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• VIII. Term/Termination <br />A. Term — This Agreement will be effective upon final execution by both parties until the <br />end of 2008. Thereafter, this Agreement shall automatically be renewed for an <br />additional one-year period unless either party gives the other party written notice of its <br />intent not to renew by November 1 of the then -current term. The term of this <br />Agreement, including all renewals, shall not exceed 4 years. <br />B. Termination - Either party may terminate this Agreement with or without cause. If <br />termination is for cause, the party receiving the notice shall have 120 days to cure the <br />breach. Either party may also terminate this Agreement without cause upon a one year <br />written notice to the other parry. <br />C. Should termination by the Customer Agency take effect during a time period for which <br />the SPFD has already paid license or maintenance fees, or for a time period for which <br />such fees are due and payable by the SPFD, for any software purchased for use by the <br />Customer Agency by the SPFD, the Customer Agency will be liable for its portion of the <br />fees until the end of the term for which the SPFD has paid the fees or for which such <br />fees are due and payable by the SPFD, regardless of when the termination of this <br />Agreement takes effect. <br />VIIII. Conditions Outside Control of a Party. <br />No party to this Agreement can be held responsible for conditions outsidethe control of the <br />• party claiming its occurrence, which are the direct result of force majeure which shall mean and <br />include acts of god; acts of public enemies; strikes or lockouts; enforceable governmental or <br />judicial orders; outbreak of war or insurrection, or acts of terrorism; insurrections; riots; civil <br />disturbances; earthquakes, floods, fires; explosions or other similar catastrophes or events not <br />reasonably within the party's control. <br />• <br />X. Assignment <br />Neither party to this Agreement shall assign, delegate or transfer any rights or obligations under <br />this Agreement without prior written consent from the other party. <br />XI. Amendments <br />Any amendment or modification to this Agreement shall be in writing and shall not be effective <br />until executed by both parties to this Agreement. <br />XII. Entire Agreement <br />This Agreement contains the entire agreement between the parties with regard to the matters set <br />forth herein. <br />JPA City and New Brighton Wireless CAD Agreement Page 11 of 12 <br />