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(c) Each party grants to the other a non-exclusive, non-transferable (other than as provided in Section 6.1 hereof), limited license to use the other pat1y's Trademarks as is reasonably necessary to perform its obligations under this Agreement, provided that any promotional materials containing the other par1y's trademarks shall be subject to the prior written approval of such other pal1y, which approval shall not be unreasonably withheld. (d) Neither par1y shall use the other party's Trademarks in a manner that disparages the other par1y or its products or services, or p0l1rays the other party or its products or services in a false, competitively adverse or poor light. Each party shall comply with the other pal1y's requests as to the use of the other pal1y's Trademarks and shall avoid any action that diminishes the value of such Trademarks. 4.3 Security of Data. Granicus, Inc. will take commercially reasonable efforts to protect and control access to Client Content. However, Granicus, Inc. makes no guarantee and assumes no liability for the security of any of Client Content or other data provided to Granicus, Inc., including any of Client Content or data placed on any servers including "secure servers." Client will be responsible for the creation and protection of username and password. In no event shall Granicus, Inc. be liable for any direct, indirect or other damages arising out of any breach of security or otherwise. 5. MANAGED SERVICES FEES 5.1 Payment of Maintenance Fees (a) Section 1.3. Client agrees to pay Granicus the Managed Services Fees as outlined III 5.2 Cancellation of Managed Service Plan (a) Cancellation of the Client's Managed Services will also result in the immediate termination of the Client's Media Management Software license as described in Section 2.1. 6. CONFIDENTIAL INFORMA TION & OWNERSHIP. 6.1 Disclosure. Except to the extent necessary as contemplated by this Agreement, each party agrees not to disclose any Confidential Information to any person and agrees to use its best efforts to prevent inadver1ent disclosure of any Confidential Information to any person. Without limiting the generality of the preceding sentence, each party agrees to treat the Confidential Information of the other party with at least the degrec of care that such par1y treats similar information of its own. Each party may disclose such Confidential Information to a COU/1 or other governmental authority to the extent that such disclosurc is required by governmental order or by law; provided that the receiving party shall (i) notify the disclosing party in writing of such required disclosure as soon as reasonably possible prior to such disclosure, specifying in detail the reasons why such disclosure is required, (ii) use its commercially reasonable efforts at its expense to cause such disclosed Confidential Infon11ation to be treated by such governmental authority as trade secrets and as confidential, and (i i i) use its commercially reasonable efforts at its expense to obtain such other protective orders and protections with respect thereto as the disclosing party may reasonably request. 6.2 Use. Each party agrees not to use any Confidential Information tor any purpose 4 Version 3.9.8