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laws of the State of Minnesota without regard to choice of law or conflict of laws <br /> principles. <br /> 9.11. Audit. The books,records,documents,and accounting procedures and practices <br /> of PRASD and City and other parties relevant to this Agreement are subject to <br /> examination by PRASD,City,and either Legislative Auditor or the State Auditor <br /> for a period of six years after the effective date of this Agreement. <br /> 9.12. Dispute Resolution. PRASD and City agree to negotiate all disputes between <br /> them in good faith for a period of thirty(30)days from the date of notice of <br /> dispute prior to proceeding to formal dispute resolution or exercising their rights <br /> under law. <br /> 9.13. Force Majeure. The Parties shall each be excused from performance under this <br /> Agreement while and to the extent that either of them are unable to perform,for <br /> any cause beyond its reasonable control. Such causes shall include,but not be <br /> restricted to fire,storm,flood,earthquake,explosion,war,total or partial failure <br /> of transportation or delivery facilities,raw materials or supplies,interruption of <br /> utilities or power,and any act of government or military authority. In the event <br /> either Party is rendered unable wholly or in part by force majeure to carry out its <br /> obligations under this Agreement then the Party affected by force majeure shall <br /> give written notice with explanation to the other Party immediately. <br /> 9.14. Compliance with Laws. City and PRASD shall each abide by all Federal, State, <br /> and local laws,statutes,ordinances,rules,and regulations now in effect or <br /> hereinafter adopted pertaining to this Agreement or to the Facilities,programs, <br /> and staff for which each is responsible. <br /> 9.15. Data Practices. The Parties acknowledge that this Agreement is subject to the <br /> requirements of Minnesota's Government Data Practices Act,Minnesota Statutes, <br /> Section 13.01 et seq. <br /> 9.16. No Waiver. Any Party's failure in any one or more instances to insist upon strict <br /> performance of any of the terms and conditions of this Agreement or to exercise <br /> any right herein conferred shall not be construed as a waiver or relinquishment of <br /> that right or of that Party's right to assert or rely upon the terms and conditions of <br /> this Agreement.Any express waiver of a term of this Agreement shall not be <br /> binding and effective unless made in writing and properly executed by the <br /> waiving Party. <br /> 9.17. Patented Devices,Materials,and Processes. If this Agreement requires,or the <br /> City desires,the use of any design,device,material,or process covered by letters, <br /> patent or copyright,trademark,or trade name,City shall provide for such use by a <br /> suitable legal agreement with the patentee or owner and a copy of said agreement <br /> shall be filed with PRASD. If no such agreement is made or filed as noted,City <br /> shall indemnify and hold harmless PRASD from any and all claims for <br /> infringement by reason of the use of any such patented design,device,material or <br /> process,or any trademark or trade name or copyright in connection with the <br /> services agreed to be performed under the Agreement and shall indemnify and <br /> defend PRASD for any costs,liability,expenses and attorney's fees that result <br /> from any such infringement. <br /> 9.18. Mechanic's Lien. City hereby covenants and agrees that City will not permit or <br /> allow any mechanic's or materialman's liens to be placed on the PRASD's <br /> 6 <br />