Earthlink 2008 Annual Report Download - page 241

describing the relationship created hereunder, either Party thereafter may make an accurate factual reference to the existence of such relationship,
without any further description, in subsequent Press Releases without obtaining prior written approval. Grounds for withholding approval of a
Press Release shall include the inclusion in any Press Release of any Confidential Information or any information relating to the economic terms
of this Agreement. Any approval required hereunder not affirmatively granted shall be deemed denied.
4.
REPRESENTATIONS AND WARRANTIES.
Each Party: (i) represents and warrants to the other Party that it has the full corporate right, power and authority to enter into the
Agreement, to grant the rights and licenses granted hereunder and to perform the acts required of it hereunder; and (ii) represents and warrants to
the other Party that the execution and performance of the Agreement by such Party does not, and will not, violate any agreement to which such
Party is a party or by which it is otherwise bound or any applicable governmental law or regulation to which it is subject; and (iii) warrants that it
shall perform its responsibilities under this Agreement in a manner that does not constitute a libel or defamation of the other Party or infringe or
violate, or constitute an infringement or misappropriation of, any United States patent of which the executive officers of such Party have actual
knowledge, copyright, trademark, trade secret, rights of publicity or privacy or other proprietary rights of the other Party or any third party; and
(iv) represents and warrants to the other Party that the execution and performance of this Agreement does not interfere with any third party rights
arising under any of the representing Party’s agreements.
TWC DOES NOT WARRANT THAT THE TWC HSS OR EARTHLINK HIGHSPEED SERVICE WILL BE PROVIDED OR
DELIVERED ERROR-FREE OR WITHOUT INTERRUPTION TO EARTHLINK (IN THE CASE OF TWC HSS) OR THE SERVICE
SUBSCRIBERS. EARTHLINK DOES NOT WARRANT THAT THE EARTHLINK HIGHSPEED SERVICE WILL BE PROVIDED OR
DELIVERED ERROR-FREE OR WITHOUT INTERRUPTION TO TWC OR THE SERVICE SUBSCRIBERS. EXCEPT AS PROVIDED IN
THIS SECTION, THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES, AND EACH PARTY EXPRESSLY DISCLAIMS
ANY OTHER EXPRESS AND IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY
AND FITNESS FOR A PARTICULAR PURPOSE.
5.
CONFIDENTIALITY.
Each Party acknowledges that Confidential Information may be disclosed to the other Party during the course of the Agreement. Each
Party agrees that it will take reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information,
during the term of the Agreement, and for a period of three years following expiration or termination of the Agreement, to prevent the
duplication or disclosure of Confidential Information of the other Party, other than by or to its employees or agents who must have access to such
Confidential Information to perform such Party’s obligations hereunder, who will each agree to comply with this section. Notwithstanding
Section 3.2 of this Exhibit C or the foregoing, either Party may issue a Press Release or disclosure containing Confidential Information without
the consent of the other Party, to the extent such disclosure is required by
C-3