116-83 City - RITA - Xerox agreement

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modifications into the System. After December 31, 1989, should Lakewood desire to utilize any modifications or enhancements thereafter developed by RITA, Lakewood shall pay therefor its pro-rata share of the then-current charges charged by RITA to independent third parties. 6. Ail data furnished to RITA by Lakewood shall be the sole property of Lakewood. Upon termination of this Agreement for any rea- son, RITA shall return Lakewood's data in its current machine readable form within ten (10) business days following the termination date, Lakewood shall pay therefor a sum equal to RITA's normal processing rates for preparing a machine readable magnetic tape or tapes containing Lakewood's data. RITA ACKNOWLEDGES THAT LAKEWOOD's DATA IS ESSENTIAL TO PERFORMANCE OF ITS GOVEKNMENTAL FUNCTIONS AND THEREFOKE, THE RETURN OF LAKEWOOD's DATA IS NOT CONDITIONED UPON PERFORMANCE OF LAKEWOOD's OBLI- GATIONS HEREUNDER, OTHER THAN LAKEWOOD's OBLIGATION TO PAY FOR THE DIRECT COST OF PREPARATION OF LAKEWOOD's DATA TAPE OR TAPES. RITA shall treat Lakewood's data as confidential and shall safeguard it to the same extent as it safeguards its own confidential data. 7. During the term of this Agreement, Lakewood will acquire proprietary information regarding RITA's business, including any en- hancements or modifications to the System. Lakewood shall treat RITA's information as confidential and shall safeguard it to the same extent as it safeguards its own confidential information. 8. RITA is not responsible for the accuracy of any data supplied by Lakewood for input into the System. Lakewood agrees to maintain all back-up material and data necessary to provide the ability to reconstruct its files in the event such files are lost or destroyed. -5-