Opening of Proposals - Utility Billing System - Tyler Technologies, Inc - Part 3

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Confidential information is nonpublic information, that a reasonable person, would believe to be � confidential and includes, without limitation, personal identifying information (e.g,, social security numbers) and trade secrets, each modefined byapplicable state law, Each party agrees that 11will not disclose any confidential information of the other party and further agrees to take all reasonable and appropriate action to prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the termination or cancellation of this Agreement. This obligation mfconfidentiality will not apply tainformation that: (m)binthe public domain, either at the time of disclosure orafterwards, except bVbreach of this Agreement &yaparty mrits employees oragents; (b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure; (o) a party receives from ath|/d party who has right to disclose Uttothe receiving party; or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Agreement; provided, however, that inthe event you receive an open records or other similair applicable request, you will give us prompt notice and otherwise perform the fuinctions required by applicable law. 18. Business License. |mthe event a loca| business license is required for umto perform services hereunder, you will promptly notify us and provide us with the necessary paperwork and/or contact information sothat vvemay timely obtain such license. 19, Governing Law, This Agreement will be governed by and construed in accordance with the laws of your state ofdomicile, without regard toits rules onconflicts of law. � �O. . This Agreement may beexecuted |nmultiple / originals, any of which will be independently treated as an original document, Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment hereto will be deemed' an original signature and will be fully enforceable as if an original signature. Exchpartynepresentstotheo1herthat1bexUgnutoryoetforthbe|owisdm|ymuthodzedtobindthat party tathis Agreement. 22' Cooperative, Procurement. Tothe maximum extent permitted byapplicable law, xveagree that this A0reemen1maybewsedeoaonopprativepvocunementveh|ckebyeUigib|ejudsdkt|ons. We reserve 1berigbttonegotiatmmndcustmmKzethetermsandmumdi1Uonsnetforthhereim,indwdimgbutnot limited to pricing, to the scope and circumstances of that cooperative procurement, 22. Contract Documents. This Agreement includes the following exhibits: Exhibit A Investment Summary Exhibit B Invoicing and Payment Policy Schedule 1Business Travel Policy Exhibit Service Level Agreement Schedule 1: Soppm/tCall Process Exhibit