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SECTION 5. Term. The Term of this Agreement shall commence on January 1, 2011, shall continue through December 31, 2011 or it may terminate on the Termination Date, as described at SECTION 6, below. If not terminated under SECTION 6, this Agreement shall automatically renew on an annual basis. Notwithstanding the foregoing, this Agreement is subject to appropriations of the Commission in accordance with Indiana Code § 36-7- 14 and Indiana Code § 6-1.1-18-5. SECTION 6. Termination and Default. A. Termination. This Agreement shall terminate within twenty (20) days of a party's receipt of a Default Notice (as defined below) from the other party if such default or failure continues and remains uncured as described in Section 6(B) below through no fault of the party initiating the termination (the "Termination Date"). Upon termination of this Agreement for any reason, copies of all data, electronic files, documents, procedures, reports, estimates, summaries other work papers, and any other supporting documents, whether completed or in process, accumulated by the Provider or prepared or provided by the Commission or the Provider relating to this Agreement or the Requested Services shall be and remain the property of the Commission and be delivered to the Commission upon request in a usable form within sixty (60) days of the Termination Date of this Agreement. The Commission shall retain or be granted by the Provider without restriction all title, ownership, or intellectual property rights, including copyright, patent, trademark, and trade secret rights, in any data gathered or generated by the Provider in performance of the Requested Services under this Agreement. B. Default. Any failure by either party to perform any term or provision of this Agreement, which failure continues uncured for a period of Twenty (20) Days following written notice of such failure from the other party (the "Default Notice"), unless such period is extended by written mutual consent, shall constitute a default under this Agreement. Any Default Notice given pursuant to the preceding sentence shall specify the nature of the alleged failure and, where appropriate, the manner in which said failure satisfactorily may be cured. If the nature of the alleged failure is such that it cannot reasonably be cured within such 20-Day period, then the commencement of the cure within such time period, and the diligent prosecution to completion of the cure thereafter, shall be deemed to be a cure within such 20-Day period. If the default is cured, then no default shall exist and the noticing party shall take no further action. C. Misrepresentations. Notwithstanding any other provision of this Agreement to the contrary, if a party intentionally, knowingly or recklessly makes a false written representation materially related to the provision of the Requested Services or the 5