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upgrades to the Software which could enhance the utility of the System to the City. All such upgrades and improvements will, subject to third parties' rights, if any, become the exclusive proprietary properbj of Supplier, regardless of whether a City employee or any other person contributed to the development thereof. If, at any time, the City reasonably believes that the System, as a result of the operation of its software, is not performing to at least the level experienced during the testing phase of the System under the Testing and Development Agreement of 1995 (the "Deficiency"), City, upon written notice to Supplier, shall suspend the passage of time under the Warranty Period and shall extend the Warranty Period by the number of days Supplier requires to modify or repair the System to bring it to at least that point where it was before the Deficiency was detected. In addition, should the Deficiency not be alleviated within thirty (30) calendar days from the date of notice to Supplier, City shall be entitled to a $100/day credit (beginning after the aforementioned thirty [30] day period) against the next payment due Supplier under the Service Agreement, provided, however that the credit above referenced shall not exceed the amount of the next payment due Supplier under the Service Agreement 7 Area. The System will cover, apply to, and incorporate the area generally described as Redwood City and San Mateo County neighborhoods bounded by the following streets: Middlefield to Rolison Roads and Woodside Road to 5th Avenue (the "Subject Area"). Certain small regions in the Subject Area are not covered well because of acoustic propagation limitations (due primarily to locations of structures), but many other regions outside the Subject Agrnt-078 6 shared~shared\Redwoo~Council FXS:r~ 07FZS/97R