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 5 <br /> (b) Payment Terms. Customer shall pay all Company invoices within 30 days of the <br />invoice date. <br /> <br /> (c) Pricing Changes. Customers selecting annual pricing will receive notice of changes <br />in pricing at least 45 days before each anniversary of the Effective Date. <br /> <br />5. TERM AND TERMINATION <br /> <br /> (a) Term. The term of this Agreement commences on the Effective Date hereof. The <br />term will continue until the six-month anniversary of the Effective Date. <br /> <br /> (b) Termination for Cause. Either party can terminate this Agreement for cause upon <br />written notice to the other party: (i) if a party fails to pay the other party any delinquent amounts <br />owed to the other party hereunder within 10 days of written notice by the other party specifying <br />the amounts owed; in the case of Company, immediately upon any breach by Customer of Section <br />2; (ii) immediately upon any breach of any confidentiality obligations owed to such party by the <br />other party; (iii) if the other party has committed any other material breach of its obligations under <br />this Agreement and has failed to cure such breach within 30 days of written notice by the non- <br />breaching party specifying in reasonable detail the nature of the breach (or, if such breach is not <br />reasonably curable within 30 days, has failed to begin and continue to work diligently and in good <br />faith to cure such breach); or (iv) upon the institution of bankruptcy or state law insolvency <br />proceedings against the other party, if such proceedings are not dismissed within 30 days of <br />commencement. <br /> <br /> (c) Obligations Upon Termination. Upon termination of this Agreement: (i) provided <br />that Customer has paid all amounts owed to Company hereunder, Company shall, upon written <br />request received within 30 days of termination, provide Customer a period of 24 hours for the <br />limited purpose of exporting Customer Data; (ii) Company shall immediately terminate access to <br />the System by Customer; and (iii) Customer shall immediately pay Company any amounts payable <br />or accrued but not yet payable to Company, including any deferred payments or payments <br />originally to be made over time. Subject to this subsection 5(c), Customer Data may be <br />permanently lost or deleted following termination or lapse in subscription. All sections of this <br />Agreement which by their nature should survive termination will survive termination, including, <br />without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, <br />and limitations of liability. <br /> <br /> <br />6. CONFIDENTIALITY <br /> <br /> (a) Confidential Information. "Confidential Information" means any and all tangible <br />and intangible information (whether written or otherwise recorded or oral) of a party that: (A) <br />derives independent economic value, actual or potential, from not being generally known to, and <br />not being readily ascertainable by proper means by, other persons who can obtain economic value <br />from its disclosure or use and is the subject of efforts that are reasonable under the circumstances <br />to maintain its secrecy; or (B) the disclosing party designates as confidential or, given the nature <br />of the information or the circumstances surrounding its disclosure, reasonably should be <br />DocuSign Envelope ID: 384A2FE8-C073-416F-9E68-200418BA99D2