Laserfiche WebLink
such information shall not be used or disclosed except in the performance of this Agreement, <br />and Cambodian Family agrees to exercise the same degree of care it uses to protect its own <br />information of like importance, but in no event less than reasonable care. "Confidential <br />Information" shall include all non-public information. Confidential information includes not <br />only written information, but also information transferred orally, visually, electronically, or <br />by other means. Confidential information disclosed to either party by any subsidiary and/or <br />agent of the other party is covered by this Agreement. The foregoing obligations of non-use <br />and nondisclosure shall not apply to any information that (a) has been disclosed in publicly <br />available sources; (b) is, through no fault of Cambodian Family disclosed in a publicly <br />available source; (c) is in rightful possession of Cambodian Family without an obligation of <br />confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently <br />developed by Cambodian Family without reference to information disclosed by the City of <br />Santa Ana. <br />7. DISPUTES: The parties shall first attempt to resolve all disputes informally. Any party <br />may call a meeting of all parties to discuss and resolve disputes. Should informal resolution <br />efforts fail, the dispute shall be referred to the Deputy City Manager to act as mediator, to <br />attempt to resolve the dispute by holding an informal hearing with presentations by both <br />parties. If the Deputy City Manager's resolution efforts fail, any party may file a grievance <br />with the Deputy City Manager for review and hearing. The parties agree to be bound by the <br />final determination resulting from that procedure. All costs associated with the grievance <br />procedure shall be borne by the losing party. <br />8. SEVERABILITY: if any part of this MOU is found to be null and void, or is otherwise <br />stricken, the rest of this MOU shall remain in force. <br />9. JURISDICTION: Jurisdiction over any disputes arising under this MOU shall reside in <br />Orange County, California. <br />10. HOLD HARMLESS CLAUSE: Each party to this MOU agrees to indemnify and hold <br />harmless the other parties, their officers, agents, employees, and volunteers from and against <br />any and all loss or damage, and from any and all suits, actions and claims filed or brought by <br />any person or persons arising out of acts or omissions of the party or its officers, agents, <br />employees or volunteers in the performance of this MOU. <br />City of Santa Ana W/O/R/K Center employees will not be entitled to the rights and benefits <br />that Cambodian Family employees receive, in addition, City of Santa Ana W/O/R/K Center <br />will take full responsibility for Worker's Compensation for their employees. <br />11. ACCESSABILITY: Cambodian Family will assure that its services and premises are <br />accessible to persons with disabilities pursuant to the requirements of the Americans with <br />Disabilities Act. <br />25J-20