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<br />DRAFT - City of Arden Hills <br /> <br />termination shall be without cause, the City shall pay Contractor all compensation <br />earned to the date of termination. If the termination shall be for breach of this <br />Contract by Contractor, the City shall pay Contractor all compensation earned prior <br />to the date of termination minus any damages and costs incurred by the City as a <br />result of the breach. If the Contract is canceled or terminated, all finished or <br />unfinished documents, data, studies, surveys, maps, models, photographs, reports <br />or other materials prepared by the Contractor under this Contract shall, at the option <br />of the City, become the property of the City, and the Contractor shall be entitled to <br />receive just and equitable compensation for any satisfactory work completed on such <br />documents or materials prior to the termination. <br /> <br />Notwithstanding the above, the Contractor shall not be relieved of liability to the City <br />for damages sustained by the City as a result of any breach of this Contract by the <br />Contractor. <br /> <br />The City may, in such event, withhold payments due to the Contractor for the <br />purpose of set-off until such time as the exact ount of damages due to the City is <br />determined. The rights or remedies provided erein shall not limit the City, in <br />case of any default by the Contractor, from any other right or remedy <br />allowed by law, equity, or by statute. <br /> <br />q. Intellectual Property <br /> <br /> <br />f the intellectual property rights, <br />, demarks, and service marks in any <br />mpleted and paid by this Contract. Work <br />s, discoveries, databases, computer <br />raphs, negatives, designs, drawings, <br />ther media. <br /> <br />The City owns all rights, title, and i <br />including copyrights, patents, trade <br />Work created, in progress, pro d <br />covered includes inventions, . <br />programs, reports, notes, s <br />specifications, materials, tap <br /> <br />All Work under this C <br />surrendered to the Ci <br />this Contract. The Contr <br />will not infringe upon any in <br /> <br />the exclusive property of the City and will be <br />ely upon completion, expiration, or cancellation of <br />resents and warrants that the Work does not and <br />ectual property rights of other persons or entities. <br /> <br />Issued: <br /> <br />14 <br />