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17. Dispute Resolution. <br />17.1 Continued Performance. Unless the Contract. is terminated, neither party shall <br />suspend performance of its obligation hereunder pending the resolution of a dispute. <br />17.2 Negotiation/Mediation. The parties shall attempt to resolve all disputes by <br />negotiation and voluntary mediation. The parties shall share equally in all common <br />costs of mediation. <br />17.3 Litigation/Arbitration. Litigation of a claim that cannot be resolved by negotiation or <br />voluntary mediation shall be initiated by filing a complaint in the Lane County Circuit <br />Court that contains a stipulation to arbitration under ORS 36.410. The claim and all <br />cross and counter-claims filed in response to the complaint shall be submitted to the <br />Court Arbitration Program set forth in ORS 36.400 to 36.425, Chapter 13 of the <br />Oregon Uniform Trial Court Rules and the Lane County Circuit Court supplemental <br />local rules concerning arbitration. Either party may seek, and shall be entitled to, an <br />order directing the other party to submit to arbitration as provided herein and to <br />judgment for its costs, expenses and attorney fees in obtaining and enforcing the <br />order. <br />In any litigation, the entire text of any order or permit issued by a governmental or <br />regulatory authority, as well as any documents referenced or incorporated therein by <br />reference, shall be admissible for the purpose of contract interpretation. <br />17.4 Construction of Contract. This Contract shall not be construed against either party <br />regardless of which party drafted it. Other than as modified by agreement, the <br />applicable rules of contract construction and evidence shall apply. This Contract <br />shall be governed by and construed in accordance with the laws of the State of <br />Oregon without regard to principles of conflict of laws. <br />17.5 Forum. Any litigation between the City and the Contractor that arises from or relates <br />to this Contract shall be brought and conducted solely and exclusively within the <br />Lane County Circuit Court; provided, however, if a dispute must be brought in a <br />federal forum, then it shall be brought and conducted solely and exclusively within <br />the United States District Court for the District of Oregon, Eugene Division. In no <br />event shall this Subsection be construed as a waiver by the City of Eugene of any <br />form of defense or immunity, whether sovereign immunity, governmental immunity or <br />otherwise, from any claim or from the jurisdiction of any court. CONTRACTOR, BY <br />EXECUTION OF THE CONTRACT HEREBY CONSENTS TO THE IN PERSONAM <br />JURISDICTION OF THE COURTS REFERENCED IN THIS SECTION. <br />17.6 Attorneys' Fees. If any suit, action, arbitration or other proceeding is instituted upon <br />this Contract or to enforce creditor's rights or otherwise pursue, defend or litigate - <br />issues related to or peculiar to federal bankruptcy law (including, but not limited to, <br />efforts to obtain relief from an automatic stay), or any other controversy arises from <br />this Contract the prevailing party shall be entitled to recover from the other party and <br />the other party agrees to pay the prevailing party, in addition to costs and <br />disbursements allowed by law, such sum as the court, arbitrator or other adjudicator <br />may adjudge reasonable as an attorneys' fee in such suit, action, arbitration or other <br />proceeding, and in any appeal. Such sum shall include an amount estimated by the <br />court, arbitrator or adjudicator, as the reasonable costs and fees to be incurred in <br />