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Docusign Envelope ID: 156B4E69-5994-4FAA-A9FE-046F8EC4364E <br /> 16 <br /> 8. Indemnity& Liability <br /> 8.1. Indemnification. Each Party will defend, indemnify, and hold the other Party and its officers, directors, <br /> shareholders,subsidiaries,employees and agents harmless from and against any and all losses,damages, <br /> claims, liabilities and expenses(including legal fees), suffered or incurred as a result of or in connection <br /> with any breach by the indemnifying Party of the obligations and/or warranties set out in this Agreement, <br /> or other acts or omissions,whether based in contract or tort. <br /> 14 <br /> 8.2. Limit of Liability. Sponsor's aggregate liability for all incidents of claim under this Agreement shall not <br /> exceed one half of all or any sums paid by Sonark pursuant to this Agreement. <br /> 9. Confidentiality <br /> 15 <br /> 9.1. Each party acknowledges that oral and/or written confidential information may be disclosed by one party <br /> ("Disclosing Party") to the other party ("Receiving Party") in connection with the Sponsorship, <br /> including technology,ideas,know how,processes,inventions,trade secrets, designs,research,business <br /> methods,business operations, finances,production plans,product release plans,marketing plans and/or <br /> strategies.Each party agrees that the Receiving Party will not disclose any such confidential information <br /> of the Disclosing Party to any third party without the prior written approval of the Disclosing Party; <br /> provided that confidential information shall not include information which(i)is in the public domain at <br /> the time of disclosure or becomes part of the public domain not through Receiving Party's act or <br /> omission,(ii)was obtained by Receiving Party prior to disclosure from a third parry not subject to non- <br /> disclosure obligations, (iii) is independently developed by Receiving Party, or (iv) is required to be <br /> disclosed by law or pursuant to a written order by competent authorities. <br /> 16 <br /> 9.2. The confidentiality obligations shall survive for a period of three (3) years from the end of the <br /> Sponsorship Term. <br /> 10. Intellectual Property Rights <br /> 10.1. All Intellectual Property developed solely by one Party without any input or contribution from the other <br /> Party shall be the sole and exclusive property of the first Party, and the first Party shall retain all rights <br /> and title thereto. <br /> 17 <br /> 10.2. All Intellectual Property developed by Sonark or jointly by the Parties in connection with this Agreement <br /> shall be the property of Sonark. Nothing in this Agreement shall be construed as providing to Sponsor <br /> any right, license or permission to deal with Sonark's Intellectual Property.For the avoidance of doubt, <br /> all right, title and interest, including copyright, in and to the Productions shall be owned solely by <br /> Sonark. <br /> 11. Expiry or Termination <br /> 11.1. Default. If either Parry defaults in the performance of any provision of this Agreement, then the other <br /> Party may give written notice to the defaulting Party requiring the default to be cured, and if the default <br /> is not cured within fourteen(14)days of the notice,this Agreement shall,without prejudice to any right <br /> to damages, automatically terminate at the end of the period. <br /> 18 <br /> 19 <br /> 11.2. Survival. All provisions of this Agreement, which by their nature extend beyond expiry or termination <br /> of this Agreement, shall remain in full force and effect notwithstanding the expiry or termination of this <br /> Agreement. Expiry or termination shall not affect any accrued rights or liability. <br /> Sonark Sponsorship AgreementPage 4 of 10 <br />