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TRANSITION PHASE <br />The period beginning on the Execution Date and expiring at the close of business on the 60th day thereafter is <br />referred to as the "Transition Phase." CONTRACTOR shall begin processing licenses within a reasonable time <br />following the Transition Phase subject to CITY's timely fulfillment of its obligations under this Section It. <br />CONTRACTOR, in its discretion, may begin processing licenses prior to the expiration of the Transition Phase. <br />CITY acknowledges that any delay in the performance of its obligations under this Section 11 may result in a <br />delay in the commencement of the Services. The date on which CONTRACTOR commences the processing of <br />licenses hereunder is referred to in this Agreement as the "Commencement Date." CONTRACTOR shall notify <br />CITY of the Commencement Date within a reasonable period before or after the Commencement Date. <br />During the Transition Phase: <br />A. License Data. <br />CITY shall provide historical license data files consisting of licenses older than 90 days within fifteen days after <br />the Execution Date. The said historical data shall be made available to CONTRACTOR in an electronic format <br />that is readily importable by CONTRACTOR. <br />B. Deliverables <br />Within ten days after request from CONTRACTOR, CITY shall provide to CONTRACTOR agreed upon <br />supplies, data, feedback, process information, the initial designation regarding the type of Bank Account under <br />Section 5, and required approvals for items such as form designs (collectively, "Deliverables"). Deliverables <br />may be requested throughout the Transition Phase. <br />C. Tags. <br />CITY shall purchase, at CITY's expense, and cause to be delivered to CONTRACTOR license tags that meet <br />CONTRACTOR's specifications, which have been provided to CITY. <br />COVENANTS REGARDING DATA <br />CONTRACTOR agrees that it will not, without CITY's consent, use personal data collected on behalf of CITY <br />other than for the performance of the Services or other uses permitted by this Agreement or under applicable <br />law. Further, CONTRACTOR agrees that it will not sell, or intentionally transfer or release, to any third party <br />personal data that CONTRACTOR has collected in performing the Services, except as may otherwise be required <br />by this Agreement or applicable law, and that it will take commercially reasonable measures to prevent the <br />unauthorized release of any such third party personal data. <br />Upon the termination of this Agreement, CONTRACTOR agrees to return or transfer to CITY, in a mutually <br />acceptable format, all animal licensing data maintained by CONTRACTOR under this Agreement within 15 <br />business days after CONTRACTOR has received all stuns due CONTRACTOR under this Agreement. <br />CONTRACTOR'S SYSTEM <br />CITY acknowledges that CONTRACTOR has developed and coordinated proprietary means and methods of <br />performing the Services and related know-how, skills, and property (collectively, the "System"). The System <br />includes, among other items, an interactive website, databases, software, and related items. The System is special <br />and unique to CONTRACTOR and has been developed by CONTRACTOR at great cost and expense to <br />CONTRACTOR. CITY acknowledges that CITY is not acquiring any rights in or to the System, and that the <br />System is and will remain the sole and exclusive property of CONTRACTOR. CITY further acknowledges and <br />