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A-3 <br />589814v1MU205-49 <br /> A. Entire Agreement. <br /> <br />This Agreement shall constitute the entire agreement between the EDA and the Contractor, and <br />supersedes any other written or oral agreements between the EDA and the Contractor. This Agreement <br />can only be modified in writing signed by the EDA and the Contractor. <br /> <br />B. Data Practices Act Compliance. <br /> <br />Data provided, produced or obtained under this Agreement shall be administered in accordance <br />with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13. The Contractor <br />will immediately report to the EDA any requests from third parties for information relating to this <br />Agreement. The Contractor agrees to promptly respond to inquiries from the EDA concerning data <br />requests. <br /> <br />C. Records/Inspection. <br /> <br />Pursuant to Minnesota Statutes § 16C.05, Subd. 5, the Contractor agrees that the books, records, <br />documents, and accounting procedures and practices of the Contractor, that are relevant to this <br />Agreement, are subject to examination by the EDA and the state auditor or legislative auditor for a <br />minimum of six years. The Contractor shall maintain such records for a minimum of six years after <br />final payment from the EDA under this Agreement. The parties agree that this obligation will survive <br />the completion or termination of this Agreement. <br /> <br />D. Choice of Law and Venue. <br /> <br />This Agreement shall be governed by and construed in accordance with the laws of Minnesota. <br />Any disputes, controversies, or claims arising under this Agreement shall be heard in the state or federal <br />courts of Minnesota and the parties waive any objections to jurisdiction. <br /> <br />E. No Assignment. <br /> <br />This Agreement may not be assigned by either party. <br /> <br />F. No Discrimination. <br /> <br />The Contractor agrees not to discriminate in providing products and services under this Agreement <br />on the basis of race, color, sex, creed, national origin, disability, age, sexual orientation, status with regard <br />to public assistance, or religion. Violation of any this section may lead to immediate termination of this <br />Agreement. <br /> <br />G. Agreement Not Exclusive. <br /> <br />The EDA retains the right to hire other additional contractors in the EDA’s sole discretion. <br /> <br />H. Compliance with Laws. <br /> <br />The Contractor shall exercise due professional care to comply with applicable federal, state <br />and local laws, rules, ordinances and regulations in effect as of the date the Contractor agrees to provide <br />the applicable services detailed in Exhibit A.