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reasonable notice of, and opportunity to comment on, any proposed changed and <br />either: <br />The new use of such property qualifies as meeting one of the national <br />objectives in 24 CFR 570.208 and is not a building for the general <br />conduct of government; or <br />The requirements in paragraph C of this section are met <br />C. If the SUBRECIPIENT determines, after consultation with affected citizens, that it is <br />appropriate to change the use of the property to a use which does not qualify under <br />paragraph B. i. of this section, it may retain or dispose of the property for the changed <br />use if the COUNTY's CDBG Program is reimbursed in the amount of the current fair <br />market value of the property, less any portion of the value attributable to expenditures <br />of non-CDBG funds for acquisition of, and improvements to the property. <br />XXXV. MISCELLANEOUS PROVISIONS <br />A. Choice Of Law. It is expressly understood and agreed to by the parties <br />hereto that in the event of any disagreement or controversy between the parties, <br />Wisconsin law shall be controlling. Venue for any legal proceedings shall be in <br />the Dane County Circuit Court. <br />B. Limitation of Agreement. This Agreement is intended to be an agreement <br />solely between the parties hereto and for their benefit only. No part of this <br />Agreement shall be construed to add to, supplement, amend, abridge or repeal <br />existing duties, rights, benefits or privileges of any third party or parties, including <br />but not limited to employees or subcontractors of either of the parties. Except, <br />where SUBRECIPIENT intends to meet its obligations under this or any part of <br />this Agreement through a subcontract with another entity, SUBRECIPIENT shall <br />first obtain the written permission of COUNTY; and further, SUBRECIPIENT shall <br />ensure that it requires of its subcontractor the same obligations incurred by <br />SUBRECIPIENT under this Agreement. <br />C. Entire Agreement. The entire agreement of the parties is contained herein <br />and this Agreement supersedes any and all oral agreements and negotiations <br />between the parties relating to the subject matter hereof. The parties expressly <br />agree that this Agreement shall not be amended in any fashion except in writing, <br />executed by both parties. <br />D. Counterparts. The parties may evidence their agreement to the foregoing <br />upon one or several counterparts of this instrument, which together shall <br />constitute a single instrument. <br />E. County Logo. SUBRECIPIENT agrees to display the COUNTY CDBG logo in <br />its waiting rooms and incorporate the logo in all SUBRECIPIENT publications <br />and stationery that pertain to services funded by COUNTY. Costs associated <br />with display of the logo are the responsibility of COUNTY. <br />F. Patents and Inventions. SUBRECIPIENT may elect to retain the entire right, <br />title and interest to any invention conceived or first actually reduced to practice in <br />the performance of this Agreement as provided by 37 CFR 401. In the event any <br />invention results from work performed jointly by SUBRECIPIENT and COUNTY, <br />the invention(s) shall be jointly owned. <br />G. Severability. The invalidity or un -enforceability of any particular provision of this <br />Agreement shall not affect the other provisions herein, and this Agreement shall <br />be construed, in all respects, as though all such invalid or unenforceable <br />provisions were omitted. <br />Page 19 <br />