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Terms and Conditions
<br />November 21, 2024
<br />Pinnacle Engineering, Inc.
<br />Terms and Conditions Agreement
<br />Pinnacle Proposal No.: IO20246945
<br />Page 6 of 8
<br />Article XIII – Force Majeure
<br />Neither party will be responsible to the other party for any loss, damages or penalty
<br />resulting from delay in providing services or in the processing or delivery of any project
<br />or work assignment when such delay is due to causes beyond the reasonable control
<br />of the party in question, including but not limited to, labor unrest, utility interruptions,
<br />shortages, riots, insurrection, fires, flood, storm, earthquake, explosion, act of God,
<br />war, terrorism, or governmental action. In any such case, prompt written notice will be
<br />given by the affected party to the other of the existence of such cause and of readiness
<br />to resume performance.
<br />Article XIV -- Confidentiality
<br />XIV.1 The term “Confidential Information” means: (i) any information about a Party’s
<br />employees, training materials, marketing techniques, price lists, pricing policies,
<br />scripts, business methods, product specifications, and customers and suppliers and
<br />contracts and contractual relations with such Party’s customers and suppliers.
<br />Confidential Information also includes any information described in this paragraph
<br />which the Party obtains from another person or entity which the Party treats as
<br />proprietary or confidential information or designates as such, whether or not owned or
<br />developed by such Party; and (ii) any other confidential or proprietary information
<br />which is disclosed pursuant to this Agreement. Confidential Information is intended, in
<br />accordance with the terms of this Article, to be construed in its broadest possible
<br />meaning, and includes all such information in any and all forms, whether written, oral,
<br />on a computer, tape, chip, disk, system, network or the like, whether or not fixed in
<br />tangible form, originals, summaries, portions, and copies of any and all such
<br />information
<br />XIV.2 The Party receiving Confidential Information (the “Receiving Party”) of the other
<br />Party (the “Disclosing Party”) will not (and will not permit its employees, consultants,
<br />agents and representatives to) disclose Confidential Information of the Disclosing
<br />Party to third parties, or use Confidential Information of the Disclosing Party for any
<br />purpose other than performing the Services without the express, prior written consent
<br />of the Disclosing Party. The Receiving Party’s obligation with respect to the
<br />Confidential Information of the Disclosing Party (except to the extent that such
<br />Confidential Information is composed of the Disclosing Party’s trade secrets) will
<br />expire five (5) years after the Work is completed. Each Party’s obligation with respect
<br />to trade secrets of the other Party will survive any termination of this Agreement for so
<br />long as such information is kept by the Disclosing Party as a trade secret.
<br />XIV.3 All Confidential Information and any Derivatives (as defined below) thereof,
<br />whether the Derivative was created by the Disclosing or Receiving Party, will remain
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