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12 <br /> <br />their intent to sign on to the MOA if the threshold for Party participation in a <br />specific Settlement is achieved. <br /> <br />C. Dispute resolution. <br /> <br />1. If any Party believes another Party has violated the terms of this MOA, the alleging <br />Party may seek to enforce the terms of this MOA in Ramsey County District Court, <br />provided the alleging Party first provides notice to the alleged offending Party of <br />the alleged violation and a reasonable opportunity to cure the alleged violation. <br /> <br />2. If a Party believes another Party, Region, or individual involved in the receipt, <br />distribution, or administration of Opioid Settlement Funds has violated any <br />applicable ethics codes or rules, a complaint shall be lodged with the appropriate <br />forum for handling such matters. <br /> <br />3. If a Party believes another Party, Region, or individual involved in the receipt, <br />distribution, or administration of Opioid Settlement Funds violated any Minnesota <br />criminal law, such conduct shall be reported to the appropriate criminal authorities. <br /> <br />D. Amendments. The Parties agree to make such amendments as necessary to implement the <br />intent of this MOA. <br /> <br />E. Applicable law and venue. Unless otherwise required by the National Settlement <br />Agreements or a Bankruptcy Resolution, this MOA, including any issues related to <br />interpretation or enforcement, is governed by the laws of the State of Minnesota. Any <br />action related to the provisions of this MOA must be adjudicated by the Ramsey County <br />District Court. If any provision of this MOA is held invalid by any court of competent <br />jurisdiction, this invalidity does not affect any other provision which can be given effect <br />without the invalid provision. <br /> <br />F. Relationship of this MOA to other agreements and resolutions. All Parties acknowledge <br />and agree that the National Settlement Agreements will require a Participating Local <br />Government to release all its claims against the Settling Defendants to receive direct <br />allocation of Opioid Settlement Funds. All Parties further acknowledge and agree that <br />based on the terms of the National Settlement Agreements, a Participating Local <br />Government may receive funds through this MOA only after complying with all <br />requirements set forth in the National Settlement Agreements to release its claims. This <br />MOA is not a promise from any Party that any National Settlement Agreements or <br />Bankruptcy Resolution will be finalized or executed. <br /> <br />G. When MOA is no longer in effect. This MOA is effective until one year after the last date <br />on which any Opioid Settlement Funds are being spent by the Parties pursuant to the <br />National Settlement Agreements and any Bankruptcy Resolution. <br /> <br />H. No waiver for failure to exercise. The failure of a Party to exercise any rights under this <br />MOA will not be deemed to be a waiver of any right or any future rights.