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If applicable, Service Recipient agrees to pay Service Provider for all travel and other incidental expenses, including meals,telephone charges, and shipping costs, incurred in connection with Service Providers performance of its duties under this Contract. In addition to any other right or remedy provided by law, if Santa Ana fails to pay for the Services when due,TruePoint Solution has the option to treat such failure to pay as a material breach of this Contract, and may cancel this Contract anal/or seek legal remedies. 6. TAXES. Service Recipient shall be responsible for all sales or use taxes or any other taxes, fees, or duties imposed by federal, state, local, or other governments or governmental entities on or with respect to the services rendered or property provided by Service Provider pursuant to this Contract. 7. TERM.This Contract term is for four years, however cancellation can occur provided a 30 day written notice of the anniversary date for each year of the Contract or upon subsequent annual renewal term. S. CONFIDENTIALITY.TracPoint Solutions, and its employees, agents, or representatives will not at any time or in any manner, either directly or indirectly,use for the personal benefit of TruePoint Solutions, or divulge, disclose, or communicate in any manner, any information that is proprietary to the City of Santa Ana, TruePoint Solutions and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of this Contract. Upon termination of this Contract, TruePoint Solutions will return to the City of Santa Ana all records, notes, documentation and other items that were used, created, or controlled by TruePoint Solutions during the term of this Contract. 9.DEFAULT.The occurrence of any of the following shall constitute a material default under this Contract: a. The failure to make a required payment when due. b. The insolvency or bankruptcy of either party. C. The subjection of any of either party's property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency. d. The failure to make available or deliver the Services in the time and manner provided for in this Contract, C. The occurrence of a default on the part of the Service Recipient of the Contract pursuant to which Service Recipient obtained the Software. 12. REMEDIES. In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision,term or condition of this