FLOOD10499

• County: Fremont
• Community: Canon City
• Stream Name: Fourmile Creek
• Basin: Arkansas
• Title: Canon City / Fourmile Creek Documents
• Floodplain - Doc Type: Correspondence

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10/15/98 11 :04 AM ADP Contract
7.05 SUCCESSORS AND ASSIGNS

A. OWNER and ADP each is hereby bound and the partners, successors,
executors, administrators and legal representatives of OWNER and ADP (and to the
extent permitted by paragraph (B) the assigns of OWNER and ADP) are hereby bound
to the other party to this Agreement and to the partners, successors, executors,
administrators and legal representatives (and said assigns) of such other party, in
respect of all covenants, agreements and obligations of this Agreement.

B. Neither OWNER nor ADP shall assign, sublet or transfer any rights under or
interest in (including, but without limitation, monElYs that may become due or moneys
that are due) this Agreement without the written consent of the other, excE~pt to the
extent that any assignment, subletting or transfer is mandated by law or the effect of
this limitation may be restricted by law. Unless specifically stated to the' contrary in any
written consent to an assignment, no assignment will release or discharge the assignor
from any duty or responsibility under this Agreement. Nothing contained in this
paragraph shall prevent ADP from employing such independent professional associates
and consultants as it may deem appropriate to assist in the performance of services
hereunder, provided that all costs associated with the employment of such independent
professional associates and consultants in connection with ADP's performance of Basic
Services shall be borne by ADP, as they are to bl9 covered by the lump sum payments
described in paragraph 5.01 (A) hereof.

C. Nothing under this Agreement shall be construed to give any rights or benefits in
this Agreement to anyone other than OWNER and ADP, and all duties and
responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive
benefit of OWNER and ADP and not for the benefit of any other party.

7.06 DISPUTE RESOLUTION

A. All claims, disputes or controversies anslng out of, or in relation to the
interpretation, application or enforcement of this Agreement shall be initially negotiated
between the designated project representatives of both parties.

B. If negotiation between the designated project representatives does not result in a
settlement of the matter, it shall be referred to the~ principal of each firm or its assignee,
for joint discussion and attempted resolution of the matter.

C. Both parties agree that if the matter cannot be resolved by mutual agreement of
the principals, the matter will be referred to an alternate dispute resolution process
which shall initially be mediation.

D. Mediator shall be selected by and mutually agreed to by both parties.

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