|
6.A Ajzreernent3fo f'ITr$uePoint Services City of Redwood City
<br />Upon receipt of the notice of termination, the Consultant shall immediately cease all work or
<br />services hereunder except as may be specifically approved by the Contract Officer. In the
<br />event Consultant terminates prior to expiration of Term, Customer may continue using the
<br />Software for a reasonable amount of time until a replacement can be implemented. It is
<br />understood that Consultant will have no obligation to support Customer during this period.
<br />9.4 Effect of Termination. Upon termination or expiration of this Agreement: (a) Customer shall
<br />pay in full for all Software Services and Professional Services performed up to and including
<br />the effective date of termination, (b) Consultant shall refund to City all pre -paid unused
<br />services and a pro -rated portion of pre -paid licensing fees; (c) all Software Services provided to
<br />Customer hereunder shall immediately terminate; and {d} Consultant shall return to City or, at
<br />the City's option, destroy all Customer Data in its possession.
<br />10.0 MISCELLANEOUS
<br />10.1 Covenant Against Discrimination. Consultant voluntarily covenants that, by and for itself, its
<br />heirs, executors, assigns and all persons claiming under or through it, that there shall be no
<br />discrimination against or segregation of, any person or group of persons on account of race,
<br />color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this
<br />Agreement. Consultant shall voluntarily take affirmative action to ensure that applicants are
<br />employed and that employees are treated during employment without regard to their race,
<br />color, creed, religion, sex, marital status, national origin or ancestry. The foregoing shall be
<br />construed consistent with applicable federal, State and local law.
<br />10.2 Non -Liability of City Officers and Employees. No officer or employee of CIT! shall be
<br />personally liable to the Consultant, or any successor in interest, in the event of any default or
<br />breach by CITY or for any amount which may become due to the Consultant or to its successor,
<br />or for breach of any obligation of the terms of this Agreement.
<br />10.3 Conflict of Interest; Warranty & Representation of Non -Collusion. No officer or employee of
<br />CITY shall have any financial interest in this Agreement nor shall any such officer or employee
<br />participate in any decision relating to the Agreement which affects his or her financial interest
<br />or the financial interest of any corporation, partnership or association in which he is, directly
<br />or indirectly, interested, in violation of any state statute or regulation. The Consultant
<br />warrants that it has not paid or given and will not pay or give any third party any money or
<br />other consideration for obtaining this Agreement. Consultant warrants and represents that (s)
<br />he/it has not engaged in any acts), omission(s), or other conduct or collusion that would result
<br />in the payment of any money, consideration, or other thing of value to any third party
<br />including, but not limited to, any official, officer, or employee of CITY, as a result of
<br />consequence of obtaining or being awarded any agreement. Consultant is aware of and
<br />understands that any such acts), omission{s} or other conduct resulting in the payment of
<br />money, consideration, or other thing of value will render this Agreement void and of no force
<br />or effect. When requested by the Contract Officer, prior to CITY's execution of this
<br />Agreement, Consultant shall provide CITY with an executed statement of economic interest.
<br />10.4 Notice. Any notice or other communication either party desires or is required to give to the
<br />other party or any other person shall be through email, or in writing and either served
<br />personally or sent by prepaid, first-class mail, in the case of CITY, to CITY's IT Manager, 1017
<br />REV: 04-23-19 PR
<br />Rage 9 of 64
<br />ATTY/AGR.2019.106[TruePoint TrueBill Utility Billing System
<br />21
<br />
|