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1.7 Confidentiality. The Parties acknowledge that in the course of performing the responsibilities under this Agreement, they each may be exposed to or acquire information that is proprietary to or confidential to the other party or its affiliated companies or their clients. Any and all information of one party in any form obtained by the other Party or its employees, agents or representatives in the performance of this Agreement shall be deemed to be confidential and proprietary information of such party. The Parties agree to hold such information in strict confidence and not to copy, reproduce, sell, assign, license, market, transfer, give, or otherwise disclose such information to third parties or to use such information for any purposes whatsoever, without the express written permission of the other Party, other than for the provision of services of their employees, agents, and representatives. All such confidential and proprietary information described herein and any deliverable provided hereunder, in whatever form, are hereinafter collectively referred to as "Confidential Information." The Parties shall use their reasonable efforts to assist each other in identifying and preventing any unauthorized use or disclosure of any Confidential Information. Without limitation of the foregoing, the Parties shall use reasonable efforts to advise each other immediately in the event that either learns or has reason to believe that any person who has had access to Confidential Information has violated or intends to violate the terms of this Agreement, and will reasonably cooperate in seeking relief against any such person. The confidentiality obligations of the Parties shall not extend to information that is, as of the time of its disclosure, or thereafter becomes part of the public domain through a source other than receiving Party; was known to the receiving party as of the time of its disclosure; o~ is independently developed by a third party not under a confidentiality obligation to the providing Paxty; or is required to be disclosed pursuant to court order or government, or by State law as applied to Agency as a governmental entity, whereupon the disclosing party shall provide notice to the other Party prior to such disclosure. 1.8 Notices. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To Agency: City of Paris Attn: City Manager P. O. Box 9037 Paris, TX 75461-9037 Phone: 903-784-9202 Fax: 903-785-8519 E-mail: Lawright~ 1 Stamet. Com To Provider: CONTRACT ADMINISTRATOR Accela, Inc. 701 Gateway Blvd., Ste. 151 So. San Francisco, CA 94080-7009 Form.AA.3/27/01 5