Kittitas Harris Professional Services Agreement v1_Final

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5.2 Allocation of Risk The parties agree that the limited warranties, disclaimers and limitation of liability as set out in in this Agreement are fundamental elements of the basis of bargain between Harris and Organization and set forth an allocation of risk reflected in the fees and payments hereunder. 5.3 Remedies Where remedies are expressly afforded by this Agreement, such remedies are intended by the parties to be the sole and exclusive remedies of the Organization for liabilities of Harris arising out of or in connection with this Agreement, notwithstanding any remedy otherwise available at law or in equity. ARTICLE VI GENERAL 6.1 Force Majeure Neither party shall be liable for delay or failure in performance resulting from acts beyond the control of such party including, but not limited to, acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster, acts of government, strike, walkout, communication line or power failure, failure in operability or destruction of the Organization’s computing infrastructure (unless by reason of the negligence of a party to this Agreement), or failure or inoperability of Third-Party Products or services or any software other than Harris’ proprietary software components of the Harris Products. Any applicable delivery schedule shall be extended by a period of time equal to the time lost because of any such delay. 6.2 Confidentiality (a) Duty Owed to the Organization -- Harris acknowledges that it may receive information from the Organization or otherwise in connection with this Agreement or the performance of the Professional Services. Except for information in the public domain, unless such information falls into the public domain by disclosure or other acts of the Organization or through the fault of the Organization, Harris agrees: (i) to maintain this information in confidence; (ii) not to use this information other than in the course of exercising its rights or performing its obligations under this Agreement; (iii) not to disclose or release such information except on a need -to-know only basis for the purposes of performing the Professional Services ; (iv) not to disclose or release such information to any third person without the prior written consent of the Organization, except for authorized employees or agents of Harris, or where may be required by applicable law or court order; and (v) to take all appropriate action, whether by instruction, agreement or otherwise, to ensure that third persons with access to the information under the direction or control or in any contractual privity with Harris, do not disclose or use, directly or indirectly, for any purpose other than for performing the Professional Services during or after the term of this Agreement, any material or information, including the information, without first obtaining the written consent of the Organization.