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other than paper prints (such as Live Scan) or that such fingerprints be performed at the Client's
<br />site, the Client will reimburse TriTech for the cost of TriTech Security Approved Personnel
<br />traveling to the Client's site or for a vendor (such as Live Scan) to travel to the applicable
<br />TriTech office location. This provision will apply during the installation of the Project and for
<br />the duration of the Client's Software Support Agreement.
<br />11.3 Client understands and agrees that the Software and Documentation (including
<br />without limitation Subsystem Software and Documentation) including, but not limited to, the
<br />Source Code, Object Code, the OSDs, IRDs and ATPs, the Statement of Work, the software
<br />design, structure and organization, software screens, the user interface and the engineering
<br />know-how implemented in the software (collectively "Vendor Proprietary Information")
<br />constitute the valuable properties and trade secrets of the Vendor thereof, embodying substantial
<br />creative efforts which are secret, confidential, and not generally known by the public, and which
<br />secure to the vendor a competitive advantage.
<br />11.3.1 The material presented in TriTech's training courses represents the
<br />confidential and proprietary information of TriTech, not intended for public disclosure or
<br />disclosure to third parties, unless required by law. Clients may videotape training sessions
<br />provided on -site at the Client's facilities by TriTech staff for the Client's own internal use only;
<br />provided, however, that TriTech or TriTech staff may decline such videotaping in their sole
<br />discretion. In the case that the TriTech staff member declines to be videotaped, TriTech will
<br />make best commercial efforts to provide comparable training materials. The Client is responsible
<br />for managing access to and copying of any TriTech provided training materials or Client -made
<br />videotapes of TriTech training sessions.
<br />11.4 Client agrees during the term of this license, and thereafter, to hold the Vendor
<br />Proprietary Information, including any copies thereof and any documentation related thereto, in
<br />strict confidence and to not permit any person or entity to obtain access to it except as required
<br />for Client's exercise of the license rights granted hereunder.
<br />11.4.1 Without limiting the generality of the foregoing, except as provided in
<br />Section 14.0 (Source Code Escrow), in the event Source Code is loaded on the Equipment, or
<br />other computer system equipment at any Designated Location or any other location in
<br />connection with TriTech's performance under this Agreement, or for any other purpose, Client
<br />shall keep such Source Code strictly confidential and shall not, without the written authorization
<br />of TriTech (and, if applicable, the concerned Subcontractor), access, use, copy, modify,
<br />distribute, disclose or otherwise exercise or permit the exercise of any rights to such Source Code
<br />by any person, including but not limited to Client's employees, agents or contractors. This
<br />provision is intended by the parties to prohibit, among other things, Client access to Source Code
<br />by any person and for any reason unless expressly authorized by Section 14.0 (Source Code
<br />Escrow) herein.
<br />11.5 Client shall not attempt or authorize others to attempt to learn the trade secrets,
<br />technology, ideas, processes, methods of operation, know-how and/or confidential information
<br />contained in the Software by duplication, decompilation, disassembly, other forms of reverse
<br />engineering, or other methods now known or later developed.
<br />Santa Ana System Purchase and Support Agreement
<br />Copyright © 2015 TriTech Software Systems
<br />Unpublished: Rights reserved under the copyright taws of the United States
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