Reso 2026-4018 - Laserfiche WebLink

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IKUNIFIED TECHNOLOGIES1000111 17. R2 shall be entitled to injunctive relief for any violation of this Section. This Section does not apply to information that is: (a) in the public domain; (b) known to Client at the time of disclosure; or (c) rightfully obtained by Client on a non -confidential basis from a third party. 18. Client hereby covenants and agrees that throughout the term of this SOW and for a period of twenty-four months following termination of this SOW for any reason, Client shall not in any manner, directly or indirectly, either on its own account or with or for anyone else, (a) do business with, solicit, or attempt to solicit for any business endeavor or hire or attempt to hire any employee, sales representative, recruiter, agent, contractor, or consultant of R2; or (b) otherwise divert or attempt to divert from R2 any business whatsoever or interfere with any business or contractual relationship between R2 and any other individual or entity. 19. Client recognizes that R2 has legitimate business interests to protect and as a consequence, Client acknowledges and agrees that damages in the event of a breach or threatened breach of the covenants contained in the Restrictions will be difficult to determine and R2 will not have an adequate remedy at law, and therefore Client agrees that R2, in addition to seeking actual damages, may seek specific enforcement of the covenants set forth in the Restrictions in any court of competent jurisdiction, including, without limitation, by the issuance of an immediate temporary or permanent injunction, without notice and without the necessity of a bond. Client and R2 agree that the covenants in the Restrictions are reasonable, including without limitation in both the period of time, scope, and geographical area. However, should any court determine that any provision within the Restrictions are unreasonable, either in period of time, scope, or geographical area, or otherwise, the parties agree that the covenants in the Restrictions should be interpreted and enforced to the maximum extent which such court deems reasonable under applicable law. In the event of a breach by Client of any covenant set forth in the Restrictions, the term of such covenant will be extended by the period of the duration of such breach. 20. Each party represents and warrants to the other party that: (1) it is duly organized, validly existing and in good standing as a corporation or other entity as represented herein under the laws and regulations of its jurisdiction of incorporation, organization or chartering; (2) it has the full right, power and authority to enter into this SOW, to grant the rights and licenses granted hereunder and to perform its obligations hereunder; and (3) when executed and delivered by such party, this SOW will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms. 21. EXCEPT FOR THE EXPRESS WARRANTIES IN THIS SOW, R2 MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES, INCLUDING ANY (a) WARRANTY OF MERCHANTABILITY, (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (c) WARRANTY OF TITLE; OR (d) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE Statement of Work page 35 of 40