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11. Compliance with Laws. Agency 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 /> 12. Ownership of Work Product. All work products of the Agency which result from this contract <br /> shall be the exclusive property of City and shall be delivered to City upon completion of the Work or <br /> the termination of this contract. Agency may retain copies of any work product. <br /> 13. 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 and addressed to the representative designated in paragraph 5. Either parry may change its <br /> address by notice given to the other in accordance with this paragraph. <br /> 14. Arbitration. Any controversy regarding the terms and conditions of this agreement shall be <br /> submitted to arbitration. Any party may request arbitration by written notice to the other. If the <br /> parties cannot agree on a single arbitrator within 15 days from the giving of notice, each party shall <br /> within five days select a person to represent that party and the two arbitrators shall immediately <br /> select a third impartial person to complete a threemember arbitration panel. If the two arbitrators <br /> cannot agree within 15 days on the third arbitrator, then either parry may petition the Presiding Judge <br /> of the Lane County Circuit Court to select the third arbitrator. The panel shall conduct the <br /> arbitration in accordance with the provisions of ORS Chapter 33, or the corresponding provisions of <br /> any such future law. The arbitrator(s) shall assess all or part of the cost of the arbitration, including <br /> attorney fees, to any or all parties. <br /> 15. 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 /> prior communications, representations or agreements, either oral or written, between the parties. <br /> This contract shall not be amended except in writing, signed by both parties. <br /> 16. Interpretation. This contract shall be governed by and interpreted in accordance with the laws of <br /> the State of Oregon. <br /> CITY OF EUGENE AGENCY <br /> By: By: <br /> (si tore) (signatur <br /> <br /> ~ James R. Carlson <br /> City Manager pro tem George Kloeppel <br /> Executive Director <br /> Date: U 3 Date: L,~ - ~ - f~3 <br /> Intergovernmental Purchase of Services Contract--Page 3 <br /> (Revised Decemt~er 1997) <br /> <br />