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WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE <br /> POSSIBILITY OF SUCH DAMAGE. <br /> THE FOREGOING LIMITATIONS OF LIABILITY SHALL NOT APPLY TO EITHER PARTY'S GROSS NEGLIGENCE OR <br /> WILLFUL MISCONDUCT OR CUSTOMER'S BREACH OF SECTIONS 2 THROUGH 5 OR 8, OR INFRINGEMENT OF <br /> FIRSTTWO'S PATENT, TRADEMARK, COPYRIGHT, OR TRADE SECRET RIGHTS. FIRSTTWO HAS NO LIABILITY TO <br /> CUSTOMER, ANY END USER, OR ANY THIRD PARTY FOR ANY REASON AS A RESULT OF ANY UNAUTHORIZED <br /> DISCLOSURE OR ACCESS TO CUSTOMER'S ACCOUNT OR CONTENT AS A RESULT OF CUSTOMER'S OR END <br /> USER'S MISUSE OF THE SOFTWARE OR LOSS OR THEFT OF ANY END USER PASSWORD OR USERNAME. <br /> CUSTOMER HEREBY ASSUMES ALL RISK FOR THE USE OF THE SOFTWARE AND THE RESULTS AND HEREBY <br /> UNCONDITIONALLY AND IRREVOCABLY RELEASES AND DISCHARGES FIRSTTWO FROM ANY AND ALL LOSS, <br /> CLAIM, DAMAGE OR OTHER LIABILITY RESULTING FROM SUCH USE. <br /> 13. FCRA COMPLIANCE <br /> The Software is not intended to be used and may not be used to make employment decisions, including hiring, retention, <br /> promotion, or reassignment, or to determine eligibility for credit, insurance, employment, or other purpose that would qualify <br /> the Software as a consumer report under the Fair Credit Reporting Act (the "FCRA"). FirstTwo is not a "consumer reporting <br /> Customer" as that term is defined in the FCRA and the Software, Professional Services, and other data or information that <br /> may be provided by FirstTwo do not constitute"consumer reports"as that term is defined in the FCRA. <br /> 14. TERM AND TERMINATION <br /> 14.1 Term. Unless otherwise stated in the Order,the term of each Order shall begin on the date specified in the Order and <br /> remain in effect for one (1) year (the "Term") and Orders will automatically renew for additional one (1) year terms unless <br /> either Party provides the other Party written notice of its intent not to renew the applicable Order at least 30 days prior to the <br /> end of the then current Term. Any discounts offered by FirstTwo to Customer during a prior Term will not apply during any new <br /> or renewal Term unless specifically agreed to in writing by the Parties. <br /> 14.2 Termination. Either Party may terminate this Agreement for cause (a) upon 30 days written notice to the other Party <br /> of a material breach and the breaching Party fails to cure the same within such period, (b) immediately if Customer assigns, <br /> licenses, or sublicenses or attempts to assign, license, or sublicense any of its rights or obligations under this Agreement <br /> without the prior written consent of FirstTwo, (c) immediately if Customer violates its confidentiality obligations under Section 8, <br /> or(d) immediately if FirstTwo ceases to operate as a going concern or otherwise terminates its business operations. <br /> 14.3 Survival. The Parties rights and obligations under Sections 3 through 9, 10.2, and 11 through 15 shall survive any <br /> termination or expiration of this Agreement. <br /> 15. DISPUTE RESOLUTION PROCEDURES <br /> 15.1 Negotiation. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, <br /> enforcement, interpretation or validity thereof ("Dispute") shall be resolved with the following procedures. First, upon written <br /> notice of any Dispute, the parties shall attempt to resolve it promptly by negotiation between individuals who have authority to <br /> settle the Dispute and this process should be completed within 30 days of such Dispute notice(the"Negotiation"). <br /> 15.2 Arbitration. Any Dispute, including the determination of the scope or applicability of this agreement to arbitrate, not <br /> resolved during a Negotiation shall be determined by arbitration in Seattle, Washington before one arbitrator. The arbitration <br /> shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the <br /> Expedited Procedures in those Rules. Judgment on any award may be entered in any court having jurisdiction. <br /> Notwithstanding the foregoing, claims of infringement or misappropriation of another Party's patent, copyright, trademark, or <br /> trade secret shall not be subject to this agreement to arbitrate. Such claims shall be brought exclusively in the state or federal <br /> courts of King County, Washington.Additionally, notwithstanding this agreement to arbitrate, the parties shall not be precluded <br /> v3.1 8 <br />