requirements set forth under Section 17 -29 of the City Code and shall present annually to Common Council to present relevant data on the following factors: a. review the terms of this Agreement, b. consider any reasonable modifications to the Agreement, c. review any other pertinent issues relative to wastewater treatment or to this Agreement. 5. ADDITIONAL LEGAL TERMS a. Independent Contractor. Nothing herein contained shall be construed to place the parties in a relationship of partners, joint venturers or employer- employee, and neither party hereto shall have the right to obligate or bind the other party in any manner whatsoever. No employee, agent, servant or representative of the City shall be, or shall be deemed to be, an employee, agent, servant, or representative of I/N Tek. b. Responsibility for Acts of Agents. Each party shall at all times remain liable for the negligent, tortious or unlawful acts, omissions or misrepresentations of its employees, agents, servants, contractors and representatives in connection with the entry into and the performance of any of its obligations, duties or rights arising out of or related to this Agreement. c. Nondisclosure of Trade Secrets or Statutorily Protected Information. Both parties acknowledge that each may, in the course of this Agreement, have access to trade secret(s) or confidential information of the other party that is protected from disclosure by a particular statute, rule or regulation. Both parties agree to protect such information to at least the same extent that they would safeguard similar information of their own. However, no party shall be obligated to keep confidential any such information which was lawfully and independently obtained from a third party prior to the commencement date of this Agreement or without violating its terms. If information protected from disclosure under this paragraph is required to be disclosed pursuant to a valid court order or a valid subpoena issued under the authority of a court of competent jurisdiction, then the party of whom said request is made may disclose said information as required without violating this Agreement. Page 3 of 6