AgdaPkt 2016-09-12 Closed and Joint SA PFA

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Redwood City UUT Agmt 080515 Exhibit A – Page 9 4. Provide MuniServices with a copy of any settlement agreement with a taxpayer/tax collector within ten (10) days of entering into such agreement. 5. City agrees to view MuniServices as a revenue enhancement partner and allow MuniServices to assist the City in increasing compliance and increasing revenues. Notification Notify MuniServices within ten (10) days following receipt by the City of payments that are a direct result of MuniServices compliance and/or audit services (cash, installment, or other compensation directly benefitting the City) of such tax deficiencies, whether invoiced or not. Upon receipt of such notice, MuniServices will promptly invoice the City (if applicable). City’s Determination Final Whenever the City Council or a City Officer is empowered under State or local ordinance to make a determination as to whether or not a tax assessed against a taxpayer is due, for purposes of this Agreement that determination shall be final and binding on the parties hereto. However, a City Officer’s determination to waive a tax assessment shall not relieve the City of its obligation to pay MuniServices therefore. Termination and Completion of Services 1. Either the City or MuniServices may terminate this Agreement, by thirty (30) days prior written notice as provided in this Section. If the City terminates this Agreement at any time within twelve (12) months following the effective date of this Agreement, and Law Firm has prepared an ordinance update for the City (whether or not the City adopts the recommended update), the City shall nevertheless pay MuniServices four (4) quarterly payments from the commencement of the Agreement to compensate MuniServices for services rendered. MuniServices shall also be entitled to additional compensation as described in Attachment 1 Article 5 above. 2. Upon termination by either party of the Agreement as provided herein, MuniServices shall be entitled to retain any fees it may have received from the City as outlined is this Agreement. In addition, MuniServices shall be entitled to payment according to the terms of Article 3 for all additional revenues, including interest and penalties, resulting from MuniServices compliance review activities. Within thirty (30) days following termination, MuniServices shall provide the City with a list of detections of non-compliance resulting from the compliance review activities of MuniServices. The City shall, in good faith, diligently seek to: i) correct such detections of non-compliance made by MuniServices prior to the date of termination; and, ii) collect the additional revenues that are due the City and MuniServices for past periods and for the twelve quarters going forward following the correction, even though the date of actual correction may occur after the termination date. MuniServices shall assist the City in this correction/collection effort, if so requested by the City. MuniServices right to compensation for City-Specific compliance review activities under Article 4 Section B shall survive termination of this Agreement for any reason. Confidentiality MuniServices agrees that it shall keep all information it receives concerning City taxpayers confidential and shall use it solely for tax compliance purposes. Services performed by MuniServices prior to termination may result in the City’s receipt of revenue after termination. This receipt of revenue entitles MuniServices to payment from the City even after expiration of contract or termination. The City agrees to provide to MuniServices after expiration or termination of this Agreement such confidential payment information as is necessary to enable MuniServices to calculate the compensation due to MuniServices as a result of said receipt of revenue and MuniServices shall maintain the confidentiality of this information. Therefore, ATTY/AGR/2015.175/MUNISERVICES INC. REV: 08-20-15 RL 6.1.O. - Page 31