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10. Assignment. Contractor shall not assign this contract, in whole or in part, or any right or obligation <br /> hereunder, without City's prior written approval. <br /> 11. Independent Contractor. Whether Contractor is a corporation, partnership, other legal entity or <br /> an individual, Contractor is an independent contractor. If Contractor is an individual, Contractor's <br /> duties will be performed with the understanding that Contractor is aself-employed person, has <br /> special expertise as to the services which Contractor is to perform and is customarily engaged in the <br /> independent performance of the same or similar services for others. The manner in which the <br /> services are perfonmed shall be controlled by Contractor; however, the nature of the services and <br /> the results to be achieved shall be specified by City. Contractor is not to be deemed an employee or <br /> agent of City and has no authority to make any binding commitments or obligations on behalf of <br /> City except to the extent expressly provided herein. <br /> 12. Standard Contract Provisions. Contractor shall comply with City's Standard Contract Provisions, <br /> a copy of which is attached hereto as Exhibit A. <br /> 13. Compliance with Laws. Contractor shall comply with all applicable Federal, State and local laws, <br /> rules, ordinances and regulations at all times and in the performance of the Work. <br /> 14. Ownership of Work Product. All work products of the Contractor which result from this contract <br /> shall be the exclusive property of City and shall be delivered to City upon completion of the Work <br /> or the termination of this contract. Contractor may retain copies of any work product. <br /> 15. Notices. Any notices permitted or required by this contract shall be deemed given when personally <br /> delivered or upon deposit in the United States mail, postage fully prepaid, certified, return receipt <br /> requested, addressed to: <br /> Contractor: Bruce Henderson ` <br /> Henderson Land Services LLC <br /> 200 N State Street, Suite 103 <br /> Lake Oswego, Oregon 97401 <br /> City: Trevor Taylor <br /> Public Works Department/Parks and Open Space <br /> 1820 Roosevelt <br /> Eugene, Oregon 97402 <br /> or such other address as either party may provide to the other by notice given in accordance with <br /> this provision. <br /> 16. Attorney Fees. In the event of any action to enforce or interpret this contract, the prevailing party <br /> shall be entitled to recover from the losing party reasonable attorney fees incurred in the <br /> proceeding, as set by the court, at trial, on appeal or upon review. <br /> 17. Integration. This contract embodies the entire agreement of the parties. There are no promises, <br /> terms, conditions or obligations other than those contained herein. This contract shall supersede all <br /> <br /> Personal Services Contract-Page 4 <br /> <br /> (Revised December 1997) <br /> <br />