| The Car-Part.com Web Development Guide and userId and password to the Web Development Guide and the Inventory upload procedures and filenames and userId/password to the Inventory upload procedures (referred to in this agreement as "IUPAFUID") are particularly sensitive Confidential Information of Car-Part.com, Client shall use the IUPAFUID soley for the purpose of uploading Inventory to Car-Part.com. Client shall not disclose, (except as required by law) use or permit the disclosure or use by others of the IUPAFUID for any other purpose. Client shall not use the IUPAFUID to create software or services that perform the same or similar function as any Car-Part.com products and services. Client agrees: (a) to exercise either at the least the same degree of care to safeguard the confidentiality of the IUPAFUID as Client exercises to safeguard the confidentiality of its own most important Confidential Information or a reasonable degree of care, whichever is greater;(b) to maintain agreements with its employees and agents that protect the confidentiality and proprietary rights of the Confidential Information of third parties such as Car-Part.com and instruct its employees of these requirements for the IUPAFUID; (c) restrict disclosure of the IUPAFUID to those of its employees who have a "need to know" consistent with the purpose for which such IUPAFUID was disclosed (d) not to remove or destroy any proprietary or confidential legends or markings placed upon the IUPAFUID; and (e) not to disclose the IUPAFUID to any web hosting provider, software developer, or Yard Management System provider Client agrees that the terms of the Agreement between Client and Car-Part.com specified above apply. Please Enter Your UserId and Password from The Registration Form. |