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cause. CORE will provide all notices of breach to both Customer and CherryRoad. Notwithstanding the foregoing, CORE may terminate this Agreement if the Customer fails to pay any amounts due under this Agreement as and when due (CORE will send written notice to Customer advising of such breach with 60 days to cure). Upon termination for failure to pay amounts due after 60 days after written notice has been sent to pay the amounts due, CORE may terminate this Agreement. Customer must pay all the amounts that have accrued prior to such termination within 90 days of termination. Upon payment of all amounts due, the Customer may immediately resume use of the Services for the remainder of the Initial Agreement Term. In the event of termination for breach, Customer shall immediately cease to use the Licensed Program (as defined in Section 1.8 of the CORE iPayment Subscription License Terms attached hereto and incorporated herein as Attachment C & D) and, if such matter is not resolved within 6 months of the termination notice, dispose of Documentation (as defined in Section 2.g. of the CORE iPayment ASP Module Terms attached hereto and incorporated herein as Attachment D) by returning such Documentation to CORE or, at CORE's option, by destroying the same and certifying such destruction in writing. THIS AGREEMENT IS NON - CANCELLABLE FOR THE INITIAL AGREEMENT TERM EXCEPT AS PROVIDED IN THIS AGREEMENT. 3.3. This Agreement may be terminated by either party due to an assignment of the business of the other party for the benefit of creditors or upon filing of a petition into receivership, or a petition of bankruptcy (voluntary or involuntary) which has not been discharged within sixty (60) days. 3.4. If the Initial Agreement Term, or any extension or renewal thereof, extends beyond the end of the Customer's fiscal year in which this Agreement was awarded or extended, and the Customer's approved budget for the subsequent fiscal year does not appropriate sufficient funds that may be utilized for this Agreement, this Agreement shall no longer be in force and effect upon the expiration of the current fiscal year funding. 3.5. Effect of Termination. Upon termination of this Agreement, neither party shall have any further obligation hereunder except for (i) obligations accruing prior to the date of termination, and (ii) obligations or covenants contained herein that are expressly intended to extend beyond the term of this Agreement, including, Sections 8-10, 11.5, and 13-15 of this Agreement, Sections 5 and 6 of Attachment C, and Section 12 of Attachment D. 3.6. Actions Upon Termination. Upon termination of this Agreement for any reason, Customer shall immediately cease use of, and return forthwith to CORE, the Licensed Program and the Licensed Documentation (as defined in Section 1.7 of Attachment C), and any copies thereof, including Maintenance Modifications and Enhancements (as defined in Section 1.9 and 1.3, respectively, of Attachment C). 4. COMPENSATION 4.1. Payments shall be made in accordance with the Billing/Payment Schedule attached hereto and incorporated herein as Attachment B unless otherwise specified in an amendment to this Agreement. Customer and CORE acknowledge that the order may require Customer to pay the fees set forth in the order to CherryRoad. Customer fees shall then be transmitted by CherryRoad to CORE. Upon CORE's receipt of the fees, CORE shall provide access to the Licensed Program and Services subject to this Agreement. 4.2. Fees. Customer shall pay CORE the iPayment Enterprise Subscription License and CORE ASP fees as set forth in Attachment A. Payment for all fixed fees and charges shall be in accordance with the payment schedule set forth in Attachment B. If additional CORE modules are made available to Customer during the course of the Initial Agreement Term that are deemed of additional value Page 2 of 8 ATN/AGR/2019.118.1/CHERRYROAD ERP IMPLEMENTATION SERVICES- COREBT SOFTWARE LICENSE AGR REV: 05-28-19 PR