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by the other party during the performance of services under this Agreement from unauthorized disclosure or use as fully as it protects its own confidential information. Each party agrees not to use any confidential information for any purpose other than the provision of services under this Agreement and not to use confidential information disclosed to it by the other party to the commercial disadvantage of the other party. Notwithstanding the foregoing, Trend Micro may use product or virus-related information submitted by Company to Trend Micro's technical support via telephone, fax, email or PSP Online mail, provided that Company's name is not also disclosed. (b) Exceptions. The obligation of confidentiality shall not apply or shall cease to apply to any information that: (a) was known to the receiving party prior to its receipt hereunder, (b) is or becomes publicly available without breach of this Agreement, (c) is received from any other person or entity without an obligation of confidentiality to the disclosing party and without breach of this Agreement, (d) is disclosed by the disclosing party to any other person or entity without an obligation of confidentiality, or (e) is disclosed by the receiving party pursuant to court order or other requirement imposed by law, provided that the originally disclosing party is given a reasonable opportunity to object to or restrict such disclosure to the extent practicable, and then such disclosure shall be permitted only subject to the terms and conditions of such order or other legal requirement. 11. Intellectual Property Rights. Trend Micro shall retain all intellectual property rights in any computer software, programs and associated documents supplied by Trend Micro or developed during the course of this Agreement. The Company will do all such acts and things as Trend Micro may reasonably require for the purpose of preserving or perfecting these rights. 12. Term and Termination. (a) Term. The term of this Agreement will be one (1) year. and, subject to Company's payment of the applicable annual fee, shall automatically renew for successive one-year periods unless terminated by either party upon 30 days prior written notice. (b) Termination. Either party may terminate this Agreement at any time upon thirty (30) days prior written notice if the other party is in breach of any material provision of this Agreement, if such breach is not cured within such thirty (30) day period. This Agreement shall terminate automatically with no further action by either party if: (i) the License or Maintenance Agreement terminates for any reason; (ii) either party files a voluntary petition for protection under the bankruptcy laws of the United States or a similar state statute; (iii) an involuntary petition for bankruptcy is filed against a party and such petition is not dismissed within sixty (60) days; or (iv) a receiver, trustee or similar entity is appointed for a party, or a party makes a general assigrnnent for the benefit of creditors. (c) Effect of Termination. Upon termination of this Agreement because of a breach by Company, Trend Micro's obligation to provide the services under this Agreement shall immediately cease. Upon termination, the Company shall destroy or return any material containing Trend Micro's Intellectual property or information proprietary to Trend Micro. 13. Fees. Company will pay Trend Micro (or an Authorized Reseller) the applicable annual Priority Advantage Support fees for the first year of this Agreement on or before the Effective Date. Fees for all subsequent one year renewal terms shall be due on or before the anniversary of the Effective Date. Any other sums payable by the Company under this Agreement are due within thirty (30) days of Trend Micro's invoice. Trend Micro reserves the right to modifY the annual fees due after the first one year term of this Agreement. 14. Limited Warranty. (a) Limited Warranty. Trend Micro warrants that that it has the right to enter into this Agreement and that it will carry out the services to be performed under this Agreement in a professional manner with reasonable skill and care. SUBJECT TO THE FOREGOING, TillS WARRANTY IS EXCLUSIVE AND IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICES PROVIDED UNDER TillS AGREEMENT. TREND MICRO EXPRESSLY EXCLUDES ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES RELATED TO THE PERFORMANCE, QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE TREND PRODUCTS OR THE SERVICES HEREUNDER. (b) Exclusive Remedy. Trend Micro's liability for 5