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City of Decatur, IL(IL) Contract#: 10000682 <br /> Automobile Liability CSL $5,000,000 <br /> Cyber $5,000,000 <br /> 12. USIC Work Product <br /> 12.1 Notwithstanding any other clause of this Contract, Customer shall have no rights or interests in USIC <br /> Work Product. All right, title and interest in and to USIC Work Product shall be and shall remain the sole <br /> property of USIC or[its third-party vendors or subcontractors. <br /> 13. Dispute Resolution <br /> 13.1 The parties agree that any dispute,controversy,or claim arising out of or related to this Contract, including <br /> any question regarding its existence or validity, shall be resolved in accordance with this Section 13. <br /> 13.2 Prior to initiating litigation of a dispute under this Contract, the party will first informally attempt to resolve <br /> the dispute with the other party by seeking a meeting with the appropriate higher management <br /> representative(s) of the other party via written notice. Such meeting shall be held within twenty (20) <br /> business days after the giving of notice. All negotiations and resolutions pursuant to this Section 13.1 are <br /> confidential and shall be treated as compromise and settlement negotiations for purposes of the <br /> applicable rules of evidence. If the dispute is not resolved within thirty (30) business days after such <br /> meeting is requested, or such later date as may be mutually agreed, either party may pursue formal <br /> resolution as set forth below. <br /> 13.3 If a dispute has not been resolved by negotiation pursuant to Section 13.2 or if the Parties failed to meet <br /> for the first time within twenty (20) days of a party requesting a negotiation meeting pursuant to Section <br /> 13.2, then either Party may initiate litigation for disputes. Either Party shall have the right, in its discretion, <br /> to include by joinder persons or entities substantially involved in a common question of law or fact whose <br /> presence is required if complete relief is to be accorded in any litigation. <br /> 14. Non-Solicitation <br /> 14.1 Customer agrees that during the term of this Contract and for a period of twelve (12) months thereafter, <br /> Customer will not hire or solicit for hire any employee of USIC who has been employed by USIC within <br /> the last six (6) months. The only exception to this provision shall be a publicly posted position by <br /> Customer, to which a USIC employee responds seeking employment without first having been solicited <br /> by Customer. <br /> 15. Force Majeure <br /> 15.1 Neither party shall be deemed to be in default of this Contract to the extent that any failure, delay, or <br /> substantial hindrance to perform its obligations, other than the payment of money, results from any cause <br /> beyond its reasonable control and without its fault or negligence, such as: <br /> 15.1.1 strikes, lock-outs or other industrial disputes at a national level or by labor not employed by the <br /> affected party, its subcontractors or its suppliers and which affect an essential portion of the works; <br /> 15.1.2 embargoes, riot, war, hostilities, acts of terrorism, civil war, rebellion, requisition or compulsory <br /> acquisition by any governmental or competent authority; <br /> 15.1.3 pressure waves caused by aircraft or other aerial devices travelling at sonic or supersonic speeds; <br /> 15.1.4 acts of God, earthquakes, flood, storm, hurricane, fire, sinkholes, unusually severe weather <br /> conditions or strikes or other physical natural disaster; <br /> 15.1.5 pandemics, epidemics and quarantine or governmental action related to such; <br /> 15.1.6 compliance with any law or governmental order, rule, regulation or direction; <br /> 15.1.7 theft, burglary or malicious acts of third parties; and <br /> 15.1.8 any other events including emergencies and non-emergencies that meet the above-stated <br /> standards or force majeure as defined by applicable state law. <br /> Version 4.1 Revised 11/15/22 13 <br />