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1 <br />2 <br />3 <br />4 <br />5 <br />6 <br />7 <br />8 <br />9 <br />10 <br />11 <br />12 <br />13 <br />14 <br />15 <br />16 <br />17 <br />18 <br />19 <br />20 <br />21 <br />22 <br />23 <br />24 <br />25 <br />26 <br />27 <br />28 <br />29 <br />30 <br />31 <br />32 <br />33 <br />34 <br />35 <br />36 <br />37 <br />VI. Assignment. This Agreement shall not be assigned, sublet, or transferred without the <br />written consent of the City. <br />VII. Conflict of Interest. The Consultant agrees to immediately inform, by written notice, the <br />City Engineer of possible contractual conflicts of interest in representing the City, as well <br />as property owners or developers on the same project. Conflicts of interest may be <br />grounds for termination of this Agreement. <br />VIII. Ownership of Work. Should the City elect to terminate this Agreement under Section II <br />hereof, Consultant shall promptly provide all work-product to the City for which payment <br />has been made and the City shall be entitled to utilize the work in any manner determined <br />by the City to be in its best interests. However, such documents are not intended or <br />represented to be suitable for reuse by City or others on any other project. Any reuse by <br />the City, or any other entity acting under the request or direction of the City, without <br />written verification or adaptation by Consultant for such reuse will be at City's own risk. <br />IX. Notices. All notices to be given hereunder shall be in writing and shall be deemed given <br />on the earlier of receipt or three (3) business days after deposit in the United States mail, <br />postage prepaid, addressed to: <br />A. City of Roseville <br />Attn: City Engineer <br />2660 Civic Center Drive <br />Roseville, MN 55113 <br />B. Bolton & Menk Inc. <br />Attn: Marcus Thomas <br />12224 Nicollet Avenue <br />Burnsville, MN 55337 <br />X. Attachments. All attachments referenced in the Agreement are attached to and <br />incorporated into this Agreement, and are part hereof as though they were fully set forth <br />in the body of this Agreement. <br />(signatuNe page follows) <br />2 <br />