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6 <br />B.Proprietary Rights. This Agreement, discovery session, proprietary software, <br />discovery workbooks and all other materials used by ACA Reporting Service in the <br />performance of Services or provided to Client in connection with the Services (collectively, <br />the “Materials”) are asserted by ACA Reporting Service to be confidential and proprietary to <br />ACA Reporting Service and ACA Reporting Service reserves all right, title, and interest in <br />and to the Materials. All information set forth in the Materials is asserted to by ACA Reporting <br />Service to be confidential and proprietary to ACA Reporting Service and, subject to Section <br />9.15.C, may not be disclosed in any manner by Client or its officers, directors, employees, <br />agents, or contractors to any person or entity. Subject to Section 9.15.C, Client hereby agrees <br />and warrants it will maintain all such Materials in strict secrecy and shall neither use for itself <br />or any third party nor divulge such information to any third party, except as otherwise <br />consented to in writing by ACA Reporting Service, which may withhold permission at its sole <br />discretion. Subject to Section 9.15.C, Client acknowledges that this Section extends to any <br />user to whom it grants access to the Materials. Subject to Section 9.15.C, Client shall take all <br />necessary and proper precautions against disclosure of any Materials to unauthorized persons <br />by any of its employees or agents, or through any physical or electronic security breach. <br />Subject to Section 9.15.C, upon termination of this Agreement for any reason, Client shall <br />cease all use of the Materials. Subject to Section 9.15.C, the parties recognize that a breach of <br />this Section cannot be adequately compensated in money damages and therefore agree that <br />injunctive relief shall be available to ACA Reporting Service, regardless of any arbitration or <br />mediation clauses herein. Subject to Section 9.15.C, the obligations of Client under this <br />Section shall apply as long as Client or any of its agents are in possession of the Materials. <br />C.ACA Reporting Service acknowledges that Client is subject to the <br />Washington Public Records Act, chapter 42.56 RCW. This Agreement does not require the <br />City to keep confidential or otherwise refrain from disclosing any record that is subject to <br />disclosure under the Washington Public Records Act. This Agreement only requires the Client <br />to maintain confidentiality of Materials that are prominently marked “Confidential.” This <br />Agreement does not require the City to destroy or return anything that is subject to retention <br />requirements established by the Washington Secretary of State or established by applicable <br />law. This Agreement does not require the City to have any City employee sign any agreement. <br />This Agreement itself (and its related amendments, purchase orders, scopes of work, service <br />orders or similar documents stating work to be done for the City or pricing for the City) are <br />never confidential and may at any time be posted to the City’s public website.