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SCS cannot document were used pursuant to this Agreement. OCTD shall not be responsible for <br />the cost of supplies until they are actually used in the printing of bills and/or notices. <br />7. Quality. SCS shall deliver bills and/or notices to the U.S. Post Office for OCTD for <br />delivery. SCS shall implement safeguards and checks to avoid doubles, wrong addresses, <br />improper dates and other erroneous information in bills and/or notices. Every bill and/or notice <br />will be sent each day with the highest level of quality OCTD would expect. Any bills and/or <br />notices which are not presentable or have incorrect information, not supplied by OCTD, will be <br />reprinted at SCS's expense. SCS warrants that it has the ability and resources to provide bill <br />and/or notice services to OCTD's customers as set forth here and on a timely basis and at the <br />quality required by OCTD. Bill and/or notice stationery shall be not less than 24# and envelopes <br />shall be equal to or better in quality than those in use by OCTD at the time this Agreement is <br />executed. <br />II. TERM/CANCELLATION <br />1. Term. The initial term of this Agreement shall be for three years beginning on the <br />first day of the month following successful testing and approval by OCTD to proceed, and upon <br />such approval shall continue for 3 years unless sooner terminated pursuant to the terms set forth <br />herein. Subsequent to the initial term, this Agreement will continue in effect on a year to year <br />basis on the same terms and conditions, subject to price renegotiations, until terminated by either <br />party. Termination without cause at the end of the initial term or subsequent annual terms shall <br />be effected by ninety days advance written notice to the other party of the intent to terminate the <br />Agreement. <br />2. Cancellation for Cause. Upon default by either party of its obligations pursuant to <br />this Agreement, including failure of either party to perform or fulfill any covenants or conditions <br />set forth herein, the non-defaulting party may terminate this Agreement upon ten days written <br />notice if the default is not cured within seven business days after notice of failure to pay within <br />five business days after notice for any other default. <br />3. Substitute Performance. OCTD shall have the right to hire a third party to perform <br />any act required of SCS by this Agreement if SCS fails to perform that act or correct the default <br />within twenty-four hours notice. <br />4. Governmental Action. In the event any regulatory body, court, legislative body or <br />administrative agency prohibits OCTD from having the bill and/or notice services contemplated <br />under this Agreement performed by a party other than OCTD or attaches conditions to such <br />performance which would be unduly burdensome in OCTD's opinion, this Agreement shall <br />terminate immediately upon notice to SCS by OCTD. <br />III. PAYMENT TO SCS <br />1. Initial Price. SCS will invoice OCTD monthly for all services. OCTD agrees to pay <br />SCS within 15 days of receipt of an invoice for services performed as follows: <br />(a) for the initial three-year term of this Agreement, computer processing, printing, <br />handling and other labor cost together with all supplies including bill and/or notice stationery, <br />Number 10 window outside envelope and Number 9 window return envelope shall be: <br />3 <br />