COMPLIANCE INFO_1995-2008 - Laserfiche WebLink

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c} Far West agrees that Far West will not, during the term of this Agreement, improperly use or disclose any proprietary information or trade secrets of any former or current employer or other person or entity with which Far West has an agreement or duty to keep in confidence information acquired by Far West in confidence, if any, and that Far West will not bring onto the premises of the Customer any unpublished document or proprietary information belonging to such employer, person or entity unless consented to in writing by such employer, person on entity. d} Upon the termination of this Agreement, or promptly upon the Customer's earlier request, Far West will deliver to the Customer all originals and copies of the Customer's property and Confidential Information in tangible form that Far West may have in Far West's possession or control. 3. REPORTS Far West agrees that Far West will from time to time during the term of this Agreement or any extension thereof keep the Customer advised as to Far West's progress in performing the Services hereunder and that Far West will, as requested by the Customer, prepare written reports with respect thereto. It is understood that the time required in the preparation of such written reports shall be considered time devoted to the performance of Far West's Services. 4. TERM AND TERMINATION a) This Agreement will commence on l4 bl_ 4 15 7— , 20 o 7 , and will continue until the earlier to occur of: (i) bjov 1 sT 20 n J5 or (ii) termination as provided below. Notwithstanding anything to the contrary, the Customer shall have the option to renew the Agreement for an additional six-month term, upon terms and conditions to be agreed upon in writing, b) Either party may terminate this Agreement upon giving thirty (30) days prior written notice thereof to the other party. Any such notice shall be addressed to the address shown below or such other address as either party may notify the other of and shall be deemed given upon delivery if personally delivered, or forty-eight (48) hours after deposited in the United States mail, postage prepaid, registered or certified mail, return receipt requested. - c) Either party may, in addition to any other rights it may have at law or in equity, terminate this Agreement after five (5) days written notice to the other party if (i) the other party is in breach of any material provision of this Agreement; and (ii) the breaching party has not cured such default within such five (5) days after receiving written notice. In the event that such default cannot be cured within such five (5) days, the breaching party shall not be deemed to be in default so long as the breaching party continues to,diligently prosecute such cure to completion. 5. INDEPENDENT CONTRACTOR; NO AGENCY Nothing in this Agreement shall, in any way, be construed to constitute Far West as an agent, employee or representative of the Customer, but Far West shall perform the Services hereunder as an independent contractor. Far West acknowledges and agrees that Far West is obligated to report as income all compensation received by Far West pursuant to this Agreement, and Far West agrees to and acknowledges the obligation to pay all self-employment and other taxes thereon and that it will not be eligible for any employee benefits of the Customer. Far West acknowledges and agrees that the Customer may be required to withhold and remit income tax payments from Far West's compensation for services performed as an independent contractor in California by non -California residents. Far West acknowledges and agrees that it will use its own 2