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ITemp, Inc. <br />2054 Vista Pkwy #400, West Palm Beach, FL 33411 <br />www.itempusa-inc.com 561-420-3382 O <br /> <br />Client reserves the right to refuse any consultant, including, without limitation, in the event <br />that a Background Check conflicts with Customer's regulatory requirements. <br /> <br />In the event of non-payment by the Client of an invoice when due (even when such <br />terminations occur on account of Client’s bankruptcy or insolvency), Contractor may terminate <br />this contract with ten business days’ notice to the Client. <br /> <br />Client may terminate the Agreement with a notice of one (1) day to Contractor. Contractor and <br />Client may revise this Agreement upon mutual written consent. Should Contractor breach this <br />Agreement or do anything to jeopardize Client’s standing with a regulator or jeopardize a license <br />issued to Client from a regulator, this contract may be terminated immediately without notice or <br />liability. For the sake of clarity, upon termination of this Agreement, only any hours worked, <br />authorized, and approved through the termination date shall be due by Client following invoice. <br /> <br /> <br /> <br />Confidential Information. <br />(a) Customer understands and acknowledges that Company may, from time to time, <br />disclose “Company Confidential Information” to Customer. .For purposes of this <br />Agreement, the term “Company Confidential Information” shall include but not <br />limited to any nonpublic and/or proprietary information or materials relating to <br />Company’s promotional and/or marketing strategy and activity, Company’s pricing <br />information (including but not limited to rates, and budgets), information about the <br />education, background, experience, and/or skills possessed by Company employees, <br />Company’s service and/or sales concepts, Company’s service and/or sales <br />methodology, Company’s service and/or sales techniques, or any information which <br />Company marks or identifies as “confidential” at the time of disclosure or confirms in <br />writing as confidential within a reasonable time (not to exceed thirty (30) days) after <br />disclosure, so long as such information marked as “confidential” is not considered a <br />work made for hire, as agreed upon and described in Paragraph 5, above. Customer <br />will not disclose Company’s Confidential Information to any third party at any time <br />without the prior written consent of Company and shall take reasonable measures to <br />prevent any unauthorized disclosure by its employees, agents, contractors, or <br />consultants. Further, Company’s Confidential Information shall include the terms set <br />forth in this Agreement, all of which shall remain the property of Company and shall <br />in no event be transferred, conveyed, or assigned to Customer as a result of the <br />Services provided pursuant to this Agreement. <br /> <br />(b) Company acknowledges and agrees that all Customer Confidential Information (as <br />defined below) provided to Company by Customer or the Customer Companies is <br />confidential and proprietary, and it represents a valuable, special, and unique asset of <br />Customer and the Customer Companies that gives Customer and the Customer <br />DocuSign Envelope ID: 383A1746-7EDE-4608-95EC-6535FF087317