This Consulting Agreement (this Agreement) is effective as of July 1, 2010 (the Effective Date) between ON24, Inc., with an office located at 201 3rd Street, 3rd Floor, San Francisco, CA 94103 (hereinafter referred to as the Company), and InfoHorizon, LLC, an Ohio limited liability company with offices located at 6548 Dorset Ln, Solon, OH 44139 (hereinafter referred to as the Consultant).
Article 1 Scope of Work
1.1 Services The Company hereby engages Consultant, in an independent contractor relationship, to provide services (Services) as described in one or more Statements of Work that are attached hereto or are otherwise subject to the terms of this Agreement (each a SOW). A SOW will become binding when both parties have signed it, and once signed, the Consultant will be obligated to provide the Services as specified therein.
Consultant will determine the method, details, and means of performing the Services. Consultant may, at its sole expense, use its employees and/or subcontractors, to perform the Services under this Agreement; provided, however, all such employees and subcontractors must have the necessary skills and abilities to perform the task required by the Company. Consultant shall be responsible and liable for all work performed by and all actions and inactions of any subcontractors (including any affiliates that may be used by Consultant to perform Services) that are involved in the provision of any Services pursuant to this Agreement. Consultant must promptly inform Company in writing or via email of any and all subcontractors it uses to perform Services.
b. Nondisclosure and Nonuse Obligations. Except as permitted in this Section, Consultant, as well as its employees and subcontractors, shall not use, copy, modify, disseminate or in any way disclose the Confidential Information. Consultant may use the Confidential Information solely to perform Services for the benefit of Company. Consultant shall treat all Confidential Information with the same degree of care as Consultant accords to Consultants own confidential information, but in no case shall Consultant use less than reasonable care. Consultant shall disclose Confidential Information only to those of Consultants employees and subcontractors who have a need to know such information. Consultant represents and warrants that every employee and subcontractor of Consultant (and every employee of each such subcontractor) that is directly or indirectly involved in the performance of Services
| || || || |
|Company Initial AH || ||Consultant Initial CJ || ||Page 1|