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EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE <br />WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A <br />PARTICULAR PURPOSE, WITH RESPECT TO THE REDFLEX SYSTEM OR <br />ANY RELATED EQUIPMENT OR WITH RESPECT TO THE RESULTS OF <br />THE CUSTOMER'S USE OF ANY OF THE FOREGOING <br />NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH <br />HEREIN, REDFLEX DOES NOT WARRANT THAT ANY OF THE <br />DESIGNATED INTERSECTION APPROACHES OR THE REDFLEX <br />SYSTEM WILL OPERATE IN THE WAY THE CUSTOMER SELECTS FOR <br />USE, OR THAT THE OPERATION OR USE THEREOF WILL BE <br />UNINTERRUPTED. THE CUSTOMER HEREBY ACKNOWLEDGES THAT <br />THE REDFLEX SYSTEM MAY MALFUNCTION FROM TIME TO TIME, <br />AND SUBJECT TO THE TERMS OF THIS AGREEMENT, REDFLEX SHALL <br />DILIGENTLY ENDEAVOR TO CORRECT ANY SUCH MALFUNCTION IN <br />A TIMELY MANNER. <br />6. Termination. <br />6.1. TERMINATION FOR CAUSE: Either party shall have the right to terminate <br />this Agreement immediately by written notice to the other if (i) state statutes are <br />amended to prohibit or substantially change the operation of photo red light <br />enforcement systems; (ii) any court having jurisdiction over City rules, or state or <br />federal statute declares, that results from the Redflex System of photo red light <br />enforcement are inadmissible in evidence; or (iii) the other party commits any <br />material breach of any of the provisions of this Agreement which breach is not <br />remedied within forty-five (45) calendar days (or within such other time period <br />as the Customer and Redflex shall mutually agree, which agreement shall not be <br />unreasonably withheld or delayed) after written notice from the non-breaching <br />party setting forth in reasonable detail the events which caused the breach. <br />6.2. The rights to terminate this Agreement given in this Section 6.1 shall be without <br />prejudice to any other right or remedy of either party in respect of the breach <br />concerned (if any) or any other breach of this Agreement. <br />6.3. PROCEDURES UPON TERMINATION. The termination of this Agreement <br />shall not relive either party of any liability that accrued prior to such termination. <br />Except as set forth in Section 6.3, upon the termination of this Agreement, all of <br />the provisions of this Agreement shall terminate and: <br />6.3.1. Redflex shall (i) immediately cease to provide services, including but not <br />limited to work in connection with the construction or installation activities <br />and services in connection with the Photo Red Light Enforcement Program, <br />ii) promptly deliver to the Customer any and all Proprietary Property of the <br />Customer provided to Redflex pursuant to this Agreement, (iii) promptly <br />deliver to the Customer a final report to the Customer regarding the <br />collection of data and the issuance of Citations in such format and for such <br />periods as the Customer may reasonably request, and which final report <br />Redflex shall update or supplement from time to time when and if additional <br />data or information becomes available, (iv) promptly deliver to Customer a <br />o