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products or services,marketing plans, financial documents or data,processes and designs, and the terms,but not the existence of, this Agreement. Written Confidential Information must be marked as "confidential" or"proprietary." Oral Confidential Information must be designated as confidential at the time of disclosure and reduced to a written summary and marked"confidential" or"proprietary" within 10 days of the oral disclosure. Each party shall use the Confidential Information of the other party solely in the performance of its obligations under this Agreement, treat as confidential all Confidential Information of the other party, and not disclose such Confidential Information, except to authorized employees of the receiving party or its affiliates, its legal counsel and accountants (provided that the receiving party contractually obligates them to a duty of confidentiality no less restrictive that the duty imposed by this Section 8.1 and that the receiving party shall remain jointly and severally liable for any breach of confidentiality by such parties). Without limiting the foregoing, each of the parties shall treat the other parry's Confidential Information with at least the same degree of care it uses to prevent the disclosure of its own Confidential Information,but in no event less than reasonable care. Each party shall promptly notify the other party of any actual or suspected misuse or unauthorized disclosure of the other party's Confidential Information. Upon expiration or termination of this Agreement, each party shall return all tangible copies of any Confidential Information received from the other party. 8.2 Exclusions. Confidential Information shall not include information that the recipient can prove: (i) was generally available to the public at the time the recipient received the information from the disclosing party, (ii)was known to the recipient,without restriction,at the time of disclosure by the disclosing party,(iii)is disclosed with the prior written approval of the disclosing party, (iv)was independently developed by the recipient without any use of the Confidential Information, (v) becomes known to the recipient, without restriction, from a source other than the disclosing party without a duty of confidentiality to the disclosing party, or(vi) is disclosed in response to an order or requirement of a court, administrative agency, or other governmental body, a subpoena, or by the rules of a securities market or exchange on which the disclosing party's securities are traded; provided, however, that(a)the receiving party must provide prompt advance notice of the proposed disclosure to the disclosing party, and (b) any Confidential Information so disclosed shall otherwise remain subject to the provisions of this Section 8. The burden of proof in establishing that any Confidential Information is subject to any of the foregoing exceptions shall be borne by the receiving party. 8.3 Use of Customer Name. Customer grants E Team a limited,nonexclusive,worldwide right during the Term to use the name(s) of Customer solely to publicize the existence of the business relationship established by this Agreement. 9. Limited Warranty. 9.1 Software Warranties (a) E Team warrants for a term of ninety (90) days from the date of shipment of Software that the Software will materially conform to the functional specifications described in the Specifications and User Manuals. (b) E Team's sole obligation under this warranty shall be, at E Team's discretion, to repair or replace any defective Software media to enable the Software to materially conform to the Specifications and User Manuals. If E Team is unable to repair or replace the Software so that it materially conforms to the Specifications, then E Team shall, upon Licensee's written request for termination of this Agreement, refund the license fee paid by Licensee to E Team. (c) E Team shall have no obligation under this warranty if the Software has been(i)used other than in accordance with this Agreement or the Specifications and User Manuals;(ii)modified by a party other than E Team, or (iii) combined with hardware or software not identified in the Specifications as being compatible with the Software. (d) THE REMEDIES SET FORTH IN THIS SECTION 9.1 ARE THE SOLE AND EXCLUSIVE REMEDIES FOR BREACH OF THE WARRANTIES GIVEN BY E TEAM UNDER THIS SECTION 9.1. Livermore Pleasanton Fire Department Contract 07-12-02 5