GJN4264 Wildish Contract - Laserfiche WebLink

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- 18.2. Construction of Contract. This Agreement shall not be construed against either party regardless of which party drafted it. Other than as modified by the Agreement, the applicable rules of contract construction and evidence shall apply. This Agreement shall be governed by and construed in accordance with the laws of the State of Oregon without regard to principles of conflict of laws. 18.3. Forum. Any litigation between the City and the Contractor that arises from or relates to this Agreement shall be brought and conducted solely and exclusively within the Lane County Circuit Court; provided, however, if a dispute must be brought in a federal forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon, Eugene Division. In no event shall this Subsection be construed as a waiver by the City of Eugene of any form of defense or immunity, whether sovereign immunity, governmental immunity or otherwise, from any claim or from the jurisdiction of any court. BUYER, BY EXECUTION OF THE CONTRACT HEREBY CONSENTS TO THE IN PERSONAM JURISDICTION OF THE COURTS REFERENCED IN THIS SECTION. 18.4. Attorneys' Fees. If any suit, action, arbitration or other proceeding is instituted upon this Agreement or to enforce creditor's rights or otherwise pursue, defend or litigate issues to or peculiar to federal bankruptcy law (including, but not limited to, efforts to obtain relief from any automatic stay), or any other controversy arises from this Agreement, the prevailing party shall be entitled to recover from the other party and the other party agrees to pay the prevailing party, in addition to costs and disbursements allowed bylaw, such sum as the court, arbitrator or other adjudicator may adjudge reasonable as an attorneys' fee in such suit, action, arbitration or other proceeding, and in any appeal thereof or therefrom. Such sum shall include an amount estimated by the court, arbitrator or adjudicator, as the reasonable costs and fees to be incurred in collecting any monetary judgment or award or otherwise enforcing each award, order, judgment or decree entered in such suit, action or other proceeding. The award of costs and expenses after trial de novo following arbitration under ORS 36.400 et seq. shall be made as ~r provided for in ORS 36.425. The award of costs and expenses after appeal from a judgment entered after trial de novo shall be to the prevailing party designated as such by the appeals court. 19. No Third Party Beneficiaries. The parties to this contract do not intend to confer on any third party any rights under this contract. All Subcontractors are third parties. 20. Survival. Any obligation arising under the Contract which is not, or cannot be performed or paid prior to the expiration or termination of the Contract, including, but not limited to, all provisions concerning the quality of the Work, warranties and obligations for payment, indemnification, and reimbursement, shall survive termination or expiration of the Contract. 21. Integration; Amendment. The Contract includes the entire Agreement between the parties as of its date of execution and shall not be modified or amended, except as expressly provided in the Contract. 22. Effective Date. The effective date of the Contract shall be the latest date of signature by the parties. ITY OF EU EN~ COT CTOR By: By: , nature) (sl ature) - Dennis M. Taylor Michael C. Wildish , , , , , , . City Manager Vice President g /a~ Date: ~ ~ Date: Public Improvement Contract for Use with Oregon Standard Specifications -Page 5 (Revised February 2004}