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Case 1:20-bk-12043 Doc 116-1 Filed 07/28/20 Entered 07/28/20 14:19 e <br /> Exhibit A - Engagement Agreement Page 3 of 15 <br /> e P I V-7t <br /> 3.3 Client agrees to pay Epiq for all materials necessary for performance of the Services under this <br /> Agreement (other than computer hardware and software) and any reasonable out of pocket <br /> expenses including, without limitation, transportation, long distance communications, printing, <br /> photocopying, fax,postage and related items. <br /> 3.4 Client shall pay or reimburse all taxes applicable to services performed under this Agreement <br /> and, specifically, taxes based on disbursements made on behalf of Client, notwithstanding how <br /> such taxes may be designated, levied or based. This provision is intended to include sales, use <br /> and excise taxes, among other taxes, but is not intended to include personal property taxes or <br /> taxes based on net income of Epiq. <br /> 3.5 Client shall pay to Epiq any actual charges (including fees, costs and expenses as set forth in the <br /> Pricing Schedule) related to, arising out of or resulting from any Client error or omission. Such <br /> charges may include, without limitation, print or copy re-runs, supplies, long distance phone <br /> calls, travel expenses and overtime expenses for work chargeable at the rates set forth on the <br /> Pricing Schedule. <br /> 3.6 In the event of termination pursuant to Section 2 hereof, Client shall be liable for all amounts <br /> then accrued and/or due and owing to Epiq under the Agreement. <br /> 3.7 To the extent permitted by applicable law, Epiq shall receive a retainer in the amount of$25,000 <br /> (the "Retainer") that may be held by Epiq as security for Client's payment obligations under the <br /> Agreement. The Retainer is due upon execution of this Agreement. Epiq shall be entitled to <br /> hold the Retainer until the termination of the Agreement. Following termination of the <br /> Agreement, Epiq shall return to Client any amount of the Retainer that remains following <br /> application of the Retainer to the payment of unpaid invoices. <br /> 4. Confidentiality. <br /> Client data provided to Epiq during the term of this Agreement in connection with the Services <br /> ("Client Data") shall be maintained confidentially by Epiq in the same manner and to the same level as <br /> Epiq safeguards data relating to its own business; provided, however, that if Client Data is publicly <br /> available, was already in Epiq's possession or known to it, was required to be disclosed by law, was <br /> independently developed by Epiq without use or reference to any Client Data, or was rightfully <br /> obtained by Epiq from a thud party, Epiq shall bear no responsibility for public disclosure of such <br /> data. Client agrees that Epiq shall not be liable for damages or losses of any nature whatsoever arising <br /> out of the unauthorized acquisition or use of any Client Data or other Client materials provided to Epiq <br /> in the performance of this Agreement. <br /> 5. Title to Property. <br /> 2 <br />