Software Agreement - The Flybook LLC - East Race Event Payment Software

Home Browse Search

to any other person or entity for any purpose other than exercise ofits rights and performance of its obligations under this Agreement without the prior written authorization of tile disclosing party. 15.2 Exceptions. The confidentiality obligations imposed by this Agreenictil shall not apply to: (a) information that becomes part ofthe public domain through lawlu] means and without breach of any confidentiality obligation; (b) information subsequently and rightfully received by either party from a third party without any confidentiality obligation; (c) information that was known to and reduced to writing by the receiving party prior to the Effective Date ofthis Agreement, except in connection with a prior relationship between the parties; and (d) information that is independently developed by tine receiving party without use ofor reference to any Confidential Information ofthe disclosing party. Notwithstanding the restrictions contained herein, either party may disclose Confidential Information to the extent and only to the extent required by compulsory judicial or administrative process or by law or regulation, provided further that the receiving party first provides the disclosing party notice ofthe required disclosure and complies with any protective order or siniilar protection obtained by the disclosing party and provided that the receiving party only discloses as much of the disclosing party's Confidential Information as is require(] to be disclosed by the judicial or administrative process or the law or regulation, as informed by legal counsel; and (0 information that is the subiect of written permission to disclose between the parties. 15.3 Survival. The obligations concerning Confidential Information set forth in this Agreement shall survive the termination of this Agreement in perpetuity, regardless ofthe reason for such termination. 15. Termination 16.1 Ter iivalion. This Agreement and the license granted to the Customer hereunder may be terminated as follows: (a) Either party may terminate this Agreement immediately by giving written notice to (lie other party ifthe other party commits a breach ofor default under any term or provision ofthis Agreement, and: (i) the breach is not remediable, or (ii) file breach is remediable, but the other party fails to remedy the breach within thirty (30) days ofreceipt ofa written notice requiring it to do so. 16.2 Effect of Ex iration or Termination. In the event ofexpiration or termination ofthis Agreement, the parties agree as follows: (a) the license granted to the Customer under Section 3.2 will immediately and automatically terminate; (b) the Customer and all Authorized Users will immediately discontinue all use ofthe Platform and Documentation, and will have no right to access the Platform or to receive a copy ofany Customer Materials uploaded to the P]atfonn; (c) except as necessary to allow time Provider to use the Customer Materials as set lbrtli in Section 6 above, each party will return to the other party or destroy (and conf€rni such destruction in writing) all materials comprising or containing the Confidential Information ofthe other party, including all copies (including electronic copies which shall be destroyed), s€tninmaries, and excerpts ofsucli Confidential hiforcnation; (c) all the provisions ofthis Agreement will cease to have effect, save that the following provisions ofllmts Agreement will survive and continue to have eflect (in accordance with their terms or otherwise indefinitely): Sections 1, 3.4, 3.5, 4.2, 64,, 8- 15, 16,2, 17, and 18; (d) the Customer will not be reimbursed or relinided for any Charges or other amounts paid to the Provider under this Agreement, regardless ofthe reason for the expiration or termination ofthis Agreement; and HANDA CRAFTED 790 SW industrial Way Suite 101, Send, Oregon 97701 p. 855.909.2665 e, info a theflybook.eom