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6 <br /> <br /> <br />10. Additional Costs: Any costs exceeding the maximum total cost of the <br />Consultant’s contract shall require unanimous approval of the <br />Committee before being incurred, and the cost-sharing formula in <br />Section 6 shall apply to all additional costs unless otherwise agreed. <br /> <br />11. Termination for Convenience: Any party may terminate its <br />participation in this agreement upon sixty days’ written notice to all <br />other Parties. If a party terminates its participation, the remaining <br />Parties shall consult to determine whether the Project can continue <br />and how the terminating Party's financial obligations up to the date of <br />termination shall be settled. Voluntary withdrawal from this <br />agreement shall not release any Party from its financial obligation to <br />contribute its share of the cost of the Consultant’s contract unless the <br />remaining parties unanimously agree to such a release. <br /> <br />12. Termination Upon Deadlock or NonParticpation: If the Parties <br />are unable to reach unanimous agreement on any Major Decision and <br />the deadlock persists for a period of six months despite good-faith <br />discussions and attempts to resolve the disagreement, or if any party <br />consistently fails to participate in the decision-making process or <br />impedes progress by withholding or failing to provide necessary <br />approvals without valid cause for a period of six months, this <br />agreement shall be deemed terminated. <br /> <br />Termination for deadlock or nonparticipation shall automatically occur <br />unless the Parties mutually agree in writing to extend the negotiation <br />period. If this agreement is terminated under this provision, the <br />Parties shall cooperate to conclude the cooperative effort, including <br />addressing any obligations, distributing costs incurred, and taking <br />appropriate steps to wind up the agreement in an equitable manner. <br /> <br />13. Termination for Cause: This agreement may be terminated by <br />mutual written agreement of all Parties, or, in the event of a material <br />breach of this agreement by one or more Parties, by a majority of the <br />Parties, provided written notice of the breach and a reasonable <br />opportunity to cure have been given. <br /> <br />14. Effect of Termination: Upon termination, the Parties shall equitably <br />settle any outstanding financial obligations related to the Project <br />incurred up to the date of termination. All work products, data, and <br />intellectual property generated by the Consultant under this <br />Agreement shall remain the joint property of the Parties, subject to the <br />terms of the Consultant's contract. <br />Page 367 of 406