Reso 2014-2242 - Laserfiche WebLink

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City gfSunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947 -0606 phone (305) 949-3113 Fax 1. First, this Agreement; 2. Second, the Bank Forms of Agreement (including the CMMA, the Business Deposit Account Agreement and the ACH Block & Filter Agreement, all attached hereto as Exhibit A); 3. Third, the Proposal (attached hereto as Exhibit B); 4. Fourth, the RFP (attached hereto as Exhibit C); and Fifth, any other relevant documents. 3. TERM. The term of this Agreement shall have an initial term of five (5) years with an effective start date of July 1, 2014. Thereafter, the parties may extend the term of this Agreement for an additional five (5) year renewal term, by mutual written consent at any time prior to the expiration of the initial term of this Agreement. In the event the services are scheduled to end because of the expiration of the existing initial term or renewal term, the Bank shall continue to provide the services to the City, upon the City's request, for an extended period not to exceed ninety (90) days. The Bank shall be compensated for services during this extension period at the rate(s) in effect when the City invokes this extension clause. 4. TERMINATION AND REMEDIES FOR BREACH. A. If, through any cause within reasonable control, the Bank shall fail to fulfill in a timely manner or otherwise violate any of the covenants, agreements or stipulations material to this Agreement, the RFP, or the Proposal, as well as the Bank Forms of Agreement, City shall have the right to terminate the Services then remaining to be performed. Prior to the exercise of its option to terminate for cause, the City shall notify the Bank of its violation of the particular terms or conditions alleged to have been violated and grant Bank ten (10) days to cure such default. If the default remains uncured after ten (10) days the City may terminate this Agreement. (i.) In the event of termination for cause, (a) all finished and unfinished documents, data and other work product prepared by Bank shall be delivered to the City, subject to the Bank's right to retain copies of documents, data and other work product in accordance with Bank record retention policies and procedures as well as applicable laws and regulations relating to the retention of records, (b) and the City shall compensate the Bank for all Services satisfactorily performed prior to the date of termination. B. Termination for Convenience of City. The City may, for its convenience and without cause terminate the Services then remaining to be performed at any time by giving Bank ten (10) days written notice. The terms of subparagraph A(i) above shall be applicable hereunder. C. Termination for Insolvency. The City also reserves the right to terminate the remaining Services to be performed in the event of the Bank's failure and appointment of the FDIC as receiver under federal receivership law. 2