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A Misstement Is Inconsequentialat Video

Capitalized terms used and not otherwise defined herein shall have the meanings given in the Agreement. In the click of any conflict between these Terms, and any provisions of any Exhibit attached to the Engagement Letter, such Exhibit shall govern and control. All undisputed Fees due to Wiss shall be payable within ten 10 days after the date of invoice A Misstement Is Inconsequentialat as tendered by Wiss to Client. All monetary amounts referred to in this Agreement are in U.

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Wiss will bill via invoice all such Expenses at cost for reimbursement. Client agrees that it shall submit any dispute regarding billed amounts in writing including email to Wiss within ten 10 days of the invoice date, and that it may not dispute any invoice amounts after such ten 10 day period.

Otherwise, all payment disputes shall be resolved via the dispute resolution provisions of this Agreement. By executing this Agreement, Client acknowledges this fact, and agrees to indemnify Wiss for any liabilities it incurs in the event of any of the foregoing material errors, irregularities or illegal acts. Accordingly, Wiss will not express an opinion or a conclusion or provide any assurance with respect to Client financial statements. For example, if Client meets certain spending thresholds, the Wiss software may send an alert to Client with an introduction to opportunities for third party Service Provider loan services. Client understands and agrees that Wiss may receive referral fees from such third-party Service Providers in consideration of introducing Client to the Service Providers.

The financial information omits substantially A Misstement Is Inconsequentialat disclosures that are required by the modified cash basis of accounting. Either party may terminate this Agreement if the other party hereto materially breaches any of its obligations hereunder by serving notice upon the breaching party, detailing therein the nature of A Misstement Is Inconsequentialat subject breach. A waiver of any such breach shall not constitute a waiver of any succeeding breach.

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Upon fifteen 15 days advance notice, Client may request Wiss to temporarily suspend providing Services being delivered pursuant to an SOW. Wiss may further charge its own additional restart Fees at the end of the Suspension Period before Wiss will resume Services. Upon termination, any licenses granted hereunder or in an SOW shall terminate.

Any and all Confidential Information in any form or media obtained by a receiving party shall be held in confidence and shall not be copied, reproduced, or disclosed to third parties for any purpose whatsoever, except as click in connection with the obligations of the parties under this Agreement.

Each receiving party agrees that it A Misstement Is Inconsequentialat will not disclose the Confidential Information of the disclosing party to any third party except as required by law ii will take reasonable precautions to protect the confidentiality of such Confidential A Misstement Is Inconsequentialat, and iii will only use such Confidential Information go here the purposes of performing under this Agreement.

Notwithstanding the foregoing, a receiving party may disclose Confidential Information to its employees, consultants, affiliates or professional advisers who have a need to know such information for the purposes of this Agreement, provided that the party so disclosing Confidential Information shall see more responsible for compliance by such persons with the requirements of this Section.

Further, the receiving party shall disclose only the minimum amount of the Confidential Information that it is legally required to furnish and, where appropriate, will exercise its best efforts to obtain written assurances that confidential treatment will be accorded to such Confidential Information. All Client Data shall at all times remain the exclusive property of Client and shall be considered to be Client Confidential Information. Wiss shall maintain and enforce reasonable industry standard safety and physical security procedures to protect any Client Data in its possession. Such protections shall include, but not be limited to, 1 encrypting transmitted Client Data, 2 securing the computer systems and network devices upon which such Client Data A Misstement Is Inconsequentialat stored or processed, and 3 protecting against intrusions of operating systems or software.

Wiss shall monitor all applicable equipment, environments, and communication links under its control for security breaches, violations and suspicious activity, and shall promptly notify Client of such breaches, violations, and activity on a timely basis in a manner to be mutually agreed upon by the parties. Provided that Wiss satisfies A Misstement Is Inconsequentialat Client Data security provisions of Section 9. Aggregated Data may be derived from Client Data, but Aggregated Data are not considered to be PII in law, as this information will not directly or indirectly reveal identity of any individual. This Agreement shall be governed by the laws of the State of New Jersey without giving effect to its choice or conflict of law provisions. If the parties are unable to resolve the dispute through mediation within ninety 90 days from the date notice is first given from one A Misstement Is Inconsequentialat to the other as to the existence of a dispute and the demand to mediate, then they may proceed to resolve the matter by arbitration as set forth below.

Costs of any mediation proceeding shall be shared equally by all parties. The forum for arbitration shall be as provisioned in Section ]