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170811v4 - 6 - <br />ACCORDINGLY, LICENSEE’S USE OF THE WEBSITE AND THE SERVICE IS <br />EXPRESSLY CONDITIONED ON LICENSEE’S ACKNOWLEDGEMENT AND <br />ACCEPTANCE OF THE LIMITATIONS SET FORTH IN THIS SECTION 5 AND THE <br />LIMITATION OF LIABILITY SET FORTH IN SECTION 11 OF THIS AGREEMENT. <br /> <br />6. OWNERSHIP OF CONTENT. Licensor does not claim ownership of any content <br />belonging to Licensee, including any Archived Content, except as expressly <br />described in this Section with respect to Feedback; provided, however, that <br />Licensee’s use of the Service is subject to Licensee’s granting of the license to <br />Licensee’s Archived Content set forth in Section 5(a), as well as any other <br />reasonably necessary license to any other content, in order for Licensor to perform <br />Licensor’s obligations hereunder and to provide Licensee with the Service. <br />Notwithstanding the foregoing, any comments, feedback, ideas and/or reports about <br />the Website or the Service that Licensee provides to Licensor, whether in written, <br />electronic or any other form (collectively, “Feedback”), shall be considered <br />Licensor’s proprietary and confidential information, and Licensee hereby <br />irrevocably automatically transfers and assigns to Licensor, immediately upon <br />creation, all of Licensee’s right, title and interest in and to such Feedback, including <br />all intellectual property rights embodied in or arising in connection with such <br />Feedback and any other rights or claims that Licensee may have with respect to any <br />such Feedback. <br /> <br />7. CONFIDENTIALITY. Subject to public record law, Licensee shall not disclose, <br />except in accordance with this Agreement, and shall take all necessary precautions <br />to protect the confidentiality of and to cause its Representatives not to disclose and <br />to protect the confidentiality of, any Confidential Information received from <br />Licensor or its affiliates, employees or other agents under this Agreement, <br />including, without limitation, requiring Licensee’s Representatives or others with <br />access to the Confidential Information to be subject to confidentiality obligations <br />similar in nature to those imposed by this Agreement and limiting access to the <br />Confidential Information to Licensee’s Representatives on a “need to know” basis. <br />Any Confidential Information may be used by Licensee only in connection with the <br />License granted herein, unless otherwise agreed by the parties in writing. For the <br />purposes of this Agreement, “Confidential Information” shall mean all business, <br />technical, and financial information provided by Licensor to Licensee, including, <br />without limitation, the Software and all accompanying Documentation and all <br />proprietary information relating thereto. Confidential Information shall not include <br />any information which is: (i) at the time of its disclosure previously known by <br />Licensee, as demonstrated by Licensee’s records; (ii) in the public domain or <br />becomes generally known or published through no fault of Licensee; or (iii) <br />lawfully disclosed to Licensee by a third party free to disclose such information. <br />The provisions under this Section 7 shall survive the expiration or termination of <br />this Agreement for any reason for a period of five years. Immediately upon <br />termination or expiration of this Agreement, Licensee agrees to return to Licensor <br />or to delete all Confidential Information provided to Licensee, including copies of <br />DocuSign Envelope ID: 0104C847-5396-451F-AFAA-6760F0E580B5