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13. ASSIGNMENT. Neither parry shall assign this Agreement, or any interest <br />arising herein, without the written consent of the other party. <br />14. WAIVER. Any waiver by either parry of a breach of any provisions of this <br />Agreement shall not affect, in any respect, the validity of the remainder of this Agreement. <br />15. ENTIRE AGREEMENT. The entire agreement of the parties is contained <br />herein. This Agreement supersedes all oral agreements and negotiations between the parties <br />relating to the subject matter hereof as well as any previous agreements presently in effect <br />between the parties relating to the subject matter hereof. Any alterations, amendments, <br />deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in <br />writing and duly signed by the parties, unless otherwise provided herein. <br />16. CONTROLLING LAW. This Agreement shall be governed by and construed <br />in accordance with the laws of the State of Minnesota. <br />17. RECORDS. The Consultant shall maintain complete and accurate records of <br />time and expense involved in the performance of services. <br />18. AUDIT DISCLOSURE AND DATA PRACTICES. Any reports, <br />information, data, etc. given to, or prepared or assembled by the Consultant under this <br />Agreement which the City requests to be kept confidential, shall not be made available to any <br />individual or organization without the City's prior written approval. The books, records, <br />documents and accounting procedures and practices of the Consultant or other parties relevant <br />to this Agreement are subject to examination by the City and either the Legislative Auditor or <br />the State Auditor for a period of six (6) years after the effective date of this Agreement. This <br />Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes <br />Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act <br />Section 13.02, Subd. 7, which is created, collected, received, stored, used, maintained, or <br />disseminated by Consultant in performing any of the functions of the City during performance <br />of this Agreement is subject to the requirements of the Data Practice Act and Consultant shall <br />comply with those requirements as if it were a government entity. All subcontracts entered into <br />by Consultant in relation to this Agreement shall contain similar Data Practices Act compliance <br />language. <br />CITY OF ORONO <br />Bob Tunheim, Mayor Its <br />AND AND <br />Adam Edwards, City Administrator Its <br />271Page <br />194 <br />