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• SOFTWARE AS A SERVICE SUBSCRIPTION <br /> • • • <br /> FRACTA <br /> requests. Fracta reserves the right to limit the number of such Users if support requests are <br /> excessive. <br /> 5. TERM <br /> 5.1 Term.The Initial Term of this Agreement shall begin on the Effective Date and shall expire <br /> the number of years following the Start Date shown on the Software as a Subscription form. <br /> The Agreement will automatically renew for successive Renewal Terms of one (1)year, <br /> unless either party gives notice of non-renewal at least sixty(60) days prior to the expiration <br /> of the then-current term. <br /> 5.2 Termination. Either party may terminate this Agreement for a material breach by the other <br /> party that is not cured within thirty(30) days after notice of breach. Either Party may <br /> immediately terminate this Agreement if the other Party: (a) becomes insolvent and becomes <br /> unwilling or unable to meet its obligations under this Agreement; (b)files a petition in <br /> bankruptcy;or(c) is subject to the filing of an involuntary petition for bankruptcy that is not <br /> rescinded within a period of sixty(60) days. <br /> 5.3 Obligations Upon Termination. Upon termination of this Agreement: (i) Fracta may <br /> immediately terminate Customer's access to the System; (ii) Upon written request from <br /> Customer received within 30 days of termination, Fracta will provide access to the System <br /> for a period of 48 hours for the limited purpose of exporting Customer Data; <br /> 5.4 Survival.All provisions of this Agreement which by their nature should survive termination <br /> shalt survive termination, including,without limitation,ownership provisions,warranty <br /> disclaimers, and limitations of liability. <br /> 6. CONFIDENTIAL INFORMATION <br /> 6.1 "Receiving" and "Disclosing" Parties. Careful protection and non-disclosure of Confidential <br /> Information (as defined below) by the Party receiving Confidential Information ("Receiving <br /> Party") from the Party disclosing Confidential Information ("Disclosing Party") is of <br /> importance to both Parties.The terms "Receiving Party" and "Disclosing Party" includes <br /> each Party's officers, directors, employees and representatives. As to Customer,the terms <br /> "Receiving Party" and "Disclosing Party" also includes all entities controlling,controlled by <br /> and under common control with, Customer(each, an"Affiliate") and such Affiliate's <br /> representatives. <br /> 6.2 "Confidential Information." For purposes of this Agreement, "Confidential Information" means <br /> all non-public information that a Disclosing Party designates as being confidential, or which, <br /> under the circumstance of disclosure,ought to be treated as confidential. Confidential <br /> Information includes,without limitation, Fracta's algorithms, Fracta's software system, <br /> Customer's pipeline deployment data, and each Party's research, development,trade secrets, <br /> product development plans, inventions, and technical data. Confidential Information does not <br /> include information which can be shown by the Receiving Party to be: (i) already known or in <br /> its possession without an obligation of confidentiality to the Disclosing Party prior to the <br /> execution of this Agreement; (ii) rightfully furnished to the Receiving Party by a third party; <br /> (iii) publicly available without breach of this Agreement; or(iv) independently developed by <br /> the Receiving Party without reliance on the Confidential Information as evidenced by written <br /> records of the Receiving Party. <br /> Fracta Confidential Page 5 of 12 December 4,2019 <br />