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Attachment A <br />Ownership of Documents. <br />13915.All plans, diagrams, analysis, reports and information <br />140generated in connection with the performance of thisAgreement (“Information”) shall <br />141become the property of REDA, but the Consultant may retain copies of such documents <br />142as records of the services provided. REDAmayuse the Information for any reasons it <br />143deems appropriate without being liableto the Consultantfor such use. The Consultant <br />144shall not use or disclose the Information for purposes other than performing the Work <br />145contemplated by this Agreement without the prior consent of REDA. <br />146 <br />Dispute Resolution/Mediation. <br />14716. Each dispute, claim or controversy arising from or <br />148related to this Agreement or the relationships which result from this Agreement shall be <br />149subject to mediation as a condition precedent to initiating arbitration or legal or equitable <br />150actions by either party. Unless the parties agree otherwise, the mediation shall be in <br />151accordance with the Commercial Mediation Procedures of the American Arbitration <br />152Association then currently in effect. A request for mediation shall be filed in writing with <br />153the American Arbitration Association and the other party. No arbitration or legal or <br />154equitable action may be instituted for a period of 90 days from the filing of the request <br />155for mediation unless a longer period of time is provided by agreement of the parties. <br />156Cost of mediation shall be shared equally between the parties. Mediation shall be held in <br />157the Cityof Roseville unless another location is mutually agreed uponby the parties. The <br />158parties shall memorialize any agreement resulting from the mediation in a Mediated <br />159Settlement Agreement, which Agreement shall be enforceable as a settlement in any <br />160court having jurisdiction thereof. <br />161 <br />Annual Review. <br />16217.Prior to each anniversary of the date of this Agreement, REDAshall <br />163have the right to conduct a review of the performance of the Work performed by the <br />164Consultant under this Agreement. The Consultant agrees to cooperate in such review and <br />165to provide such information as REDAmay reasonably request. Following each <br />166performance review the parties shall, if requested by REDA,meet and discuss the <br />167performance of the Consultant relative to the remaining Work to be performed by the <br />168Consultant under this Agreement. <br />169 <br />Conflicts. <br />17018.(a) No salaried officer or employee of REDAand no member of the Board of <br />171REDAshall have a financial interest, direct or indirect, in this Agreement. (b) The <br />172Consultant agrees to immediately inform, by written notice, the REDAExecutive <br />173Director of possible contractual conflicts of interest in representing REDA, as well as <br />174property owners or developers,on the same project. Conflicts of interest may be grounds <br />175for termination of this Agreement. <br />176 <br />Governing Law. <br />17719.This Agreement shall be controlled by the laws of the State of <br />178Minnesota. <br />179 <br />Counterparts. <br />18020.This Agreement may be executed in multiple counterparts, each of which <br />181shall be considered an original. <br />182 <br />4 <br /> <br />