|
<br />Consulting Services Agreement between City of San Leandro and Last revised 05/11/20
<br />Host Compliance LLC for Short-Term Rental Software Page 11 of 16
<br />
<br />
<br />8.8 Survival. All obligations arising prior to the termination of this Agreement and all
<br />provisions of this Agreement allocating liability between City and Consultant shall s urvive
<br />the termination of this Agreement.
<br />
<br />Section 9. KEEPING AND STATUS OF RECORDS.
<br />
<br />9.1 Reservation of Rights. Except as expressly set forth herein, this Agreement does not
<br />grant (i) Host Compliance any intellectual Property Rights (as defined below) in the
<br />Customer Data or (ii) Customer any Intellectual Property Rights in the Services, any other
<br />products or offerings of Host Compliance, Host Compliance trademarks and brand
<br />features, or any improvements, modifications or derivative works of any of the fo regoing.
<br />Notwithstanding the foregoing, while Customer Data and Services may include some
<br />Publicly Available Data (as defined as below), neither Customer nor Host Compliance
<br />make any proprietary claim to Publicly Available Data. "Intellectual Property Righ ts" means
<br />current and future worldwide rights under patents, copyright, trade secret, trademark,
<br />moral rights and other similar rights. "Publicly Available Data" means data, material, and
<br />information collected from publicly available sources in the performance of this Agreement,
<br />but specifically excluding Services.
<br />
<br />9.2 Suggestions. Host Compliance may, at its discretion and for any purpose, use, modify,
<br />and incorporate into its products and services, and license and sub-license, any feedback,
<br />comments, or suggestions Customer or End Users send Host Compliance or post in Host
<br />Compliance's online forums without any obligation to Customer.
<br />
<br />9.3 Confidential Information. Customer understands and agrees that it will not reveal,
<br />publish or otherwise disclose to any person, firm or corporation, without written
<br />authorization of Host Compliance, or except as required by law, any Confidential
<br />Information of Host Compliance, including without limitation any trade secrets, confidential
<br />knowledge, data or other proprietary information relating to the Services. "Confidential
<br />Information" means all information, written or oral, relating to the business, operations,
<br />services, facilities, processes, methodology, technologies, intellectual property, research
<br />and development, customers, strategy or other confidential or proprietary materials of Host
<br />Compliance.
<br />
<br />9.4 Consent to use Customer Data and Marks. Customer hereby irrevocably grants all such
<br />rights and permissions in or relating to Customer Data to Host Compliance: (i) to perform
<br />the Services; (ii) to enforce this Agreement and exercise Host Compliance rights
<br />hereunder; and (iii) to use for any lawful purpose. Customer hereby grants to Host
<br />Compliance a license to use, reproduce and display Customer's name and logos in
<br />connection with: (i) Host Compliance performance of its obligations hereunder; (ii) include
<br />Customer's name and logos in its lists of Host Compliance current or former customers,
<br />and (ii) with Customer's prior consent, for promotional and marketing purposes such as
<br />developing promotional press releases, case studies, and reports.
<br />
<br />DocuSign Envelope ID: 8F73A6DA-D8C1-4303-AB96-3DCAEA67EA8D
|