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CC WS PACKET 02082022
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CC WS PACKET 02082022
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5 <br />6.3.Residual Works.In addition to other rights and provisions in this Agreement,Polco shall be free <br />to use for any purpose the Resultant Data resulting from access to or work with the Confidential <br />Information or any information or ideas provided by Customer with respect to the Services. <br />6.4.Feedback.The Customer may from time to time provide suggestions,comments or other <br />feedback ("Feedback")to Polco with respect to the Services.Except as otherwise provided herein or in a <br />separate subsequent written agreement between the parties,Polco will own the Feedback and shall be <br />free to use,disclose,protect (e.g.,patent,copyright,trademark,trade secret,etc.),reproduce,license or <br />otherwise distribute, and exploit the Feedback provided to it as it sees fit. <br />6.5.Compelled Disclosures.If the Receiving Party or any of its Representatives is compelled by <br />applicable law to disclose any Confidential Information then,to the extent permitted by applicable law,the <br />Receiving Party shall:(a)promptly,and prior to such disclosure,notify the Disclosing Party in writing of <br />such requirement so that the Disclosing Party can seek a protective order or other remedy or waive its <br />rights under Section 6;and (b)provide reasonable assistance to the Disclosing Party in opposing such <br />disclosure or seeking a protective order or other limitations on disclosure.If the Disclosing Party waives <br />compliance or,after providing the notice and assistance required under this Section 6.5,the Receiving <br />Party remains required by law to disclose any Confidential Information,the Receiving Party shall disclose <br />only that portion of the Confidential Information that the Receiving Party is legally required to disclose. <br />7.Term and Termination. <br />7.1.Term. Initial Term: March 1, 2022 - February 28, 2023 <br />The initial term of this Agreement shall be for a period of twelve (12)months from the Effective Date <br />("Initial Term").The Initial Term shall automatically renew for additional successive twelve (12)month <br />periods (each,a “Renewal Term”,and together with the Initial Term,the “Term”),unless earlier <br />terminated pursuant to this Agreement or either party gives the other party written notice of non-renewal <br />at least thirty (30) days prior to the expiration of the then-current Term. <br />7.2.Termination.In addition to any other express termination right set forth elsewhere in this <br />Agreement: <br />(a)Polco may terminate this Agreement,effective immediately upon written notice to <br />Customer,if Customer:(i)fails to pay any amount when due hereunder,and such failure continues <br />more than thirty (30)days after the date such amounts are due;or (ii)breaches any of its obligations <br />under Section 3.2 (Limitations and Restrictions) or Section 6 (Confidentiality); <br />(b)either Party may terminate this Agreement,effective on written notice to the other Party,if <br />the other Party materially breaches this Agreement,and such breach:(a)is incapable of cure;or (b) <br />being capable of cure,remains uncured 30 days after the non-breaching party provides the breaching <br />party with written notice of such breach; or <br />(c)either party may terminate this Agreement,effective immediately upon written notice to <br />the other party,if the other party:(i)becomes insolvent or is generally unable to pay,or fails to pay, <br />its debts as they become due;(ii)files or has filed against it,a petition for voluntary or involuntary <br />bankruptcy or otherwise becomes subject,voluntarily or involuntarily,to any proceeding under any <br />domestic or foreign bankruptcy or insolvency law;(iii)makes or seeks to make a general assignment <br />for the benefit of its creditors;or (iv)applies for or has appointed a receiver,trustee,custodian or <br />similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any <br />material portion of its property or business. <br />7.3.Effect of Expiration or Termination.Upon any expiration or termination of this Agreement,except <br />as expressly otherwise provided in this Agreement:
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