Agmt06 Digital Payment Techologies

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g. Authority to Terminate. The City Manager or designated delegate is authorized to terminate this Agreement on behalf of the City. h. No Effect on Taxes, Fees, Charges, or Reports. Any termination of this Agreement shall not relieve the Company of the obligation to pay any fees, taxes or other charges then due to the City, nor relieve the Company of the obligation to file any daily, monthly, quarterly or annual reports covering the period to termination nor relieve the Company from any claim for damages previously accrued or then accruing against the Company. Any termination of this Agreement shall not relieve the City of the obligation to pay any fees, taxes or other charges then due, nor relieve the City from any claim for damages previously accrued or then accruing against the City. i. Other Remedies. Upon termination of this Agreement, each party may seek all legal and equitable remedies to which it is entitled. The remedies set forth herein shall be deemed cumulative and not exclusive and may be exercised successively or concurrently, in addition to any other available remedies. 15. TRANSITION SERVICES UPON TERMINATION. Upon termination or expiration of this Agreement, the Company shall cooperate with the City to assist with the orderly transfer of the Services, functions and operations provided by the Company hereunder to another provider or to the City as determined by the City in its sole discretion. Prior to termination or expiration of this Agreement, the City may require the Company to perform and, if so required, the Company shall perform certain transition services necessary to migrate the work of the Company to another provider or to the City itself as described below (the "Transition Services"). Transition Services may include but shall not be limited to the following: (a) Pre-Migration Services. i. Working with the City to jointly develop a mutually agreed upon Transition Services Plan to facilitate the termination of the Services; and ii. Notifying all affected Companies and subcontractors of the Company. (b) Migration Services. i. Performing the Transition Service Plan activities. (c) Throughout Process and Post-Migration Services. i. Answering questions regarding the Services on an as-needed basis; and ii. Providing such other reasonable services needed to effectuate an orderly transition to a new Company. 16. AUDIT. During the term of this Agreement and for a period of three (3) years after termination or expiration of this Agreement for any reason, the City shall have the right to audit, either itself or through a third party, the books and records (including but not limited to the technical records) of the Company, and all work, data, documents, proceedings, and activities related to this Agreement, to ensure the Company's compliance with all the terms and conditions of this Agreement or the City's payment obligations.