assemble, reverse compile or reverse engineer the
Service including any software, or otherwise attempt
to discover any Service source code or underlying
Confidential Information {as that term is defined
below). For the avoidance of doubt, Agency is not
granted any rights to distribute the TT App. Agency
will not remove or export the Service or any TT
Confidential information from the United States.
1.3 Support Obligations.
{a) As part of the Services, TT will (i) make
available through the TT App the ability of Riders to
purchase Digital Fares and, based on the then current
functionality of the TT App, to view Agency Policy
information as may be provided by Agency and {ii}
provide commercially reasonable customer support
to Agency’s Riders with respect to the functionality of
the TT AP in a manner consistent with the support
that it provides all users of the TT App and its other
transit customers.
(b} Agency shall be responsible throughout the
Term (and thereafter as stated in Section 10.3) for (i)
ensuring that the correct fare structure, including fees
and Digital Fare expiration terms are incorporated
into and/or provided through the Service, (ii)
validating that each Rider has purchased the Digital
Fare for the ride, as reflected in the TT App, at the
time of the ride, (iji} ensuring that only authorized
representatives access the web portal component of
the Service on behalf of Agency and that all such data
obtained by Agency from TT is used solely as
permitted in this Agreement for Agency's internal
purposes and in compliance with all applicable laws,
rules, and regulations, and (iv) providing all customer
support for Riders relating to Agency’s transit service,
which may include the ability to issue refunds to
Riders through the TT web portal.
Token Transit. Inc. CONFIDENTIAL
vy. 02/18/2018
1.4 Feedback information. TT seeks feedback
and evaluation from Agency on the performance of
the Service (“Feedback information’), which Agency
agrees to provide. TT may, at its sole discretion, utilize
the Feedback Information to improve or to enhance
the Service. With respect to the Feedback
Information, Agency hereby assigns to TT any
invention, work of authorship, idea, information,
feedback or know-how (whether or not patentable)
or other Feedback Information that is conceived,
learned or reduced to practice in the course of
performance under this Agreement and any patent
rights, copyrights (including moral rights; provided
that any non-assignable moral rights are waived to
the extent permitted by law), trade secret rights and
all other intellectual property rights of any kind with
respect thereto.
1.5 Retained Rights. TT retains all right, title, and
interest in and to the Service (and all other products,
works, and other intellectual property created, used,
or provided by TT for the purposes of this
Agreement).
Section 2 Confidentiality.
2.1 Confidential Information. As used herein,
“Confidential information” means all confidential
and proprietary information of a Party (“Disclosing
Party”) disclosed to the other Party (“Receiving
Party”), whether orally or in writing, that is
designated as confidentia! or that reasonably should
be understood to be confidential given the nature of
the information and the circumstances of disclosure,
including all code, inventions, know-how, business,
technical, and financial information. Rider Data
(defined below), and any non-public element of the
Service are deemed the Confidential Information of
TT without any further marking or designation
requirement. Confidential information shall not
