Resolution 2024-167 - Laserfiche WebLink

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Docusign Envelope lD: 831 EAETD-0D72-4558-A399-034EAD490632 duly authorized by the parties shall have full access and the right to examine any of these materials during this Period. Records and other documents, in any medium, furnished by one party to this Agreement to the other party, will remain the property of the furnishing party, unless othenrvise agreed. The receiving party will not disclose or make available this material to any third parties without first giving notice to the furnishing party and giving it a reasonable opportunity to respond. Each pafty will utilize reasonable security procedures and protections to assure that records and documents provided by the other party are not erroneously disclosed to third parties. VIII. RIGHTS IN DATA Unless othenrvise provided, data which originates from this Agreement shall be "works for hire" as defined by the U.S. Copyright Act of 1976 and shall be owned by AOC. Data shall include, but not be limited to, reports, documents, pamphlets, advedisements, books, magazines, surveys, studies, computer programs, films, tapes, video and/or sound reproductions. Ownership includes the right to copyright, patent, register, and the ability to transfer these rights. IX. INDEPENDENT CAPACITY The employees or agents of each party who are engaged in the performance of this Agreement shall continue to be employees or agents of that party and shall not be considered for any purpose to be employees or agents of the other party. X. AGREEMENT ALTERATIONS AND AMENDMENTS This Agreement may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. This clause does not apply to the provisions of the REVENUE SHARING section in this Agreement. XI TERMINATION A. Termination for Convenience Except as othenryise provided in this Agreement, either party may terminate this Agreement by providing written notice of such termination to the other specifying the effective date thereof, at least five (5) calendar days prior to such date. lf this Agreement is so terminated, the AOC shall be liable only for payment for work completed and accepted prior to the effective date of termination. B. Termination for Cause lf either party does not fulfill in a timely and proper manner its obligations under this Agreement, or if either party violates any of these terms and conditions, the aggrieved party will give the other party written notice of such failure or violation. The responsible party will be given the opportunity to correct the violation or failure within 15 working days. lf failure or violation is not corrected, this tAA253B5 Page 4 of 6