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<br />disclose any such confidential information, by publication or otherwise, to any other person or <br />organization. <br /> <br />(c) CUSTOMER hereby acknowledges and agrees that all Licensed Products are <br />confidential information and proprietary to STW. In addition to other restrictions set forth <br />elsewhere in this Contract or otherwise agreed to in writing, CUSTOMER agrees to implement <br />all reasonable measures to safeguard STW's proprietary rights in Licensed Products, including, <br />without limitation, the following measures: <br /> <br />(1) CUSTOMER shall permit access to Licensed Products only to those <br />employees who require access and only to the extent necessary to perform <br />CUSTOMER's internal processing needs, except wherein the laws of the State of <br />Texas require otherwise. <br /> <br />(2) With respect to agents or third parties, CUSTOMER shall permit <br />access to Licensed Products only after STW has approved and returned a written <br />non-disclosure statement to CUSTOMER, except wherein the laws of the State <br />of Texas require otherwise and statutory time restraints do not permit the <br />procurement of such statement from STW. STW reserves the right to reasonably <br />refuse access to a third party after it has evaluated the request, unless such refusal <br />conflicts with the laws of the State of Texas relating to open records. <br />CUSTOMER agrees to provide information reasonably requested by STW to <br />assist STW in evaluating CUSTOMER's request to permit third party access to <br />Licensed Products. In addition to any other remedies, STW may recover all <br />damages and legal fees incurred in the enforcement of this provision on third <br />party access, except in those circumstances where permitted access is required <br />under the laws of the State of Texas relating to open records and CUSTOMER <br />was acting under the color of such laws. <br /> <br />(3) CUSTOMER shall cooperate with STW in the enforcement of the <br />conditions set forth in the non-disclosure statement, or any other reasonable <br />restrictions STW may specify in writing in order to permit or restrict access, <br />except wherein such conditions or restrictions are in conflict with the laws of the <br />State of Texas relating to open records. <br /> <br />(4) CUSTOMER shall not permit removal of copyright or confidentiality <br />labels or notifications from its proprietary materials. <br /> <br />11. TERMINATION <br /> <br />(a) Bv CUSTOMER: If STW fails to provide the Licensed Software as warranted in <br />accordance with the terms of this Contract, CUSTOMER may, at its option, with refund in <br />accordance with Section 6(b) hereof, terminate this Contract with ninety (90) days written notice <br />as follows: <br /> <br />8 <br />