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(e) Sanctions for Noncompliance: In the event of the LPA's noncompliance with the
<br />nondiscrimination provisions of this contract, the STATE will impose such contract
<br />sanctions as it or FHWA may determine to be appropriate, including, but not limited to:
<br />(1) withholding of payments to the LPA under the contract until the LPA oomplies,
<br />and/or
<br />(2) cancellation, termination or suspension of the contract, in whole or in part.
<br />(f) Incorporation of Provisions: The LPA will include the provisions of paragraphs 10.4 (a)
<br />through (e) above in every contract or subcontract, Including procurements of materials
<br />and leases of equipment, unless exempt by the Regulations, or directives issued pursuant
<br />thereto. The LPA will take such action with respect to any contractor or subcontractor
<br />procurement as the STATE or FHWA may direct as a means of enforcing such provisions
<br />inducting sanctions for noncompliance; provided, however, that, in the event the LPA
<br />becomes involved in, or is threatened with, litigation with a contractor, subcontractor, or
<br />supplier as a result of such direction, the LPA may request the STATE to enter Into such
<br />litigation to protect the interests of the STATE, and, in addition, the LPA may request the
<br />United States to enter into such litigation to protect the interests of the United States.
<br />11. DATA. PATENTS AND COPYRIGKS - PUBLIC USE
<br />11.1 The LPA shall ensure that any designs, specifications, processes, devices or other intellectual
<br />properties specifically devised for the PROJECT by its consultants or contractors performing work
<br />became the property of the LPA, and that when requested, such designs, specifications, processes,
<br />devices or other intellectual properties shall become available to MOT and FHWA with an
<br />unrestricted right to reproduce, distribute, modify, maintain, and use. The LPA's consultants and
<br />contractors shall not seek or obtain copyrights, patents, or other forms of proprietary protection for
<br />such designs, specifications, processes, devices or other intellectual properties, and in providing
<br />them to the PROJECT, shall relinquish any such protections should they exist.
<br />11.2 The LPA shall not allow its consultants or contractors to utilize within the development of the
<br />PROJECT any copyrighted, patented or similarly protected design, specification, process, device
<br />or other intellectual property unless the consultant or contractor has provided for such use by
<br />suitable legal agreement with the owner of such copyright, patent or similar protection. A consultant
<br />or contractor making use of such protected items for the PROJECT shall indemnify and save
<br />harmless the LPA and any affected third party from any and all claims of Infringement on such
<br />protections, including any costs, expenses, and damages which it may be obliged to pay by reason
<br />of infringement, at any time during the prosecution or after the completion of work on the PROJECT.
<br />11.3 In the case of patented pavements or wearing courses where royalties, licensing and proprietary
<br />service charges, exacted or to be exacted by the patentees, are published and certified agreements
<br />are filed with the LPA, guaranteeing to prospective bidders free unrestricted use of all such
<br />proprietary rights and trademarked goods upon payment of such published charges, such patented
<br />pavements or wearing courses may be specifically designated in the proposal and competition
<br />secured upon the item exclusive of the patent or proprietary charges.
<br />12, TERMINATION: DEFAULT AND BREACH OF CONTRACT
<br />12.1 Neglect or failure of the LPA to comply with any of the terms, conditions, or provisions of this
<br />Agreement, including misrepresentation of fact, maybe an event of default, unless such failure or
<br />neglect are the result of natural disasters, strikes, lockouts, acts of public enemies, insurrections,
<br />riots, epidemics, civil disturbances, explosions, orders of any kind of governments of the United
<br />States or State of Ohio or any of their departments or political subdivisions, or any other cause not
<br />reasonably within the LPA's control. If a default has occurred, ODOT may terminate this Agreement
<br />with thirty (30) days written notice, except that if ODOT determines that the default can be
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<br />Revision Date 3/14/022
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