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10) The period of this Agreement will always begin <br />with the specified actual start date, for each <br />service, as included in the aforesaid Attachment <br />A. The actual start date shall be that date <br />closest to the first or the fifteenth of the <br />calendar month in which initial delivery of <br />required data is made to Village, except as may <br />otherwise be provided herein. After the actual <br />start date, this Agreement shall be in effect for <br />a term of three (3) years. There shall be no <br />cancellation of this Agreement during said initial <br />three (3) year term except as provided in <br />Paragraph 11 herein. After the initial three (3) <br />year term, this Agreement will automatically renew <br />for one (1) year terms, indefinitely, unless <br />either party provides the other party with written <br />notice of its intent to not renew at least sixty <br />(60) days prior to the end of the then current <br />term. However, such cancellation may not be in <br />violation of the contractual agreements that <br />R.L.T.A. may have entered into with hardware <br />suppliers or the telephone company. If City's <br />cancellation causes R.Z.T.A. to be in violation of <br />such contracted agreements, Village agrees to <br />indemnify R.Z.T.A. from any and all costs and <br />expenses charged to R.I.T.A. by the hardware <br />supplier or the telephone company involved which <br />arises as a result of such cancellation of this <br />Agreement. <br />11) The Village hereby acknowledges and understands that <br />the data processing services provided to Village <br />pursuant to this Agreement by R.L.T.A. are subject <br />to R.I.T.A.'s right to provide such services of <br />software purchased from a software supplier under <br />a Master License Agreement and the terms of this <br />Agreement, and R.I.T.A.'s obligations hereunder, <br />are subject to R.I.T.A.'s rights and obligations <br />as a licensee under said Master License Agreement. <br />R.I.T.A., therefore, has the right to terminate <br />this Agreement, and all of its obligations <br />hereunder, at any time, upon sixty (60) days <br />advance notice to Village should such license <br />agreement, for any reason, be terminated. <br />12) Upon termination of this Agreement, Village agrees to <br />return any and all copies of the software programs <br />referred to herein to R.I.T.A. including all <br />documentation, models, descriptions, forms and <br />instructions, and Village agrees to certify to <br />R.I.T.A. that no copies of the software programs <br />supplied by R.I.T.A. pursuant to this Agreement <br />remain in City's possession. <br />13) Village acknowledges that the software programs, and <br />all parts thereof, used by R.I.T.A. pursuant to <br />this Agreement are proprietary to R.I.T.A. and/or <br />the aforesaid Master Licensor and have been <br />developed as a trade secret by same. Village shall <br />take all reasonable steps necessary to insure that <br />the programs are not made available in any form to <br />any person, persons, agency, municipality or <br />company. Village agrees that it will hold and use <br />the programs in the same manner that one would <br />deal with its own proprietary information and <br />trade secrets and will not divulge any data or <br />information with respect to the programs, their <br />technology or any other documentation, models, <br />descriptions, forms, instructions or other <br />information relating thereto. The Village agrees to <br />make no copies of the programs. In the event that <br />the Village or any of its agents, employees, <br />