Res 2004-174 - Laserfiche WebLink

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I I I 3. 3.1 3.2 3.3 3.4 type of Hardware and to set parameters of the Software, the City agrees that its Library Statistics as shown are reasonably correct. Term: Termination of AQreement The term of this Agreement begins upon its execution by the City, and will end upon The Library Corporation's completion, and the City's acceptance, of all services described in this Agreement. This Agreement may be terminated by either party upon 15 days prior written notice should the other party fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. In the event the City becomes insolvent or voluntarily or involuntarily bankrupt or a receiver, or if the City makes an assignment for the benefit of creditors, then The Library Corporation at its option may immediately terminate this Agreement by written notice to the City to that effect. In no event will this Agreement be assigned or assignable by operation of law or by voluntary or involuntary bankruptcy proceedings or otherwise, and any such assignment or attempted assignment shall be void and in no event shall this Agreement or any rights or privileges hereunder be an asset of the City under any bankruptcy, insolvency or reorganization proceedings. This Agreement may be terminated at will by the City upon at least 90 days prior written notice to The Library Corporation. 3.5 In the event of termination as provided in this Section, The Library Corporation will be compensated for all services performed to the termination date which are deemed by the City to be in accordance with this Agreement. This amount will be paid by the City upon The Library Corporation's delivering to the City all information and materials developed or accumulated by The Library Corporation in performing the services described in this Agreement, whether completed or in progress. The expense of the reproduction of these items will be borne by the City. 4. Return or Destruction of Licensed Software. If this Agreement is terminated the use of all Software Materials licensed hereunder will be discontinued by the City and all Software Materials will be returned to The Library Corporation, or if so requested in writing by The Library Corporation, destroyed. Within one (1) month after the date of discontinuance of any license granted hereunder, the City will furnish to The Library Corporation if requested, a certification that through the City's best efforts and to the best of the City's knowledge, the original and all copies of the Licensed Software received from The Library Corporation or made in connection with such license have been returned or destroyed. This requirement will apply to all copies in any form, including translations, whether partial or complete, and whether or not modified or merged into other program materials as authorized herein. 5. Library Corporation Fees and Deliverables. According to the Statistics in Schedule A, and subject to any special conditions appended in September 2, 2004 Library Contract Page 3 of 29