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MOU_Cardboard.docxPage 1 Cardboard Drop Site Memorandum of Understanding This agreement made and entered into by and between the County of Carver, State of Minnesota, hereinafter referred to as the “County,” 600 East Fourth Street, Chaska, MN 55318, on behalf of the Carver County Public Services Division, and The City of Chanhassen, State of Minnesota, hereinafter referred to as the “City,” 7700 Market Boulevard, Chanhassen, MN 55317. The County and City agree as follows: 1. The City agrees to allow the County to place up to two (2) roll-off containers exclusively for cardboard recycling on City-owned property, commonly known as the former MCES Dump Site, located southeast of the Chanhassen Public Works Facility (“Property”). 2. There shall be no payment for services. There is no cost to the County for using the Property for cardboard collection. 3. This agreement shall be in effect from the date of execution by all parties or from the commencement of services here under, whichever is first, and shall continue in effect until December 31, 2024. Upon expiration, this agreement may be renewed for additional terms or extensions provided there is mutual interest from both parties in doing so. 4. The County shall be responsible for arranging, scheduling, and paying for the containers, hauling, and processing of cardboard collected at the Property. The County will have the exclusive right to any material processing proceeds that might be generated from the collection of cardboard on the site. The County is responsible for removing all items or products of any kind disposed of in the Containers or in the areas immediately adjacent to the Containers. 5. The County shall provide staff to periodically inspect the containers and the area immediately adjacent to the containers on an as-needed basis or as recommended by the City of Chanhassen and shall keep the containers and area immediately adjacent to the containers in a clean and orderly condition in compliance with City Code. 6. The County shall provide adequate signage that includes County contact information, along with material collection limitations, hours of operation, etc. The City and the County agree that it is their intention hereby to create only the relationships of licensor and licensee, and no provision hereof, or act of either party hereunder, shall ever be construed as creating the relationship of lessor and lessee, principal, and agent, or a partnership, joint venture or enterprise between the parties hereto. 7. Neither party shall assign, subcontract, transfer, or pledge this Memorandum of Understanding and/or the services to be performed hereunder without the prior written consent of the other party. DocuSign Envelope ID: 9C14E31F-95C5-48E8-BB01-9696C0261ED3 Page 2 8. Each party shall be liable for its own acts to the extent provided by law and hereby agrees to indemnify, hold harmless, and defend the other, its officers, and employees against and all liability, loss, costs, damages, expenses, claims or actions, including attorney’s fees which the other, its officers and employees may hereafter sustain, incur or be required to pay, arising out of or by reason of any act or omission of the party, its agents, servants or employees, in the execution or performance or failure to adequately perform its obligations pursuant to this agreement. In addition, the County hereby agrees to indemnify and hold harmless City and the City’s officers, agents, and employees from and against any and all claims, demands, causes of action, suits, proceedings, liabilities, damages, losses, costs, and expenses, including reasonable attorneys' fees, caused by, incurred, or resulting from the County’s occupancy, use or operation located on Property pursuant to this Agreement, or the use by its officers, agents, employees, guests or invitees. It is understood and agreed each party’s liability shall be limited by the provisions of Minn.Stat.Chap.466 and/or other applicable laws. 9. The County shall, at its sole cost and expense, comply with any and all laws, statutes, ordinances, or regulations in connection with its use of the Property. 10. Either party may terminate the use of the Property as provided in this Memorandum of Understanding at any time by providing 60-days notice to the other party. Upon termination, the County shall remove the containers and return the area of the Property used by the County for the drop-off to its original condition. The proper City official(s) having signed this Agreement, and the Carver County Division Director having signed this Agreement with the delegation authority approved by the County Board of Commissioners, the parties hereto agree to be bound by the provisions herein and attached. CITY OF CHANHASSEN COUNTY OF CARVER BY: BY: Elise Ryan, Mayor Nick Koktavy, Assistant County Administrator AND: DATE: Laurie Hokannen, City Manager DATE: DocuSign Envelope ID: 9C14E31F-95C5-48E8-BB01-9696C0261ED3 2/1/2024 2/2/2024