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9. OWNERSHIP. Title of the Work will remain in the possession of the Artist until the Work has been installed and formally accepted by City ( "final acceptance ") and Artist has been paid in full. Artist will then transfer the right of ownership (in writing) to City. In the event of termination of this Agreement pursuant to Section 10 below, all rights of ownership in the Work will revert to the Artist, who will have the right to complete, exhibit and sell the Work and any preliminary designs for it. Notwithstanding anything to the contrary herein, Artist will retain all right of ownership of the preliminary design, all incidental works made in the creation of the Work, and all copies and reproductions thereof. 10. TERMINATION. This Agreement may be terminated under the following circumstances: a. If Artist fails to complete services within the time limits set forth in Section 1, above, and such delay or failure to complete is not due to causes excusable by the terms of this Agreement, City may send written notice of default to Artist setting forth a stated time in which to cure, and if Artist fails to cure and such failure is not excusable by the terms of this Agreement, then City may declare this Agreement terminated and shall have the right to recover back all monies paid to Artist hereunder. b. Artist has the right to terminate this Agreement if; pursuant to Section 2, above, City is more than sixty (60) days late in making any payment. 11. APPLICABLE LAW. This Agreement constitutes the entire understanding between the parties with respect to the subject matter herein and no modification or amendment of any of its provisions shall be valid unless in writing and signed by all parties. This Agreement may not be assigned by Artist without the written consent of City. This contract shall be governed by the laws of the State of California, and any action to enforce its terms shall be filed in the Superior Court of Alameda County. 12. NOTICE. All notices herein required shall be in writing, by certified mail, return receipt requested, and shall be served on the parties as follows: To City at: City Manager's Office P.O. Box 520 Pleasanton, CA 94566 To Artist at: Jill Turman 527 23 Avenue, #213 Oakland, CA, 94606 Any of the above addresses may be changed by notice sent to the other party as herein provided. Page 6 of 7