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Docusign Envelope ID:EBOF4108-19FB-44B0-8388-21F424553A38 <br /> (g) Versaterm reserves the right to increase the fees on an annual basis, as identified <br /> in a Service Schedule, by no more than CPI + 4%. Notwithstanding the foregoing, <br /> Versaterm may increase fees beyond the cap of CPI +4% for Third Party <br /> Components. <br /> 9. Taxes. <br /> In addition to all charges under a Service Schedule, Customer shall pay to Versaterm <br /> all taxes, duties, and other such assessments or charges which may be assessed, <br /> levied, or imposed with respect to any Software, services or products provided under a <br /> Service Schedule, except taxes based on Versaterm's income and capital. The <br /> foregoing provision includes sales, use, service, excise and personal property taxes, <br /> whether collected or withheld by Versaterm or otherwise assessed, and any penalty <br /> and interest payments related to the foregoing (which penalty and interest payments <br /> are not due to any fault on the part of Versaterm) but does not include taxes for which <br /> Customer is exempt by law and for which Customer has provided to Versaterm a bona <br /> fide tax exemption certificate prior to such tax becoming due. <br /> 10. Confidentiality <br /> (a) Each Party acknowledges that all Confidential Information consists of confidential <br /> and proprietary information. Except as required by law, each Party shall hold <br /> Confidential Information of the other Party in trust and confidence for and on behalf <br /> of such other Party, and shall take commercially reasonable measures to maintain <br /> the confidentiality of the Confidential Information, which measures shall in any event <br /> be no less than what such Party would implement to protect its own Confidential <br /> Information of a similar nature or value. Except as required by law, each Party <br /> agrees not to make use of Confidential Information other than to the extent <br /> necessary for the exercise of rights or the performance of obligations under this MSA <br /> or any Service Schedule, and not to release, disclose, communicate or otherwise <br /> make it available to any third-party other than officers, directors, employees, <br /> consultants and contractors of Versaterm or Customer, as applicable, who <br /> reasonably need to know it in connection with the exercise of rights or the <br /> performance of obligations under this MSA or any Service Schedule. <br /> (b) Each Party agrees that any breach of this Section 10 ("Confidentiality") may give <br /> rise to irreparable damage to the other Party, the injury to the other Party from any <br /> such breach would be difficult to calculate, and that money damages would therefore <br /> be an inadequate remedy for such breach. Each Party agrees that the other Party <br /> will be entitled, in addition to all other remedies that the other Party may have under <br /> this MSA, at law or in equity, and without showing or proving any actual damage <br /> sustained by it, to a permanent or temporary injunction or other order to restrain any <br /> breach, threatened breach or the continuation of any breach of this Section 10. <br /> (c) Upon the termination or expiration of each Service Schedule, each Party will return <br /> to the other Party all Confidential Information with respect to such Service Schedule <br /> which is then in its possession or control. Upon the termination of this MSA, each <br /> Party will return to the other Party all Confidential Information of such other Party <br /> which is then in its possession or control. <br /> September 2024—004092024 Page 10 of 24 <br />