CYCOM DATA SYSTEMS, INC. 1-2003 - Laserfiche WebLink

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2. If the City, for any reason whatsoever, chooses not to renew the Agreement for Software Maintenance and Support, it shall deliver a notice ofnon-renewal to Cycom at least ten (10) days prior to the expiration date of the contract, as set forth in pazagraph 3 above. 3. If Cycom, for any reason whatsoever, chooses not to renew the Agreement for annual Software Maintenance and Support, it shall deliver a notice ofnon-renewal to the City six (6) months prior to the expiration date set forth in paragraph 3 above. 6. TRADE SECRET, PATENT AND COPYRIGHT IDENTIFICATION A. Indemnity Cycom agrees to defend, indemnify and hold the City harmless from all damages awarded against the City, and all reasonable expenses and attorney fees incurred by the City as the result of any claim of trade secret, patent or copyright infringement asserted against the City by virtue of the City's use of the Product as delivered by Cycom and maintained on the City's computers; provided, however, that Cycom is given prompt notice of any such claims and the right to be involved in the investigation, defense and settlement of each such claim and further provided that the City shall cooperate with Cycom in connection with the foregoing, provided further, however, that Cycom shall not admit liability on behalf of the City. B. Trade Secret Should the Product as delivered and as customized, modified or otherwise altered by Cycom become, or, in Cycom's opinion, be likely to become, the subject of a claim of infringement of a trade secret, patent or copyright, Cycom may, at its option and expense either: 1. Procure for the City the right to continue to use the Product as contemplated in this Agreement; or, 2. Replace or modify the Product and/or modify its use to make its use under this Agreement non-infringing. PAYMENT Cycom will invoice the City for the amounts due on delivery of the Product. Subsequent charges will be invoiced at the beginning of the period to which they apply. All payments shall be due and payable within thirty (30) days of the City's receipt of an invoice from Cycom. 8. CONFIDENTIALITY; NONDISCLOSURE A. Confidentiality by Cycom