Common use of Confidentiality Clause in Contracts

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges 19.1 The Parties acknowledge that during negotiations and understands meetings with each other for the purpose of concluding and/or carrying out their obligations in terms of this Agreement, either Party may gain access to Confidential Information that any may be of a secret and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product developmentconfidential nature, which is disclosed not available in the public domain. 19.2 The Parties hereby agree to hold and retain such Confidential Information in the strictest confidence without limiting the afore going, whether orally, visually or in computer language or by reason of inspection of documentation or other or is otherwise obtained by matter, to prevent any copying thereof other than for the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets purpose of the ownernegotiations and to release it only to such properly authorized directors, and is of great value and importance to Employees or third Parties requiring such information for the success purpose of the owner’s business. Each party agrees that should it come into possession provision of Proprietary Information, it will use its best efforts the Goods and/or Services or this Agreement. 19.3 The Parties further agree not to hold disclose such information in confidence and shall refrain from using, disclosing or distributing Confidential Information to any such information except (i) person whomsoever other than as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary to their Employees [which shall include any Directors, Agents, Professional Advisors and/or Service Providers so as to enable the Parties to consider whether or not to enter into further negotiations or a formalized business relationship. 19.4 Before revealing such Confidential Information shall not include information to any such Employees, Agents, Professional Advisors and/or Service Providers, the Parties undertake to procure that the Employees, Agents, Professional Advisors and/or Service Providers sign a party to similar confidentiality undertakings no less onerous than those contained in this Agreement can clearly establish was (a) known in favour of the of the designated person and that they are aware of the confidential nature of the information being made available to the party prior them. 19.5 The Parties undertake to ensure that their employees will observe and comply with their confidentiality obligations contained in this Agreement; (b) rightfully acquired , whether or not they remain employees. 19.6 The Parties will not directly or indirectly use for their benefit or the benefit of any other person any Confidential Information other than for the purposes contemplated in this Agreement unless any part of such information is or becomes public knowledge and is in the public domain by reason of becoming public property other than through and act or omission on the party from third parties whom the party reasonably believes are not under an obligation part of confidentiality to the other party Party restrained in terms of this Agreement or the Employees, Agents, Professional Advisors and/or Service Providers, the Parties undertake to procure that the Employees, Agents, Professional Advisors and/or Service Providers contemplated in this Agreement; (c) placed in public domain without fault of Clause, or such Confidential Information as the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Parties are able to show came lawfully into their possession from a third Party lawfully possessing such Confidential Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain 19.7 For the sole property purpose of the Trust and the Recordkeeper and afore going disclosures made which are specific, e.g. design practices or techniques, shall not be disclosed deemed to be within the afore going exceptions merely because they are encompassed by general disclosures which are generally available to the public or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance other Party’s possession; any combination of their respective duties and responsibilities under features shall not be deemed to be within such exception merely because individual features thereof are generally available to the public or in other Party’s possession. 19.8 The Parties acknowledge that: 19.8.1 The aforesaid Confidential Information is being made available solely for the purpose of this Agreement and except for servicing no other purpose whatsoever, and informational mailings relating to that such Confidential Information would not have been made available but for this undertaking: and 19.8.2 For the Funds purpose of this undertaking “Confidential Information” shall without detracting from the general meaning, include letters, telexes, telefaxes, Agreements, formulae, processes and manufacturing methods, inventions or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, patents whether actual or proposed and whether in writing or otherwise or any information that is or may be of their affiliates from utilizing the names value to any of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementus whether directly or indirectly. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. 13.1 Each party acknowledges will use reasonable efforts to prevent the disclosure of the other’s Confidential Information to third parties and understands that any its employees who do not have a need to know it, but may disclose it for confidentiality-protected financial, legal, compliance and/or tax reviews, advice, disclosures and all technical, trade secretaudits, or business to the extent compelled by process of law, provided that the original disclosing party is given advance written notice of such unless such notice is prohibited by law. 13.2 Except as expressly set forth in a writing mutually entered into by the parties, all Confidential Information remains the disclosing party’s property. Upon the disclosing party’s request, all Confidential Information (other than materials that have been licensed to the recipient and with respect to which the recipient is in full compliance with its obligations under the Agreement) will be destroyed or returned to the disclosing party. 13.3 Confidentiality obligations under the Agreement with respect to data values stored in or processed by computers, individually identifiable information, includingPersonal Data, without limitationcustomer records/lists, financial informationfinancial/account records, employee records, medical/health records, business or marketing strategies or plans or product developmentplans, software in human-readable form (e.g., source code), data models, and diagnostic tools will continue indefinitely. Otherwise, confidentiality obligations under the Agreement will end 3 years after the date of disclosure. 13.4 Either party may disclose Confidential Information to its Affiliates subject to the confidentiality terms of the Agreement and to its contractors which is disclosed are not direct competitors to the other or is otherwise obtained party, which have a need to know the Confidential Information related to performance under the Agreement, and which agree in writing to confidentiality obligations consistent with the Agreement. Customer may also disclose ▇▇▇▇ Confidential Information to Customer’s consultants solely to support Customer’s Internal Use of Products, provided that the consultants are not direct competitors to ▇▇▇▇ with respect to the Products at issue and they agree in writing to be bound by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets terms of the ownerAgreement, including their intellectual property and is of great value and importance to the success of the owner’s businessconfidentiality provisions. Each party agrees that should it come into possession will be deemed an intended third party beneficiary of Proprietary Information, it will use its best efforts to hold any such information in confidence agreement and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in have the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party right to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationdirectly enforce it. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. (a) Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to Party shall maintain the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term terms of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information Lease in confidence and shall refrain from usingnot disclose any information concerning the terms, disclosing performance or distributing administration of this Lease to any other Person; provided that a Party may disclose such information: (i) to any of such Party’s Group, (ii) to any prospective member of such Party’s Group, (iii) to any actual or prospective purchaser of all or a portion of such Party’s interest in the Facility and (iv) to any Person providing or evaluating a proposal to provide financing to the recipient Party or any direct or indirect owner of such Party; provided in each case that the recipient Party shall provide to each Person to which disclosure is made a copy of this Section 6.1 and direct such Person to treat such information confidentially, and the recipient Party shall be liable for any breach of the terms of this Section 6.1 by such Persons to which it makes any such disclosure. The foregoing restrictions will not apply (A) to information that is or becomes generally available to the public otherwise than as a result of disclosure by the recipient Party, (B) to information that is already in, or subsequently comes into, the recipient Party’s possession, provided that the source of such information was not, to the recipient Party’s knowledge, obligated to keep such information confidential, (C) to information that is required to be disclosed pursuant to Law or stock exchange rules and regulations or is otherwise subject to legal, judicial, regulatory or self-regulatory requests for information or documents or (D) subject to Section 6.1(b) below, to the tax structure or tax treatment of the transaction. (b) Each Party may disclose to any and all Persons, without limitation of any kind, the tax treatment and tax structure of the transaction, provided, however, that any such information except (i) as is required to be kept confidential to the extent necessary to comply with any applicable securities laws. The tax structure and tax treatment of the transaction includes only those facts that may be necessary relevant to understanding the purported or claimed U.S. federal and state income tax treatment or tax structure of the transaction and, to eliminate any doubt, therefore specifically does not include information that either reveals or standing alone or in the ordinary course aggregate with other information so disclosed tends of performing itself to reveal or allow the services and recipient of the information to ascertain the identity of any parties involved in any of the transactions contemplated by this Agreement; (ii) with Lease or the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party documents to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; be delivered in connection herewith. (c) placed If any Party is required to disclose any information required by this Section 6.1 to be maintained as confidential in public domain without fault of a judicial, administrative or governmental proceeding, such Party shall give the party or its affiliates; or other Party at least 10 Days’ prior written notice (d) independently developed unless less time is permitted by the party without reference or reliance upon Proprietary Information. B. All informationapplicable proceeding) before disclosing any such information in any said proceeding and, in making such disclosure, the Party required to disclose the information shall disclose only that portion thereof required to be disclosed and shall cooperate with the other Party in the other Party’s attempts to seek to preserve the confidentiality thereof, including “nonpublic personal information” as that term is defined in Regulation S-P, relating if such Party seeks to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for obtain protective orders and/or any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementintervention. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each The parties agree that the recipient of any non-public, confidential or proprietary information of the other party acknowledges and understands that (including without limitation, information concerning any and all technical, trade secret, or business information, purchaser of any securities issued by the Grayscale Investment Product (each a “Beneficiary”) (including, without limitation, financial the identity of such Beneficiary, the fact that such Beneficiary is the beneficial owner of any Digital Assets, any information concerning its securities or cash positions, any banking or other relationships between Trust Company and such Beneficiary or any information from which any such information could be derived by a third party), the contents of any document or other information (including, without limitation, any information relating to, or transactions involving, Digital Assets, trade secrets or other confidential commercial information), business or marketing strategies or plans or product developmentand information with respect to profit margins, which is disclosed and profit and loss information) and information relating to the other party’s business operations or is otherwise obtained by business relationships or pursuant to this Agreement, including without limitation the other, its affiliates, agents or representatives during the term of this Agreement pricing schedule (the “Proprietary Confidential Information”) is confidential will not disclose such Confidential Information to any third party except to such party’s officers, directors, agents, employees, consultants, contractors and proprietary, constitutes trade secrets professional advisors who needs to know the Confidential Information for the purpose of assisting in the performance of the ownerAgreement and who are informed of, and is agree to be bound by obligations of great value confidentiality no less restrictive than those set forth herein, and importance to the success of the owner’s businesswill protect such Confidential Information from unauthorized use and disclosure. Each party agrees shall use any Confidential Information that should it come into possession receives pursuant to or in connection with this Agreement solely for performance of Proprietary Informationthis Agreement, it will use its best efforts to hold such information in confidence and no other purpose. Confidential Information shall refrain from using, disclosing or distributing not include any such information except (i) as may be necessary in information that is or becomes generally publicly available through no fault of the ordinary course of performing the services and transactions contemplated by this Agreement; recipient, (ii) information that the recipient obtains from a third party (other than in connection with this Agreement) that, to recipient’s best knowledge, is not bound by a confidentiality agreement prohibiting such disclosure; (iii) information that is independently developed or acquired by the recipient without the use of Confidential Information provided by the disclosing party; (iv) disclosure with the prior written consent of the other disclosing party; or (iiiv) as disclosures which are required by applicable law, rule or regulation. Notwithstanding the foregoing, each party may disclose Confidential Information of the other party to the extent required by a court of competent jurisdiction or governmental authority or otherwise required by law; provided, however, the party making such required disclosure shall first notify the other party (to the extent legally permissible) and shall afford the other party a reasonable opportunity to seek confidential treatment if it wishes to do so, except that no such notification shall be required for disclosure pursuant to request or regular or routine inspection by a governmental or regulatory agency. For the purposes of this Agreement, no affiliate of either party shall be considered a third party; provided that such party causes such affiliate to undertake the obligations in this section. All documents and other tangible objects containing or representing Confidential Information and all copies or extracts thereof or notes derived therefrom that are in the possession or control of recipient shall be and remain the property of the disclosing party and shall be promptly returned to the disclosing party or destroyed, each upon the disclosing party’s request; provided, however, notwithstanding the foregoing, the recipient may retain one (1) copy of Confidential Information if (a) required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; regulation, or (b) rightfully acquired retained pursuant to a bona fide and consistently applied document retention policy or regular backup of data storage systems; provided, further, that in either case, any Confidential Information so retained shall remain subject to the confidentiality obligations of this Agreement. For the avoidance of doubt, the parties acknowledge that the existence and terms of this Agreement are Confidential Information, but subject to Section 4.1.2, this Agreement may be disclosed by the party from third parties whom Client to investors or the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or as required by its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the investment activities. Trust and the Recordkeeper and Company shall not be disclosed to contact or used by communicate with any Beneficiary concerning the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities services provided under this Agreement and without the prior written consent of Client, except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreementlaw, legal process or regulation.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) Except as required by law or judicial processregulation, each Party promises that while any Services are being provided and for three years after, it will use the other Party’s Confidential Information only for purposes of the Agreement or a Contract, as applicable, not disclose it to third parties except as provided below, and protect it from disclosure using the same degree of care it uses for its own Confidential Information (but no less than a reasonable degree of care). Proprietary Such a Party may disclose the other Party’s Confidential Information shall not include information to its employees, agents, CPE and/or Software financing sources, suppliers and subcontractors (including professional advisors and auditors), and to those of its Affiliates, who have a need to know and who are bound to protect it from unauthorized use and disclosure under the terms of a written agreement at least as protective of Verizon as these Master Terms. In any case, a Party is responsible for the treatment of Confidential Information by any third party to this Agreement can clearly establish was (a) known whom it discloses it under the preceding sentence. In addition, information, whether or not Confidential Information, may be disclosed by a receiving Party as may be required or authorized by applicable law, rule, regulation, or lawful process provided that the receiving Party, to the party prior extent practicable and permitted by applicable law, rule, regulation or lawful process, first notifies the disclosing Party in order to this Agreement; (b) rightfully acquired by permit the party from third parties whom disclosing Party to seek protective arrangements. Confidential Information remains the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and disclosing Party and, upon written request of the Recordkeeper and shall not disclosing Party, must be disclosed to returned or used by the Trustdestroyed. If there is a breach or threatened breach of this confidentiality provision, the Recordkeeperdisclosing Party may be entitled to specific performance and/or injunctive or other equitable relief as a non-exclusive remedy. This clause does not prevent a Party from announcing the existence of the terms of the Agreement or a Contract internally (e.g., or their affiliates for any purpose except in to its employees and Affiliates). In the performance event the Parties have signed a separate confidentiality agreement which applies to Services the terms of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating clause will take precedence over that agreement to the Funds or as permitted by Rule 15 extent of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementinconsistency. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. a. Each party acknowledges Party (on its own behalf and understands that on behalf of any person present for it at the Mediation) and the Mediator agree in relation to all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is information disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives them during the term of this Agreement Mediation, including the preliminary steps: i. To keep that information confidential (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) save only as may be necessary in required to report to the ordinary course of performing court as to whether or not the services matter has been resolved and transactions contemplated by this Agreement; (ii) with to professional advisers, insurers, the written consent of the other party; Revenue or (iii) as required by law). ii. Not to disclose that information except to a Party or a representative of that Party participating in the Mediation or if compelled by law or judicial processto do so. iii. Proprietary Information shall not include Not to use that information for a party to this Agreement can clearly establish was (a) known to purpose other than the party prior to this Agreement; (b) rightfully acquired by Mediation. iv. That the party from third parties whom the party reasonably believes are not under an obligation of confidentiality herein contained shall bind the Parties, all those attending on their behalf and the Mediator whether or not such confidential information is or later comes to be in the public domain. v. That no permanent transcript shall be made during the Mediation and no notes taken by the Parties during the Mediation or any other evidence concerning the conduct of the Mediation will be adduced in evidence in any subsequent proceedings between the Parties in connection with the Dispute. b. The Parties and the Mediator agree that whatever is said, done or written by or on behalf of any of them in or in connection with the Mediation will be and will remain subject to “without prejudice” or negotiation privilege so long as that privilege applies. c. All documents (which includes anything upon which evidence is recorded, including tapes and computer discs) or other information produced for, or arising in relation to the Mediation will be privileged and not be admissible in evidence or disclosable in any litigation or arbitration connected with the Dispute except any documents or other party to this Agreement; (c) placed information which would in public domain without fault any event, whether or not the Mediation had taken place, have been admissible or disclosable in any such litigation or arbitration. d. None of the party Parties will call the Mediator as a witness, consultant, arbitrator, advocate or its affiliates; expert in any litigation or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined arbitration in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating relation to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementDispute. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services Services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law law, regulatory requirement or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is in defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper Financial Intermediary and shall not be disclosed to or used by the Trust, the RecordkeeperFinancial Intermediary, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 8 B shall not prohibit the RecordkeeperFinancial Intermediary, the Funds, or any of their affiliates from utilizing the names of Participants Customers for any purpose if the names are obtained in any manner other than from Recordkeeper Financial Intermediary pursuant to this Agreement. C. If applicable, Recordkeeper Financial Intermediary will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges 18.1. The Parties acknowledge that during negotiations and understands meetings with each other for the purposes of concluding and/or carrying out their obligations in terms of this Agreement, either Party may gain access to Confidential Information that any may be of a secret and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product developmentconfidential nature, which is disclosed not available in the public domain. 18.2. The Parties hereby agree to hold and retain such Confidential Information in the strictest confidence without limiting the aforegoing, whether orally, visually or by reason of inspection of documentation or other or is otherwise obtained matter, to prevent any copying thereof by whatever method and not to make use thereof other than for the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets purpose of the ownernegotiations and to release it only to such properly authorised directors, and is of great value and importance to employees or third parties requiring such information for the success purpose of the owner’s businessnegotiations. 18.3. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts The Parties further agree not: 18.3.1. to hold disclose such information in confidence and shall refrain from using, disclosing or distributing Confidential Information to any such information except (i) person whomsoever other than as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial processto their employees (which shall include any directors) agents, professional advisors and/or Supplier or Service Providers so as to enable the parties to consider whether or not to enter into further negotiations or a formalised business relationship. Proprietary Before revealing such Confidential Information shall to any such employees, agents, professional advisors and/or Supplier or Service Providers, the Parties undertake to procure that the employees, agents, professional advisors and/or Supplier or Service Providers sign a similar undertaking in favour of the designated person and that they are aware of the confidential nature of the information being made available to them. The Parties undertake to ensure that their employees will observe and comply with their obligations in respect thereof, whether or not include they remain employees; 18.3.2. directly or indirectly to use for their benefit or the benefit of any other person such Confidential Information other than for the purposes contemplated in this clause unless any part of such information a party to this Agreement can clearly establish was (a) known to is or becomes public knowledge and in the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault by reason of becoming public property other than through an act or omission on the part of the party restrained in terms of this Agreement or its affiliates; the employees, agents, professional advisors and/or Supplier or (d) independently developed by Service Providers contemplated in this clause, and such Confidential Information as the parties are able to show came lawfully into their possession from a third party without reference or reliance upon Proprietary lawfully possessing such Confidential Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain . For the sole property purposes of the Trust and the Recordkeeper and aforegoing: 18.3.2.1. disclosures made which are specific, e.g. design practices or techniques, shall not be disclosed deemed to be within the aforegoing exceptions merely because they are encompassed by general disclosures which are generally available to the public or used by are in our possession; 18.3.2.2. any combination of features shall not be deemed to be within such exception merely because individual features thereof are generally available to the Trust, public or are in our possession. 18.4. The Parties acknowledge that the Recordkeeper, or their affiliates aforesaid Confidential Information is being made available to either party solely for any the purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing no other purpose whatsoever, and informational mailings relating to that such information would not have been made available but for this undertaking; and 18.5. For purposes of this undertaking “information” shall without detracting from the Funds general meaning include letters, telexes, telefaxes, agreements, formulae, processes and manufacturing methods, inventions or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, patents whether actual or proposed and whether in writing or otherwise or any information that is or may be of their affiliates from utilizing the names value to any of Participants us whether directly or indirectly. This undertaking shall remain valid for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions a period of this Section 7 shall survive 5 (FIVE) years after the termination of this AgreementAgreement for whatever reason.

Confidentiality. A. 7.1 All parties agree that, all materials, documents, communications and other information obtained in the negotiation, execution or performance of this Agreement, the Equity Transfer Agreement, and the Assets Transfer Agreement, whether commercial, technical or in any other form (“Confidential information"), shall be strictly kept confidential and used only for the performance of the obligations under this Agreement, the Equity Transfer Agreement, and the Assets Transfer Agreement. Unless the other parties consent in writing, none of the parties shall release, leak or disclose any Confidential Information to any third party. 7.2 Each party acknowledges may disclose the Confidential Information in the following circumstances: (1) where the laws, court orders or the competent courts with jurisdiction require, and understands that any such disclosure may be conducted only within such requirement; (2) where the competent authority or government department requires; (3) where such Confidential Information has been known to the general public; (4) where such Confidential Information was owned duly and all technical, trade secret, legally by the disclosing party rather obtained from the other party before the disclosing party obtains it; (5) the information is required to be disclosed subject to the applicable laws or business information, including, without limitation, financial information, business the rules or marketing strategies provisions of a stock exchange or plans or product development, which securities governing authority; and (6) the information is disclosed by each party to its legal or financial consultant relating the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term transaction of this Agreement (Agreement, the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the ownerEquity Transfer Agreement, and is of great value the Assets Transfer Agreement, and importance to this legal or financial consultant shall comply with the success of confidentiality set forth in this Section 7. However, for the owner’s business. Each circumstances aforesaid, where any party agrees that should it come into possession of Proprietary discloses the Confidential Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in inform the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent other parties of the other party; or (iii) as required by law or judicial process. Proprietary Confidential Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationbe disclosed. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner 7.3 Nonetheless other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7, each party shall have the right to disclose the Confidential Information to its lawyer, accountant, other professional consultants, directors or senior officers; such personnel shall undertake in writing to treat such information as Confidential Information by taking the measures similar to those provided in 7.1 of this Section. 7.4 The disclosure of the Confidential Information by staff or employed institution of any party shall be deemed as the disclosure of such Confidential Information by such party, and such party shall bear the liabilities for breaching the agreement. 7.5 This Section 7 shall survive the termination of whatever this AgreementAgreement is invalid, amended, revoked, terminated or unable to implement by any reason.

Confidentiality. A. Each party acknowledges and understands that 10.1 Neither of the parties shall use or disclose any and all technical, trade secret, or business information, including(whether verbal or in writing or in any other media) which it obtains in the course of this Agreement which relates to the Training or any other information the parties, without limitationacting reasonably, financial information, business identify as being confidential or marketing strategies or plans or product development, which is disclosed any information relating to the other party’s marketing or is otherwise obtained by the otherbusiness development, business operations, associations, transactions, financial arrangements or in relation to any of its affiliates, agents or representatives during the term of this Agreement other activities (the “Proprietary Confidential Information”) is confidential and proprietaryeach party shall treat the other party’s Confidential Information as confidential. 10.2 Such Confidential Information or any part thereof may only be disclosed to, constitutes trade secrets reproduced or used by persons (such as employees, advisers, sub-contractors or agents) authorised to receive such Confidential Information who need to know the same for the purposes of the owner, and is of great value and importance to the success of the owner’s businessperforming obligations under this Agreement. Each party agrees shall procure that should it come into possession such persons are made aware of Proprietary Information, it will use its best efforts to hold such information and comply with substantially similar obligations of confidentiality and non-disclosure as set out in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; . The disclosing party shall be responsible for any breach of such obligations. 10.3 Clause 10.1 shall not apply to the disclosure of Confidential Information to the extent that it is: (ii1) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party by any governmental or other regulatory authority acting within the scope of its powers to this Agreement can clearly establish was be disclosed; (a2) becomes part of the public domain through no fault of the receiving party; (3) known to the receiving party prior to this Agreement; (b) rightfully acquired the disclosure by the disclosing party without an obligation to keep such Confidential Information confidential; (4) subsequently obtained by the receiving party from a third parties whom the party reasonably believes are not under an without breach of any obligation of confidentiality owed to the other party to this Agreement; (c) placed in public domain without fault of the any third party or its affiliates; or the disclosing party; (d5) independently developed by the receiving party or a company within the receiving party’s group without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination breach of this Agreement; or (6) approved for public release by the disclosing party and the disclosing party shall give prior written notification of such disclosure to the other party where practicable. 10.4 Both parties agree that monetary damages would be an insufficient remedy in the event that either party is in breach of this Clause 10 and so the disclosing party will be entitled to seek any legal remedy or relief to prevent any breach, or anticipated breach, by the receiving party. This right shall be in addition to the disclosing party’s other rights in law or in equity. 10.5 Each party shall indemnify the other party against any loss, damages, costs, expenses or other claims arising from its breach of clauses 10.1 and/or 10.2.

Confidentiality. A. Each (a) Neither party acknowledges and understands that shall disclose any and all technical, trade secret, information not of a public nature concerning the business or business informationproperties of the other party which it learns as a result of negotiating or implementing this Agreement, including, without limitation, the terms and conditions of this Agreement, Customer names, Cardholder personal or Account information, sales volumes, test results, and results of marketing programs, Plan reports generated by Bank, trade secrets, business and financial information, source codes, business methods, procedures, know-how, computer software and computer systems (including software licensed from third parties) and other information of every kind that relates to the business of either party except to the extent disclosure is required by Applicable Law, is necessary for the performance of the disclosing party's obligation under this Agreement, or marketing strategies or plans or product developmentis agreed to in writing by the other party; provided that: (i) prior to disclosing any confidential information to any third party, which is disclosed the party making the disclosure shall give notice to the other or is otherwise obtained by party of the other, its affiliates, agents or representatives during nature of such disclosure and of the term fact that such disclosure will be made; and (ii) prior to filing a copy of this Agreement with any governmental authority or agency, the filing party will consult with the other party with respect to such filing and shall redact such portions of this Agreement which the other party requests be redacted, unless, in the filing party's reasonable judgment based on the advice of its counsel (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets which advice shall have been discussed with counsel of the ownerother party), and the filing party concludes that such request is inconsistent with the filing party's obligations under Applicable Laws. Neither party shall acquire any property or other right, claim or interest, including any patent right or copyright interest, in any of great value and importance the systems, procedures, processes, equipment, computer programs and/or information of the other by virtue of this Agreement. Neither party shall use the other party's name for advertising or promotional purposes without such other party's written consent. (b) The obligations of this Section, shall not apply to any information: (i) which is generally known to the success trade or to the public at the time of such disclosure; or (ii) which becomes generally known to the owner’s business. Each trade or the public subsequent to the time of such disclosure; provided, however, that such general knowledge is not the result of a disclosure in violation of this Section; or (iii) which is obtained by a party agrees from a source other than the other party, without breach of this Agreement or any other obligation of confidentiality or secrecy owed to such other party or any other person or organization; or (iv) which is independently conceived and developed by the disclosing party and proven by the disclosing party through tangible evidence not to have been developed as a result of a disclosure of information to the disclosing party, or any other person or organization which has entered into a confidential arrangement with the non-disclosing party. (c) If any disclosure is made pursuant to the provisions of this Section, to any Affiliate or third party, the disclosing party shall be responsible for ensuring that should it come into possession of Proprietary Information, it will use its best efforts to hold such Affiliate or third party keeps all such information in confidence and that any third party executes a confidentiality agreement provided by the non-disclosing party. Each party covenants that at all times it shall refrain from using, disclosing or distributing any such information except (i) as may be necessary have in the ordinary course place procedures designed to assure that each of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of its employees who is given access to the other party; or (iii) as required by law or judicial process's confidential information shall protect the privacy of such information. Proprietary Information shall not include information a Each party to acknowledges that any breach of the confidentiality provisions of this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality it will result in irreparable damage to the other party and therefore in addition to this Agreement; (c) placed in public domain without fault any other remedy that may be afforded by law any breach or threatened breach of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property confidentiality provisions of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds may be prohibited by restraining order, injunction or as permitted by Rule 15 other equitable remedies of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. court. The provisions of this Section 7 shall will survive the termination or expiration of this Agreement.

Confidentiality. A. Section 3.1 Each party Party acknowledges that in connection with its performance under this Agreement, it may gain access to confidential material and understands information that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed proprietary to the other Party. Unless otherwise required by applicable law, each Party agrees: (a) to hold such material and information in strict confidence and not make use thereof other than for performance under or is otherwise obtained by the other, its affiliates, agents or representatives during the term enforcement of this Agreement (or the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets operation of the ownerreceiving Party’s business; (b) to reveal such material and information only to those employees, advisors and contractors requiring such information in connection with the performance of the Services or the operation of the receiving Party’s business only after such employees, advisors or contractors agree to be bound by this confidentiality provision; and (c) not to reveal such material and information to any third person, except as necessary in connection with the performance or evaluation of the Services or the operation of the receiving Party’s business, and is of great value and importance then only to the success extent that such persons agree to be bound by the confidentiality obligations set forth herein. Section 3.2 Notwithstanding the provisions of Section 3.1, a Party may disclose confidential information it has received from the other Party where required in any legal proceedings or by any governmental authority having jurisdiction, but in such event, the receiving Party will provide the disclosing Party with prompt prior notice so that the disclosing Party may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement. In the event that the disclosing Party is unable to obtain such protective order or other appropriate remedy, the receiving Party will furnish only that portion of the owner’s business. Each party agrees that should confidential information which it come into possession is advised by a written opinion of Proprietary Informationits counsel is legally required, it and will use give the disclosing Party written notice of the information to be disclosed as far in advance as practicable, and will exercise its best efforts to hold such obtain a protective order or other reliable assurance that confidential treatment will be accorded the confidential information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationso disclosed. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 3.3 This confidentiality provision shall survive for a period of two (2) years following the expiration or termination of this Agreement.

Confidentiality. A. Each party acknowledges The terms and understands that conditions of this Agreement, the Services, the Costs and the Performance Fees (and any and all technical, trade secret, other related materials or business information provided by Service Provider to Customer) are Service Provider’s confidential information, includingregardless of whether they are marked as confidential, without limitation, financial information, business proprietary or marketing strategies or plans or product development, which is disclosed to otherwise. The personal data provided by Customer in the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term context of this Agreement (and any other related materials or information provided by Customer to Service Provider) are Customer’s confidential information, regardless of whether they are marked as confidential, proprietary or otherwise. During the “Proprietary Information”Term, the Parties shall (a) is keep such confidential information strictly confidential in a manner that each Party protects its own confidential or proprietary information of a similar nature (and with no less than reasonable care); and (b) not disclose such confidential information to any third party other than each Party’s partners, vendors, assignees, purchasers, investors, lenders, lessors, and financial or legal consultants that have a need to know such information and have agreed in writing to keep such information confidential and proprietary, constitutes trade secrets not disclose such confidential information. consistent with the terms of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with . Notwithstanding the written consent of foregoing, the other party; or (iii) either Party may disclose confidential information as required by law or judicial process. Proprietary Information shall not include information by order of a party to this Agreement can clearly establish was court of competent jurisdiction, provided that, in such event, (ai) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to such Party will provide the other party Party with prompt notice of such obligation and permit the other Party an opportunity to this Agreementtake legal action to prevent or limit the scope of such disclosure; and (cii) placed in public domain without fault such Party will furnish only that portion of the party or its affiliates; or (d) independently developed other Party’s confidential information which the Party is advised by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term counsel is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust legally required and the Recordkeeper Parties will exercise commercially reasonable efforts to obtain assurance that confidential treatment will be accorded to such confidential information. Additionally, notwithstanding the foregoing, Service Provider acknowledges and shall not agrees that Customer is or intends to become a U.S. publicly traded company and may be disclosed required to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under disclose this Agreement and except for servicing and informational mailings relating its related terms in order to comply with applicable securities laws, including its disclosure obligations under the Funds or U.S. Securities Exchange Act of 1934, as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementamended. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each a. Customer and Cisco acknowledge that they may each obtain Confidential Information in connection with these Terms of Sale and their relationship. The receiving party acknowledges shall at all times keep in trust and understands that confidence all such Confidential Information, and may use such Confidential Information solely for the purpose of furtherance of the business relationship between the parties as provided in these Terms of Sale. b. Notwithstanding the above, Cisco shall be authorized to disclose Customer’s Confidential Information to contractors or employees of a Cisco entity who have a legitimate business need to have access to such information. c. Upon termination or expiration of these Terms of Sale (for any reason and at any time), the receiving party shall if so requested, immediately cease use of and return to the disclosing party or destroy all technicalConfidential Information (including all copies thereof) in the receiving party’s possession, trade secretcustody, or business informationcontrol, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed provided that the receiving party may keep archival copies for regulatory purposes and to enforce its rights and subject to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term obligations of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance confidentiality herein. d. This Section 9 shall not apply to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except which: (i) as may be necessary in has entered the ordinary course public domain except where such entry is the result of performing the services and transactions contemplated by this Agreementreceiving party’s breach of these Terms of Sale; (ii) with was rightfully in the written consent receiving party’s possession prior to disclosure under these Terms of the other partySale; or (iii) is obtained by the receiving party on a non-confidential basis from a third party who has the right to disclose such information to the receiving party. e. The receiving party will be authorized to disclose Confidential Information as may be required by applicable law pursuant to a valid order issued by a court or judicial process. Proprietary Information shall not include information government agency or relevant regulatory authority (including a stock exchange), provided that the receiving party to this Agreement can clearly establish was provides: (ai) known prior written notice to the disclosing party prior of such obligation; and (ii) the opportunity to this Agreement; (b) rightfully acquired by the oppose such disclosure. f. Nothing in these Terms of Sale will prohibit either party from third parties whom the party reasonably believes developing or having developed for it products, concepts, systems or techniques that are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed similar to or used compete with the products, concepts, systems or techniques contemplated by or embodied in the TrustConfidential Information provided that such party does not violate any of its obligations under these Terms of Sale in connection with such development. In addition, the Recordkeeper, or their affiliates either party shall be free to use for any purpose except the residuals resulting from access to or work with such Confidential Information, provided that such party shall maintain the confidentiality of the Confidential Information as provided herein. The term “residuals” means information in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating non-tangible form which may be retained by persons who have had access to the Funds Confidential Information, including ideas, concepts, know-how or as permitted techniques contained therein, provided such Confidential Information is not expressly incorporated in a tangible form provided by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementdisclosing party. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed The Contractor agrees to protect the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets confidentiality of the ownerCommonwealth’s confidential information. The Commonwealth agrees to protect the confidentiality of Contractor’s confidential information. In order for information to be deemed confidential, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior claiming confidentiality must designate the information as “confidential” in such a way as to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality give notice to the other party to (notice may be communicated by describing the information, and the specifications around its use or disclosure, in the SOW). Neither party may assert that information owned by the other party is such party’s confidential information. The parties agree that such confidential information shall not be copied, in whole or in part, or used or disclosed except when essential for authorized activities under this Agreement; (c) placed Contract and, in public domain without fault the case of disclosure, where the recipient of the party or its affiliates; or (d) independently developed confidential information has agreed to be bound by confidentiality requirements no less restrictive than those set forth herein. Each copy of such confidential information shall be marked by the party without reference making the copy with any notices appearing in the original. Upon termination or reliance upon Proprietary Information. B. All informationcancellation of this Contract or any license granted hereunder, including “nonpublic personal information” as that term is defined in Regulation S-P, relating the receiving party will return to Participants is and shall remain the sole property disclosing party all copies of the Trust confidential information in the receiving party’s possession, other than one copy, which may be maintained for archival purposes only. Both parties agree that a material breach of these requirements may, after failure to cure within the time frame specified in this Contract, and at the Recordkeeper discretion of the non-breaching party, result in termination for default pursuant to Section 23.c (DEFAULT), in addition to other remedies available to the non-breaching party. Insofar as information is not otherwise protected by law or regulation, the obligations stated in this Section do not apply to information: a. Already known to the recipient at the time of disclosure; b. Independently generated by the recipient and shall not derived from the information supplied by the disclosing party; c. Known or available to the public, except where such knowledge or availability is the result of unauthorized disclosure by the recipient of the proprietary information; d. Disclosed to the recipient without a similar restriction by a third party who has the right to make such disclosure; or e. Required to be disclosed to or used by the Trustrecipient by law, the Recordkeeperregulation, court order, or their affiliates for other legal process. There shall be no restriction with respect to the use or disclosure of any purpose except ideas, concepts, know- how, or data processing techniques developed alone or jointly with the Commonwealth in connection with services provided to the performance of their respective duties and responsibilities Commonwealth under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementContract. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial processprocess or as requested by any governmental agency or regulatory authority. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference to, or reliance upon upon, Proprietary Information. In the event that a party (“disclosing party”) is requested or required by law to disclose any Proprietary Information, the disclosing party shall provide the other party (“non-disclosing party”) with prompt written notice, unless notice is prohibited by law, of any such request or requirement so that the non-disclosing party may seek a protective order or other appropriate remedy; provided that no such notification shall be required in respect of any disclosure to any governmental agency or regulatory authority having jurisdiction over the disclosing party or its affiliates. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants shareholders of the Funds who are Customers is and shall remain the sole property of the Trust Funds and the Recordkeeper Financial Intermediary and shall not be disclosed to or used by the TrustFunds, the RecordkeeperFinancial Intermediary, JPMDS, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 VII B shall not prohibit the RecordkeeperFinancial Intermediary, the Funds, JPMDS, or any of their affiliates from utilizing the names of Participants Customers, for any purpose if the names are obtained in any manner other than from Recordkeeper Financial Intermediary pursuant to this Agreement. C. If applicable, Recordkeeper Financial Intermediary will deliver the Trust’s Funds’ privacy policy as required by Regulation S-P. D. The provisions of this Section 7 VII shall survive the termination of this Agreement.

Confidentiality. A. 20.1 Each party acknowledges and understands that shall maintain as confidential any and all technicalinformation furnished or disclosed to one party by the other party, trade secretwhether disclosed in writing, visually, or business informationorally, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed relating to the other or is otherwise obtained by business of the otherdisclosing party, its affiliatescustomers, agents or representatives during employees, and/or its patients, the term of quotation and this Agreement (the “Proprietary Information”) is confidential and proprietaryits terms, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s businessincluding its pricing terms. Each party agrees shall use the same degree of care to protect the confidentiality of the disclosed information as that should it come into possession party uses to protect the confidentiality of Proprietary Informationits own information, it will use but in no event less than a reasonable amount of care. Each party shall disclose such confidential information only to its best efforts employees having a need to hold know such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in to perform the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent . The disclosing party maintains exclusive ownership of the confidential information which it discloses to the receiving party, and a receiving party shall be responsible for the breach of these confidentiality terms by any of its representatives or other party; or (iii) as required by law or judicial processperson to whom it may disclose the confidential information. Proprietary Information The obligation to maintain the confidentiality of such information shall not include extend to information a party to this Agreement can clearly establish was that (a) known is or becomes generally available to the party prior to public without violation of this Agreement; Agreement or any other obligation of confidentiality or (b) rightfully acquired is lawfully obtained by the receiving party from a third parties whom the party reasonably believes are not under an obligation without any breach of confidentiality to the other party to this Agreement; (c) placed in public domain without fault or violation of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. law. Notwithstanding the foregoing, this Section 7 B shall not prohibit in the Recordkeeperevent that the receiving party is required by law to disclose any confidential information to a court, government department/agency, or regulatory body, the Fundsreceiving party may so disclose, provided that it shall, to the extent permitted by applicable law, first inform the disclosing party of the request or any of their affiliates requirement for disclosure to allow an opportunity for the disclosing party to apply for an order to prohibit or restrict such disclosure. Moreover, nothing set forth herein shall prohibit Customer from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as disclosing confidential information required by Regulation S-P. D. The provisions of this Section 7 shall survive state or federal open records laws, to the termination of this Agreementextent disclosed in compliance with the rules and procedures applicable thereto, including notifying Philips and providing Philips an opportunity to argue certain information may be exempt as a trade secret, if applicable thereunder.

Confidentiality. A. Each party acknowledges a. The State’s obligation to maintain the confidentiality of the contractor’s confidential information provided to the State under the Contract is conditioned upon and understands subject to the State’s obligations under the New Jersey Public Records Act, N.J.S.A. 47:1A-1 et seq., (“OPRA”), the New Jersey common law right to know, and any other lawful document request or subpoena. b. By virtue of the Contract, the parties may have access to information that any and all technical, trade secret, or business is confidential to one another. The parties agree to disclose only information that is required for the performance of their obligations under the Contract. The contractor’s confidential information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the extent not expressly prohibited by law, shall consist of all information clearly identified as confidential at the time of disclosure (“Contractor Confidential Information”). Notwithstanding the previous sentence, the contractor acknowledges the terms and pricing of the Contract are subject to disclosure under OPRA, the New Jersey common law right to know, and any other lawful document request or is otherwise obtained subpoena. c. The State’s Confidential Information shall consist of all information or data in any form whatsoever supplied by the otherState, its affiliates, agents any information or representatives during data gathered by the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets contractor in fulfillment of the owner, Contract and is of great value and importance to the success any analysis thereof (whether in fulfillment of the ownerContract or not). d. A party’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Confidential Information shall not include information a party to this Agreement can clearly establish was that: (a) known is or becomes a part of the public domain through no act or omission of the other party, except that if the information is personally identifying to a person or entity regardless of whether it has become part of the public domain through other means, the other party prior must maintain full efforts under the Contract to this Agreementkeep it confidential; (b) rightfully acquired was in the other party’s lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from third parties whom the party reasonably believes are not under an obligation of confidentiality disclosing party; (c) is lawfully disclosed to the other party to this Agreement; (c) placed in public domain by a third party without fault of restriction on the party or its affiliatesdisclosure; or (d) is independently developed by the party without reference or reliance upon Proprietary Informationother party. B. All e. The parties agree to hold each other’s Confidential Information in confidence, using at least the same degree of care in doing so that it uses to protect its own confidential information. f. In the event that the State receives a request for Contractor Confidential Information related to the Contract pursuant to a court order, including “nonpublic personal information” subpoena, lawful document request or other operation of law, the State agrees, if permitted by law, to provide the contractor with as that term much notice, in writing, as is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust reasonably practicable and the Recordkeeper State’s intended response to such request. The contractor shall take any action it deems appropriate to protect its documents and/or information. g. In addition, in the event the contractor receives a request for State Confidential Information pursuant to a court order, subpoena, or other operation of law, the contractor shall, if permitted by law, provide the State with as much notice, in writing, as is reasonably practicable and the contractor’s intended response to such request. The State shall take any action it deems appropriate to protect its documents and/or information. Notice to the State shall not be disclosed relieve the contractor of its obligation to or used by take action to protect such information if the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance contractor is aware of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating a legal reason to the Funds or as permitted by Rule 15 of Regulation S-P. do so. h. Notwithstanding the foregoing, requirements of nondisclosure described in this Section 7 B shall not prohibit 5.17, either party may release the Recordkeeperother party’s Confidential Information (i) if directed to do so by a court or arbitrator of competent jurisdiction, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper (ii) pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.a lawfully issued subpoena or other lawful document request,

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial processprocess or as requested by any governmental agency or regulatory authority. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference to, or reliance upon upon, Proprietary Information. In the event that a party (“disclosing party”) is requested or required by law to disclose any Proprietary Information, the disclosing party shall provide the other party (“non-disclosing party”) with prompt written notice, unless notice is prohibited by law, of any such request or requirement so that the non-disclosing party may seek a protective order or other appropriate remedy; provided that no such notification shall be required in respect of any disclosure to any governmental agency or regulatory authority having jurisdiction over the disclosing party or its affiliates. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust Funds and the Recordkeeper Financial Intermediary and shall not be disclosed to or used by the TrustFunds, the RecordkeeperFinancial Intermediary, JPMDS, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 VIII B shall not prohibit the RecordkeeperFinancial Intermediary, the Funds, JPMDS, or any of their affiliates from utilizing the names of Participants Participants, for any purpose if the names are obtained in any manner other than from Recordkeeper Financial Intermediary pursuant to this Agreement. C. If applicable, Recordkeeper Financial Intermediary will deliver the Trust’s Funds’ privacy policy as required by Regulation S-P. D. The provisions of this Section 7 VIII shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges 11.1 Client and understands the Coinbase Entities each agree that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except with respect to: (i) as may be necessary in any non-public information regarding Client’s use of or Coinbase’s performance of the ordinary course Prime Services, including but not limited to any technical issues, errors, omissions, delays, or services interruptions, regardless of performing the services whether such issues, errors, omissions, delays, or service interruptions were experienced or caused by Client or Coinbase; and transactions contemplated by this Agreement; (ii) any non-public, confidential, or proprietary information of the other Party, including the existence and terms of this Coinbase PBA, the other Party’s business operations or business relationships (including the Coinbase Entities’ fees), (collectively, “Confidential Information”), it (a) will not disclose such Confidential Information except to such party’s officers, directors, agents, employees, and professional advisors who need to know such Confidential Information for the purpose of assisting in the performance of this Coinbase PBA and who are informed of, and agree to be bound by, obligations of confidentiality no less restrictive than those set forth herein and (b) will protect such Confidential Information from unauthorized use and disclosure. 11.2 Each Party shall use any Confidential Information that it receives solely for purposes of (i) exercising its rights and performing its duties under the Coinbase PBA and (ii) complying with any applicable laws, rules, and regulations; provided that, the Coinbase Entities may use Confidential Information for (1) risk management and (2) to develop, enhance, and market their products and services. Confidential Information shall not include any (w) information that is or becomes generally publicly available through no fault of the recipient, (x) information that the recipient obtains from a third party (other than in connection with this Coinbase PBA) that, to the recipient’s best knowledge, is not bound by a confidentiality agreement prohibiting such disclosure, (y) information that is independently developed or acquired by the recipient without the use of Confidential Information provided by the disclosing party, or (z) disclosure with the prior written consent of the disclosing Party. 11.3 Notwithstanding the foregoing, each Party may disclose Confidential Information of the other partyParty to the extent required by a court of competent jurisdiction or governmental authority or otherwise required by law; provided, however, the Party making such required disclosure shall first notify the other Party (to the extent legally permissible) and shall afford the other Party a reasonable opportunity to seek confidential treatment if it wishes to do so and will consider in good faith reasonable and timely requests for redaction. For purposes of this Section, no affiliate of Coinbase shall be considered a third party of any Coinbase Entity, and the Coinbase Entities may freely share Client’s Confidential Information among each other and with such affiliates. All documents and other tangible objects containing or representing Confidential Information and all copies or extracts thereof or notes derived therefrom that are in the possession or control of the receiving Party shall be and remain the property of the disclosing Party and shall be promptly returned to the disclosing Party or destroyed, each upon the disclosing Party’s request; provided, however, notwithstanding the foregoing, the receiving Party may retain one (iii1) as copy of Confidential Information if (a) required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; regulation or (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper retained pursuant to this Agreementan established document retention policy. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term (a) In furtherance of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets performance of the ownerduties and obligations arising under this Agreement, each party may make Confidential Information available to the other. During the Term of this Agreement and for a period of three (3) years thereafter, (i) neither Party will use for its own benefit or the benefit of any other person or entity any Confidential Information of the other Party; and (ii) each Party will use all reasonable care, but in no event less care than it takes to protect its own Confidential Information of similar importance, to protect the Confidential Information of the other Party from unauthorized use, disclosure and publication. (b) The Parties acknowledge that each Party’s Confidential Information is a valuable, special, and is of great value and importance to the success unique asset of the ownerrespective Party’s business. Each party agrees Party hereby further acknowledges that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence Confidential Information is the sole and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent exclusive property of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to respective Party, absolutely and forever, and the other party Party agrees not to this Agreement; use, copy, disclose, make available or divulge such Confidential Information to any person, firm, corporation, association, or other entity for any reason or purpose whatsoever. (c) placed in public domain without fault Each of VeriChip and Company respectively assumes full liability hereunder for the actions, statements and representations of its employees, officers, agents and representatives; and agrees to inform each of them of the party or provisions of this Section 7 and enforce its affiliates; or provisions against each of them. (d) independently developed The Parties mutually agree that the rights protected by this Section 7 are unique and not adequately protected or compensated for by liquidated damages. In the event of a breach, the harmed Party shall be entitled to obtain injunctive relief against the breaching party without reference and otherwise enjoin the breaching party from the use or reliance upon Proprietary dissemination of such Confidential Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. (e) The provisions of this Section 7 shall survive the termination or expiration of this Agreement as provided above. (f) The Parties agree that all property of one Party that is in the possession of the other Parties at the time of termination of this Agreement, including without limitation, all designs, schematics, documents, reports, manuals, memoranda, computer print-outs, customer lists, and Confidential Information shall be immediately returned to the Parties providing such information.

Confidentiality. A. 1. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process, or as requested by any governmental agency or regulatory authority. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference to, or reliance upon upon, Proprietary Information. In the event that a party (“disclosing party”) is requested or required by law to disclose any Proprietary Information, the disclosing party shall provide the other party (“non-disclosing party”) with prompt written notice, unless notice is prohibited by law, of any such request or requirement so that the non-disclosing party may seek a protective order or other appropriate remedy; provided that no such notification shall be required in respect of any disclosure to any governmental agency or regulatory authority having jurisdiction over the disclosing party or its affiliates. B. 2. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is shareholders of the Funds who are customers of Financial Intermediary are and shall remain the sole property of the Trust Funds and the Recordkeeper Financial Intermediary and shall not be disclosed to or used by the TrustFunds, the RecordkeeperFinancial Intermediary, JPMDS, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B G shall not prohibit the RecordkeeperFinancial Intermediary, the Funds, JPMDS, or any of their affiliates from utilizing the names of Participants customers of Financial Intermediary for any purpose if the names are obtained in any manner other than from Recordkeeper Financial Intermediary pursuant to this Agreement. C. 3. If applicable, Recordkeeper Financial Intermediary will deliver the Trust’s Funds’ privacy policy as required by Regulation S-P. D. 4. The provisions of this Section 7 G shall survive the termination of this Agreement.

Confidentiality. A. a. It is understood that, in the performance of Services hereunder, a Servicing Party may have access to private or confidential information of a Receiving Party (for purposes of this Section 11, the “Disclosing Party”) and the Disclosing Party’s employees and customers. Each party acknowledges Servicing Party shall keep, and understands that have its employees, agents and subcontractors keep, any and all technicalprivate or confidential information of the Disclosing Party strictly confidential and to use such information only for the purpose of providing the Services or as otherwise agreed to by the Disclosing Party. Each Servicing Party acknowledges and agrees that in the event of a breach or threatened breach of the provisions of this Section, trade secretthe Disclosing Party will have no adequate remedy in money or damages and, accordingly, shall be entitled to an injunction against such breach. However, no specification in this Agreement of a specific legal or business informationequitable remedy shall be construed as a waiver or prohibition against any other legal or equitable remedies in the event of a breach of any provision of this Agreement. The Servicing Party shall not provide any private or confidential information of the Disclosing Party to unaffiliated third parties pursuant to an administrative or judicial subpoena, includingsummons, search warrant or other governmental order without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed providing prior notice to the other or is Disclosing Party, unless otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required provided by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationcourt order. B. All information, including “nonpublic b. Each Servicing Party agrees that confidential information includes all non-public personal information” information (as that term is defined in Regulation STitle V of the ▇▇▇▇▇-P▇▇▇▇▇-▇▇▇▇▇▇ Act of 1999 (“GLBA”) or any successor federal statue, and the rules and regulations thereunder, all as may be amended from time to time) and other non-public information regarding the Disclosing Party’s customers (collectively, “Customer Information”). Each Servicing Party agrees as follows with respect to Customer Information: (i) the Servicing Party shall exercise a standard of care in the protection of Customer Information which is consistent with all applicable laws, rules and regulations; (ii) the Servicing Party shall use and maintain Customer Information only as necessary for the purpose of providing the Services for which the Customer Information was disclosed and only in accordance with applicable law, rule or regulation of any jurisdiction relating to Participants disclosure or use of Customer Information; (iii) shall not use any Customer Information in any manner prohibited by Title V of GLBA; and (iv) the Servicing Party will implement and maintain an appropriate written information security program, the terms of which shall meet or exceed all applicable legal and regulatory requirements. In the event that a Servicing Party learns or has reason to believe that Customer Information of a Disclosing Party has been disclosed or accessed by an unauthorized person: (i) it shall immediately give notice of such event to the Disclosing Party and cooperate with the Disclosing Party and the relevant Regulatory Authorities in the event of litigation or a regulatory inquiry concerning the disclosure and (ii) it shall immediately take appropriate steps to ensure that any disclosure of, or unauthorized access to, Customer Information does not continue and shall inform the Disclosing Party of steps taken to address the cause of the disclosure. c. Each Servicing Party’s obligations and agreements under this Section 11 shall not apply to any information supplied that: (i) was known to the receiving party prior to the disclosure by the other; (ii) is or becomes generally available to the public other than by breach of this Agreement; or (iii) otherwise becomes lawfully available on a nonconfidential basis from a third party who is not under an obligation of confidence to the other party. d. Upon termination of this Agreement, or upon the Disclosing Party’s written request, the Servicing Party shall promptly return to the Disclosing Party confidential information of the Disclosing Party, including Customer Information, which is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementDisclosing Party. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. The parties agree, both during the Term of this Agreement and for a period of two years after termination of this Agreement, but in no event less than ten (10) years from the Effective Date, to hold each other’s Proprietary or Confidential Information in strict confidence. The parties agree not to make each other’s Proprietary or Confidential Information available in any form to any third party or to use each other’s Proprietary or Confidential Information for any purpose, other than the implementation of and as specified in this Agreement and other than use by Client in its business. Each party acknowledges agrees to take all reasonable steps to ensure that Proprietary or Confidential Information of either party is not disclosed or distributed by its employees, agents or consultants in violation of the provisions of this Agreement. Each party’s Proprietary or Confidential Information shall remain the sole and understands exclusive property of that party. Each party expressly agrees to include, maintain, reproduce and perpetuate all notices or markings on all copies of all tangible media comprising each party’s Proprietary or Confidential Information in the manner in which such notices or markings appear on such tangible media or in the manner in which either party may reasonably request. The provisions of this Section 5 shall survive termination or expiration of this Agreement for any reason. For the purposes of this section, “Proprietary or Confidential Information” shall mean knowledge and all technical, trade secret, or business informationinformation not generally known in the industry which provides a competitive advantage, including, without limitation, research and development programs, formulas, know-how, forecasts, sales and marketing methods, financing sources, customer and mailing lists, customer usages and requirements, financial information and all other confidential information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance data. Neither party shall have any obligation with respect to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except Confidential Information which: (i) as may be necessary in is or becomes generally known to the ordinary course public by any means other than a breach of performing the services and transactions contemplated by this Agreementobligations of a receiving party; (ii) with was rightly received by the written consent of receiving party from a third party after the date hereof, (iv) is independently developed by the receiving party without reference to information derived from the other party; and (v) subject to disclosure under court order or (iii) as required by law or judicial other lawful process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “"Proprietary Information”") is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s 's business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is in defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 6 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 6 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any 17.2.1 The TSO shall safeguard the confidentiality of commercially sensitive information in compliance with the relevant regulations. 17.2.2 This Agreement and all technicalinformation obtained hereunder by one Party from the other Party shall be treated as confidential. If, trade secretand only to the extent that, such disclosure is required for the proper performance of their operations or business work in relation to this Agreement, such confidential information may be disclosed to employees, agents, contractors, consultants, the customers, sellers of the Natural Gas, Balancing Operator and other Network Users. In such case, such disclosing Party shall cause its employees, agents, contractors, consultants, customers, sellers of the Natural Gas and Other Network Users to treat the information in accordance with the provisions with regard to confidentiality. The Parties shall exercise due precaution to avoid improper disclosures of confidential information. For clarification, includingthe Electronic Data Platforms of the TSO and the Balancing Operator will not exchange information. 17.2.3 A Party shall not disclose confidential information to any third party without the prior written consent of the other Party unless such disclosure is reasonably required in connection with a bona fide assignment of an interest in this Agreement, the borrowing of funds, obtaining of insurance, sale of securities and/or in connection with required reporting and applications to relevant governmental agencies, including amongst others the CREG. However, Parties may, without limitationsuch consent, financial informationdisclose confidential information obtained hereunder to their Affiliated Company(ies), business or marketing strategies or plans or product development, which provided that such disclosure is disclosed subject to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term first paragraph of this Agreement (Article 17.2. In such case, the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance disclosing Party shall ensure that its Affiliated Company shall execute written undertakings as to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts confidentiality. 17.2.4 This confidentiality obligation under this Article 17.2 shall not apply to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except information: (i) which is publicly available at the time it is made available to the receiving Party or subsequently becomes generally available to the public other than as may be necessary in a result of (improper) disclosure or other act or omission by the ordinary course receiving Party or any of performing the services its employees, representatives, contractors, consultants, customers, sellers of Natural Gas and transactions contemplated by this Agreement; other Network Users, or otherwise contrary to its confidentiality obligations; (ii) with which was available (as can be demonstrated by its written records) to the receiving Party, any of its employees, representatives, contractors, consultants, customers, sellers of Natural Gas and other Network Users, prior to the supply of such confidential information by the other Party, and which is free of any restrictions as to its use for disclosure; or, (iii) which the relevant Party is required by law, regulation, court order or by the requirements of any regulatory or other authority to disclose. In case of such disclosure, the disclosing Party must immediately inform the other Party. 17.2.5 With the exception of Article 17.2.4, where disclosure is made to any third party, appropriate safeguards shall be made by the disclosing Party as a prerequisite to such disclosure to prevent said third party from making any further disclosure of such information without the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary InformationParties. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 6.1 During the term of this Agreement and following termination hereof both parties undertake to keep confidential the Confidential Information received from the other party (the “Proprietary Informationdisclosing party”) is confidential and proprietaryundertake not to use the same other than to enable it to perform its obligations under this Agreement. Accordingly, constitutes trade secrets the parties shall not in any manner, directly or indirectly transmit, reveal, disclose, cause to be disclosed, publish, distribute, copy or make available any such Confidential Information to any party except those of the owner, and is of great value and importance receiving party’s employees who need access to the success Confidential Information to enable it to carry out its obligations in accordance with the terms of this Agreement. In the event of such disclosure the Customer will obtain from such employees duly binding agreements to maintain in confidence the information to be disclosed to the same extent at least as the Customer is so bound hereunder. 6.2 The foregoing obligations will not apply if and to the extent that: (a) the receiving party clearly establishes that the Confidential Information was already known to it at the time of receipt from the disclosing party; or (b) the Confidential Information subsequently comes lawfully into the possession of the owner’s business. Each receiving party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain good faith from using, disclosing or distributing any such information except a third party; or (ic) as may be necessary the Confidential Information is in the ordinary course public domain other than through breach of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or or (d) independently developed the Confidential Information is required to be disclosed by governmental, statutory, regulatory or judicial body and even then any such disclosure shall be subject to the confidentiality obligations prescribed by the party without reference or reliance upon Proprietary Informationrelevant form. B. All information, including “nonpublic personal information” 6.3 Without limitation to clauses 6.1 or 6.2 Customer agrees to notify the Company in writing of any suspected or known breach of the obligations under this clause as that term is defined in Regulation S-P, relating to Participants is soon as it becomes aware of such breach and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to implement such security procedures it uses for its own Confidential Information which it protects against unauthorised disclosure, appropriation or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementuse. C. If applicable, Recordkeeper will deliver 6.4 For the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination purposes of this Agreement, Confidential Information means all information of a confidential nature or which is commercially sensitive or of a secret nature including information contained in or embodied in any software (such as the structure, sequence organisation and screen presentation), this Agreement, the specifications, and user manuals and all information relating to any and all aspects of the financial and business and operations of the disclosing party whether such information is marked as confidential or not. Such information may be expressed in any form including but not limited to orally.

Confidentiality. A. Each party acknowledges Terminal Operator shall keep the confidentiality of commercially sensitive information in compliance with the relevant regulations and understands that any with its internal guidelines. This LTL and all technicalinformation obtained hereunder by one Party from the other Party shall be treated as confidential. If, trade secretand only to the extent that, such disclosure is required for the proper performance of their operations or work in relation to this LTL, such confidential information may be disclosed to employees, agents, contractors, consultants, customers, and other Terminal Users. In such case, such disclosing Party shall cause its employees, agents, contractors, consultants, customers, and other Terminal Users to treat the information in accordance with the provisions with regard to confidentiality. The Parties shall exercise due precaution to avoid improper disclosures of confidential information. No Party shall disclose confidential information to any third party without the prior written consent of the other Party except where such disclosure of such information is reasonably required in connection with a bona fide assignment of an interest in this LTL, the borrowing of funds, obtaining of insurance, sale of securities and in connection with required reports and applications to relevant governmental agencies. However, the Client or the Terminal Operator may without such consent release information obtained hereunder to an Affiliated Company, provided that such release of information is required for such Party's proper performance under this LTL and subject to the first paragraph of this GC. In such case, such releasing Party shall ensure that its Affiliated Company shall execute written undertakings as to confidentiality. This confidentiality obligation shall not apply to information: 1) which is publicly available at the time it is made available to the receiving Party or subsequently becomes generally available to the public other than as a result of disclosure or other act or omission by the receiving Party or any of its employees or otherwise contrary to its obligations of confidentiality; or 2) which was available (as can be demonstrated by its written records) to the receiving Party or to any of its employees, prior to the supply of such confidential information by the other Party, and which is free of any restrictions as to its use for disclosure; or 3) which the relevant Party is required by law, or business information, including, without limitation, financial information, business regulation or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents requirements of any regulatory authority or representatives during the term other authority to disclose. Where disclosure is made to any third party appropriate safeguards shall be made as a prerequisite to such disclosure to prevent said third party from making any further disclosure of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with without the written consent of the other party; or (iii) as required by law or judicial processParties. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule This GC 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 LTL shall survive the expiry or termination of this AgreementLTL for five (5) years.

Confidentiality. A. Each party acknowledges and understands that In particular, the following shall be considered confidential Information: any and all technical, trade secret, quotation or business informationproposal from TEHTRIS and any request from the User; by default, including, without limitation, financial information, business or marketing strategies or plans or product development, which any information concerning the TEHTRIS Solutions and the TEHTRIS Service generally that is disclosed to not in the other or is otherwise obtained public domain; any information designated in writing as confidential by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets one of the ownerParties; any information relating to deliverables, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Informationservices, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing organizations or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent activities of the other party; Party or (iii) as required by law a third party and, more generally, any information of a financial, technical or judicial processcommercial nature. Proprietary Notwithstanding the foregoing, neither Party shall have any obligation with respect to confidential Information shall not include information a party to this Agreement can clearly establish was (a) known to that: has fallen or will fall into the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without through no fault of the party or its affiliatesreceiving Party; or (d) is independently developed by the receiving Party; is legitimately known to the receiving Party prior to disclosure by the other Party; would legitimately be received from a third party without reference not subject to an obligation of confidentiality; would be required to be disclosed by law or reliance upon Proprietary Information. B. All informationby order of a judicial or administrative authority lawfully entitled to require such disclosure, including “nonpublic personal information” as provided, however, that term is defined in Regulation S-P, relating the Party required to Participants is and shall remain disclose the sole property information has given prior notice to the other Party. Each of the Trust and Parties undertakes: to keep strictly confidential any confidential Information that has come to its knowledge in the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in course of the performance of their respective duties the Agreement; not to disclose the confidential Information of the other Party to any third party or service provider, other than employees or agents with a need to know; to use the confidential Information of the other Party only for the purpose of exercising its rights and responsibilities fulfilling its obligations under the Agreement; inform the other Party as soon as possible in the event of a breach of the confidentiality obligation arising from this Agreement and except to assist the other Party in determining the causes of and persons responsible for servicing such breach; return all copies of documents and informational mailings relating media containing other Party’s confidential Information, immediately upon termination of the Agreement, regardless of the cause, or undertake to destroy them, with the exception of the Agreement and the associated quotations; ensure compliance with these obligations by its personnel and by any employee or third party who may be involved in any capacity whatsoever in the context of the Agreement The obligations of the Parties with respect to the Funds or confidential Information shall remain in effect for the duration of the Agreement and for so long after its termination as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoinginformation concerned remains confidential to the disclosing Party and, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant event, for a period of five (5) years after the term or termination of the Agreement. User and its Third-Party service providers, if any, shall not, during the performance of the Agreement and for a period of two (2) years after the termination of the Agreement, publish or distribute to third parties any test results or usage results of the TEHTRIS Solutions, benchmarking or competitive analyses involving the TEHTRIS Service, except after obtaining TEHTRIS' written consent. TEHTRIS reserves the right to use results or reports obtained through the TEHTRIS Service for its own internal or external publications and use, subject to compliance with this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 15.1. During the term of this Agreement and for a period of five years from the date of its expiration or termination (the “Proprietary including all extensions thereof), each party agrees to maintain in strict confidence all Confidential Information”) is confidential and proprietary. Neither party shall, constitutes trade secrets without prior written consent of the ownerother party, use the other party's Confidential Information for any purpose other than for the performance of its duties and obligations, and is the exercise of great value and importance to the success of the owner’s businessits rights, under this Agreement. Each party agrees that should shall use, and shall cause all authorized recipients of the other party's Confidential Information to use, the same degree of care to protect the other party's Confidential Information as it come into possession of Proprietary uses to protect its own Confidential Information, it will use but in any event not less than a reasonable degree of care. 15.2. Notwithstanding Section 15.1, either party may disclose the Confidential Information of the other party to: (a) its best efforts employees and the employees, directors and officers of its Affiliates as necessary to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by implement this Agreement; (iib) with the written consent employees, agents or representatives of the other party; or (iiic) as required other persons (including counsel, consultants, lessors or managers of facilities or equipment used by law or judicial process. Proprietary such party) in need of access to such information for purposes specifically related to either party's responsibilities under this Agreement, provided that any disclosure of Confidential Information under clause (c) shall not include information a be made only upon prior written approval of the other party to this Agreement can clearly establish was (a) known and subject to the party prior to this Agreement; (b) rightfully acquired by appropriate assurances that the recipient of such information shall hold it in strict confidence. 15.3. Upon the request of the party from third parties whom having proprietary rights to Confidential Information, the party reasonably believes are not under an obligation in possession of confidentiality such information shall promptly return it (including any copies, extracts and summaries thereof, in whatever form and medium recorded) to the requesting party or, with the other party's written consent, shall promptly destroy it and provide the other party with written certification of such destruction. 15.4. Either party may request in writing that the other party waive all or any portion of the requesting party's responsibilities relative to the other party's Confidential Information. Such waiver request shall identify the affected information and the nature of the proposed waiver. The recipient of the request shall respond within a reasonable time and, if it determines, in its sole discretion, to grant the requested waiver, it will do so in writing over the signature of an employee authorized to grant such request. 15.5. Bridge and SAVVIS acknowledge that any disclosure or misappropriation of Confidential Information in violation of this Agreement could cause irreparable harm, the amount of which may be difficult to determine, thus potentially making any remedy at law or in damages inadequate. Each party, therefore, agrees that the other party shall have the right to apply to any court of competent jurisdiction for an order restraining any breach or threatened breach of this Section and for any other appropriate relief. This right shall be in addition to any other remedy available in law or equity. 15.6. A party requested or ordered by a court or other governmental authority of competent jurisdiction to disclose another party's Confidential Information shall notify the other party in advance of any such disclosure and, absent the other party's consent to such disclosure, use its best efforts to resist, and to assist the other party in resisting, such disclosure. A party providing another party's Confidential Information to a court or other governmental authority shall use its best efforts to obtain a protective order or comparable assurance that the Confidential Information so provided will be held in confidence and not further disclosed to any other person, absent the owner's prior consent. 15.7. The provisions of Section 15.1 above shall not apply to reasonably necessary disclosures in or in connection with filings under any securities laws, regulatory filings or proceedings, financial disclosures which in the good faith judgment of the disclosing party are required by law, disclosures required by court or tribunal or competent jurisdiction, or disclosures that may be reasonably necessary in connection with the sale of securities or the performance or enforcement of this Agreement or any of the obligations hereof; provided, however, that if the receiving party would otherwise be required to refer to or describe any aspect of this Agreement in any of the preceding circumstances, the receiving party shall use its reasonable efforts to take such steps as are available under such circumstances (such as by providing a summary or synopsis) to avoid disclosure of the financial terms and conditions of this Agreement; (c) placed . Notwithstanding any provisions of this Agreement to the contrary, either party may disclose the terms and conditions of this Agreement in public domain without fault the course of the party a due diligence review performed in connection with prospective debt financing or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeperequity investment by, or their affiliates a sale to, a third party, so long as the persons conducting such due diligence review have agreed to maintain the confidentiality of such disclosure and not to use such disclosure for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementsuch due diligence review. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each 5.1 In the event that ANSYS and the Customer have separately entered into a confidentiality agreement regarding the exchange of information in connection with the Services, then the terms of that separate confidentiality agreement shall govern the disclosure and use of confidential information between the parties and not this Section 5. 5.2 Except as set forth in Section 5.1, any information that may be exchanged between ANSYS and the Customer pursuant to the Service Terms, are subject to the terms as set forth herein. 5.3 The parties agree to preserve in confidence all Confidential Information of the other party acknowledges and understands that any and all technical, trade secretnot to use, or business informationdisclose to any person, includingsuch Confidential Information while the Service Terms are in effect, without limitationand thereafter except upon the disclosing party’s authorization, financial informationand except for internal purposes confined to the necessary administration and performance of the Service Terms. For purposes of the Service Terms, "Confidential Information" shall mean information disclosed by the disclosed party and relating to the Services, including trade secrets, business and technical information and data, or marketing strategies which, although not related to the Services, is nevertheless disclosed as a result of the Parties' discussions in that regard, and which, in any case, is disclosed by the disclosing party or plans its affiliates to the receiving party or product its affiliates in document, electronic media, or other form bearing an appropriate legend indicating its confidential or proprietary nature, or which, if initially disclosed orally or visually is identified as confidential at the time of disclosure and a written summary thereof, also marked with such a legend, is provided to the receiving party within 15 (fifteen) days of the initial disclosure. In all cases, Confidential Information shall include any source code, development-level documentation, and similar technical information pertaining to ANSYS's software, which will at all times be protected through the highest commercially reasonable standard of care. The receiving party may provide Confidential Information to employees and contractors of its affiliates or to subcontractors provided that such disclosure is disclosed reasonably necessary to carry out the purpose of this Service Terms and provided that the receiving party has a confidentiality agreement in place with such subsequent recipients of Confidential Information requiring such employees, contractors, and subcontractors to protect the Confidential Information to the same degree as the receiving party under these provisions. 5.4 Confidential Information does not include information already in the public domain, or that is independently developed by a party without reference to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the ownerparty’s business. Each party agrees that should it come into possession of Proprietary Confidential Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary that is in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent rightful possession of the other party; party at the time of its disclosure, or (iii) that is disclosed as required a matter of right by law a third party after the execution of the Service Terms, or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to that enters the party prior to this Agreement; (b) rightfully acquired public domain other than by the unauthorized acts of the receiving party. Within 30 days of the disclosing party’s request, all materials or media containing any Confidential Information (including any information, records, and materials developed on the basis thereof) will be either returned or destroyed by the receiving party, and the receiving party from third parties whom agrees to certify its compliance with such obligation upon the party reasonably believes are not under an obligation request of the disclosing party. 5.5 Excluding trade secrets, the obligations of confidentiality set forth herein shall expire five (5) years from the date of first disclosure. The obligations of confidentiality with respect to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 trade secrets shall survive the termination of this Agreementuntil such time as such information is no longer a trade secret.

Confidentiality. A. Each party acknowledges Until the Termination Date, each Agent and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed each Lender agree to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its exercise their best efforts to hold keep confidential any non-public information delivered pursuant to the Loan Documents and identified as such by Borrowers and not to disclose such information to Persons other than to potential assignees or participants or to any Affiliate of, or Persons employed by or engaged, by a Agent, a Lender or any of their respective Affiliates, or a Lender’s assignees or participants including attorneys, auditors, professional consultants, rating agencies, insurance industry associations and portfolio management services. The confidentiality provisions contained in confidence and this Section 9.13 shall refrain from using, disclosing or distributing any such information except not apply to disclosures (i) as may required to be necessary in made by any Agent or any Lender to any regulatory or governmental agency or pursuant to law, rule, regulations or legal process or (ii) consisting of general portfolio information that does not specifically identify Borrowers. Each Credit Party consents to the ordinary course publication by any Agent or any Lender after the Closing Date of performing a tombstone or similar advertising material relating to the services and financing transactions contemplated by this Agreement; (ii) . Such Agent or such Lender shall provide a draft of any such tombstone or similar advertising material to each Credit Party for review and comment prior to the publication thereof. Any Agent may provide to industry trade organizations information with respect to the written consent Credit Facility that is necessary and customary for inclusion in league table measurements. The obligations of Agents and Lenders under this Section 9.13 shall supersede and replace the obligations of Agents and Lenders under any confidentiality agreement in respect of this financing executed and delivered by any Agent or any Lender prior to the date hereof. Notwithstanding anything to the contrary set forth herein or in any other agreement to which the parties hereto are parties or by which they are bound, the obligations of confidentiality contained herein and therein, as they relate to the transactions contemplated by this Agreement, shall not apply to the federal tax structure or federal tax treatment of the other party; transactions contemplated by this Agreement, and each party hereto (and any employee, representative, or (iiiagent of any party hereto) as required may disclose to any and all persons, without limitation of any kind, the federal tax structure and federal tax treatment of the transactions contemplated by law or judicial processthis Agreement. Proprietary Information shall not include information a party The preceding sentence is intended to cause the transaction contemplated by this Agreement can clearly establish was to be treated as not having been offered under conditions of confidentiality for purposes of Section 1.6011-4(b)(3) (aor any successor provision) known of the Treasury Regulations promulgated under Section 6011 of the IRC, and shall be construed in a manner consistent with such purpose. In addition, each party hereto acknowledges that it has no proprietary or exclusive rights to the party prior to federal tax structure of the transaction contemplated by this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality Agreement or any federal tax matter or federal tax idea related to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed transaction contemplated by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each a. Except as expressly authorized in this Agreement or as required by applicable law, regulation or court order, each party acknowledges hereto and understands that its affiliates (each, for purposes of this section, the “Recipient Party”) shall keep confidential and shall not use or disclose, except with the consent of the other party hereto (each, for purposes of this section, the “Disclosing Party”), any and all technicalnon-public, trade secretproprietary or confidential information concerning the business of the Disclosing Parties and/or their affiliates or investors, or business informationpotential investors, therein obtained in connection with the services rendered under this Agreement, including, without limitation, financial informationPortfolio Information and reports, business or marketing strategies or plans or product development, which is disclosed to the certifications and other or is otherwise obtained non-public information provided by the other, its affiliates, agents parties pursuant to or representatives during the term of in connection with this Agreement (collectively, the “Proprietary Information”); provided that the Recipient Party may make such disclosure to its directors, officers, partners, employees, agents, advisors, service providers, potential financing counterparties or representatives, including legal and compliance personnel (collectively, the “Representatives”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except who (i) as may need to know the Information in connection with this Agreement, (ii) have been informed of the confidential nature of such Information and (iii) have been advised that such Information is to be necessary kept confidential and not used for any other purpose. Notwithstanding the foregoing, the Trust and the Adviser shall be permitted to disclose Information to any third party in connection with the operation of the Fund or subject to a non-disclosure agreement, provided that such third party has been advised that such Information is to be kept confidential and the Adviser shall not identify the securities and other instruments held in the ordinary course Allocated Portion as specifically attributable to the Allocated Portion or the Sub-Adviser in any disclosure of performing such Portfolio Information (except for disclosures to Representatives). The Recipient Party shall be responsible for a breach of this section by its Representatives. The term “Information” will not include information that (i) is or becomes publicly available other than as a result of a disclosure by the services and transactions contemplated by Recipient Party in violation of this Agreementsection; (ii) with is or becomes available to the written consent Recipient Party or its Representatives from a source other than the Disclosing Party, which source, to the knowledge of the other party; Recipient Party or (iii) as required by law or judicial process. Proprietary Information shall its Representatives, does not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under have an obligation of confidentiality to the other party Disclosing Party with respect to this Agreementsuch information; (ciii) placed was already in public domain without fault the Recipient Party’s possession or the possession of its Representatives prior to receiving such information from the party or its affiliatesDisclosing Party; or (div) is developed independently developed by the party Recipient Party or its Representatives without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property use of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating Information. Notwithstanding anything to the Funds or as permitted by Rule 15 contrary provided elsewhere herein, none of Regulation S-P. Notwithstanding the foregoing, confidentiality provisions in this Section 7 B section shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner way limit the activities of Adviser and its affiliates in their businesses of providing services to the Trust or other than from Recordkeeper pursuant to this Agreementclients. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges a. In carrying out this Agreement, each of PharMerica, on the one hand, and understands that any and all technicalthe Ceres Parties, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed on the other hand (the “Protected Party”) may disclose to the other or is otherwise obtained by (“Restricted Party”), and/or the otherRestricted Party’s Affiliates, its affiliates, agents or representatives during Proprietary Information and the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the ownerRestricted Party agrees that it shall, and is it shall cause its Affiliates to, (i) hold the Protected Party’s Proprietary Information in confidence and protect it with the same degree of great value and importance care that the Restricted Party uses to the success of the owner’s business. Each party agrees that should it come into possession of protect its own Proprietary Information, it will but in no event shall the Restricted Party use its best efforts to hold such information in confidence less than reasonable care, and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with not use such information for the written consent Restricted Party’s or such Affiliates’ own business other than as necessary to carry out this Agreement, provided, however, either Party may disclose Proprietary Information of the other party; or (iii) as required by law law, legal process or judicial processregulatory authority. The Protected Party’s Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust Protected Party and the Recordkeeper and Restricted Party shall not be disclosed to return or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive destroy all such Proprietary Information upon the termination of this Agreement. b. Except to the extent required by applicable law or as otherwise permitted in accordance with this Section 18(b), neither PharMerica nor any of the Ceres Parties shall disclose or make any public announcement concerning this Agreement or the terms hereof without the prior written consent of the other. Notwithstanding the foregoing, each of PharMerica and the Ceres Parties shall have the right to disclose this Agreement and its terms (i) to legal counsel and other advisors on a need-to-know basis under terms and conditions which reasonably ensure the confidentiality thereof, (ii) as required by any court or other governmental body, (iii) in connection with a Facility Divestiture, merger, acquisition of stock or assets, proposed merger or acquisition, or the like, under terms and conditions which reasonably ensure the confidentiality thereof, or (iv) as required in connection with any government or regulatory filing, including, without limitation, filings with the U.S. Securities Exchange Commission. c. Each Ceres Party shall keep and maintain resident information and records in accordance with applicable law, including, but not limited to, the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations, and shall not release such information except as permitted or required by applicable law. d. PharMerica shall keep and maintain (and cause each of the Pharmacy Operators to keep and maintain) resident information and records in accordance with applicable law, including, but not limited to, the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations, and shall not release such information except as permitted or required by applicable law. e. Each of PharMerica and the Ceres Parties recognizes and agrees that there is no adequate remedy at law for a breach by such Party of any provision of this Section 18, that such a breach would irreparably harm the other of them and that the other of them shall be entitled, without posting bond or other security, to seek equitable relief (including, without limitation, injunctions) with respect to any such breach or potential breach, in addition to any other remedies. f. This Section 18 shall survive termination of this Agreement.

Confidentiality. A. (a) Each party acknowledges agrees to keep confidential, and understands that any and to treat as proprietary, all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to information obtained regarding the other or is otherwise obtained by the other, its affiliates, agents or representatives party during the term of this Agreement Agreement, including but not limited to information about its products, clients, employees, and operations (the collectively, “Proprietary Confidential Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business). Each party agrees that should it come into possession of Proprietary not to use any such Confidential Information, except as may be required under this Agreement. The parties hereto specifically agree that they must maintain this Confidential Information in such a manner that no third party can access it will use its best efforts nor can it be disclosed to hold such a third party without the prior consent of the other party to which the Confidential Information relates (which consent shall be deemed given to the extent necessary or appropriate for the proper operation of the Funds, and to any governmental body or self-regulatory organization, to the extent required to comply with applicable legal requirements and lawful requests). (b) Confidential Information does not include any information in confidence and shall refrain from using, disclosing or distributing any such information except which (i) as may be necessary is publicly known or in the ordinary course possession of performing the services and transactions contemplated by this Agreementparty receiving Confidential Information (the “Receiving Party”) from other lawful sources prior to its receipt from the party disclosing Confidential Information (the “Disclosing Party”); (ii) with is or becomes available other than as a result of a disclosure by the written consent of the other partyReceiving Party or its representatives; or (iii) as required by law is or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known becomes available to the party prior to this Agreement; Receiving Party on a non-confidential basis from a source (bother than the Disclosing Party) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality which, to the other party best of the Receiving Party’s knowledge and after due inquiry, is not prohibited from disclosing such information to this Agreement; the Receiving Party by a legal, contractual or fiduciary obligation to the Disclosing Party. (c) placed in public domain without fault of Each party agrees that any Nonpublic Personal Information, as the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in SEC Regulation S-P (“Reg. S-P”), relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not that may be disclosed by a party hereunder is disclosed for the specific purpose of permitting the other parties to or used by perform the Trustservices set forth in this Agreement. Each party agrees that, the Recordkeeperwith respect to such information, or their affiliates for it will comply with Reg. S-P and any purpose except other applicable regulations and that it will not disclose any Non-Public Personal Information received in the performance of their respective duties and responsibilities under connection with this Agreement and to any other party, except for servicing and informational mailings relating to the Funds extent required to carry out the services set forth in this Agreement or as otherwise permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreementapplicable law.

Confidentiality. A. Either Party shall use the Confidential Information solely in furtherance of the actual or potential business relationship between the parties. The parties shall not use the Confidential Information in any way that is directly or indirectly detrimental to the other party or its subsidiaries or affiliates, and shall not disclose the Confidential Information to any unauthorized third party. Parties shall ensure that access to Confidential Information is granted only to those of its employees or agents (“Representatives”) who have a demonstrated need to know such information in order to carry out the business purpose of this Agreement. Prior to disclosing any Confidential Information to such Representatives, party shall inform them of the confidential nature of the information and their obligation to refrain from disclosure of the Confidential Information. Each party acknowledges and understands that its Representatives will take all reasonable measures to maintain the confidentiality of the Confidential Information, but in no event less than the measures it uses for its own information of similar type. Parties and its Representatives shall not disclose to any and all technical, trade secret, or business information, person including, without limitation, financial informationany corporation, sovereign, partnership, limited liability company, entity or individual (i) the fact that any investigations, discussions or negotiations are taking place concerning the actual or potential business relationship between the parties, (ii) that it has requested or marketing strategies received Confidential Information, or plans (iii) any of the terms, conditions or product development, which is disclosed to any other fact about the actual or potential business relationship. Each Party and its Representatives will immediately notify the other Party of any use or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets disclosure of the owner, and Confidential Information that is of great value and importance to the success of the owner’s businessnot authorized by this Agreement. Each party agrees that should it come into possession of Proprietary Information, it Party and its Representatives will use its best efforts to hold such information assist the other Party in confidence and shall refrain from using, disclosing or distributing remedying any such information except (i) unauthorized use or disclosure of the Confidential Information. Either Party shall implement and follow the rules as may be necessary laid down in the ordinary course of performing Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 [‘the services Rules’]. Either Party shall monitor the security practices, control processes and transactions contemplated by this Agreement; (ii) with the written consent checks in place in respect of the Confidential Information on a regular basis and disclose any breaches in the security practices, control processes and checks in place to the other party; or (iii) as required by law or judicial processParty. Proprietary Information shall The obligations contained in this Section 2 will not include information a party apply to this Agreement the extent that either Party can clearly establish was demonstrate that the Confidential Information: (a) known to was part of the party prior to this Agreementpublic domain at the time of disclosure or properly became part of the public domain, by publication or otherwise; (b) was rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality Receiving Party prior to the other party to this Agreementdisclosure by Disclosing Party; (c) placed in public domain without fault of the party was independently developed by Receiving Party or its affiliatesRepresentatives without reference to the Confidential Information; or (d) independently developed is required to be disclosed by the party without reference a government agency or reliance upon Proprietary Information. B. All informationby a proper court of competent jurisdiction; provided, including “nonpublic personal information” as however, that term is defined Receiving Party and its Representatives shall provide Disclosing Party prompt prior written notice of such requirement, shall consult with and assist Disclosing Party in Regulation S-Pobtaining a protective order prior to such disclosure, relating to Participants is and shall remain only disclose the sole property portion of the Trust and the Recordkeeper Confidential Information which it has been advised by written opinion of counsel is legally required to be disclosed and shall not use its best efforts to obtain assurance that confidential treatment will be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose accorded such information if the names are protective order is not obtained in any manner other than from Recordkeeper pursuant to this Agreementor if Disclosing Party waives disclosure of such information. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed (a) Subject to the other duties of the Subadviser to comply with applicable laws, including any demand of any regulatory or is otherwise obtained by taxing authority having jurisdiction or under compulsory process of law, the otherSubadviser shall, its affiliates, agents or representatives during the term of this Agreement (and for a period of five years thereafter, treat as confidential all non-public information pertaining to the “Proprietary Information”) is confidential Fund and proprietary, constitutes trade secrets the actions of the ownerSubadviser, the Adviser and the Corporation in respect thereof. Information disclosed in voluntary and required reports to shareholders of the Corporation and to regulatory authorities or otherwise in the public domain other than by action of the Subadviser is deemed to be public information. The Subadviser agrees to adhere to the privacy policies adopted by the Corporation pursuant to Regulation S-P under the ▇▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Act. The Subadviser has adopted, implemented and agrees to maintain physical, electronic and procedural safeguards reasonably designed to protect the security, confidentiality and integrity of, and is of great value to prevent unauthorized access to or use of, records and importance information to protect against any anticipated threats or hazards to the success security or integrity of such information, and to ensure proper disposal of such information, relating to Fund shareholders in compliance with Regulation S-P. The Subadviser will not share any nonpublic personal information concerning Fund shareholders with any other party except as necessary for the owner’s business. Each party agrees that should it come into possession performance of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing duties under this Agreement or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to allowed under one of the party prior to this Agreement; exceptions set forth in Regulation S-P. (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality In addition to the other obligations set out in Section 14(a), each party to this Agreement; (c) placed in public domain without fault shall treat as confidential all Confidential Information of the party or its affiliates; or other (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined below) and use such information only in Regulation S-P, relating to Participants is and shall remain the sole property furtherance of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination purposes of this Agreement. Each party shall limit access to the Confidential Information to its affiliates, officers, directors, employees, advisers, auditors and the Fund’s service providers who reasonably require access to such Confidential Information, and otherwise maintain policies and procedures designed to prevent disclosure of the Confidential Information. For purposes of this Agreement, Confidential Information shall include all non-public business and financial information, methods, plans, techniques, processes, research, documents and trade secrets of a party. Confidential Information shall not include anything that (i) is or lawfully becomes in the public domain, other than as a result of a breach of an obligation hereunder, (ii) is furnished to the applicable party by a third party having a lawful right to do so, or (iii) was known to the applicable party at the time of the disclosure.

Confidentiality. A. Each party acknowledges and understands The parties acknowledge that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (they will receive confidential information of the “Proprietary Information”) is other, including confidential information of GSQN Members. Accordingly, the parties agree that: a. Neither Physician nor GSQN shall disclose to any unauthorized third party, including, without limitation GSQN Members or other participating practices or groups, confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance proprietary information collected or exchanged pursuant to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary GSQN Policies or this Agreement ("Confidential Information"), it will use its best efforts to hold unless such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as disclosure is required by law or judicial processis authorized in writing by the other party. Proprietary Information shall not include information a party Any disclosure on the part of Physician to GSQN pursuant to this Agreement can clearly establish was (a) known shall not be deemed to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault constitute a transfer, assignment or license of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is same and such information shall remain the sole and exclusive property of the Trust Physician. This Confidential Information includes, but is not limited to: i. fee schedules and the Recordkeeper payment criteria of any Clinically Integrated Purchaser Contract; ii. clinical data and shall not be disclosed to information collected from Physician; iii. clinical data and information collected by GSQN from GSQN Members; iv. performance results regarding individual physicians, including Physician; and v. business operations, practices and procedures of Physician or used by the TrustPhysicians ‘practice affiliates, the Recordkeeperincluding staffing, strategies and financial plans and budgets, contractual relationships or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating terms, practice management procedures, health information technology systems and/or systems or processes related to the Funds or specific operation of Physician's practice (as permitted by Rule 15 opposed to the provision of Regulation S-P. medical services to patients). b. Notwithstanding the foregoing, this Section 7 B shall not prohibit the RecordkeeperPhysician may disclose Purchaser Contract Terms to his or her employees, the Fundsagents, or any attorneys with a need to know and who have undertaken a similar duty of their affiliates from utilizing nondisclosure. Physician shall comply with federal and state law applicable to the names disclosure of Participants for any purpose if Confidential Information. With regard to patient identifiable information shared by Physician with GSQN under this Agreement, GSQN shall be deemed the names are obtained in any manner other than from Recordkeeper “business associate” of Physician pursuant to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), and the parties shall execute and abide by the terms of the HIPAA Business Associate Addendum attached to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy Agreement as required by Regulation S-P. D. The provisions of this Section 7 shall survive Exhibit B. Upon the termination of this AgreementAgreement for any reason, the parties shall immediately return and/or destroy any Confidential Information exchanged between the parties, including any originals or copies of policies, procedures, clinical data and information and performance results pertaining to GSQN, GSQN Members, or participating physicians. The parties agree that failure to abide by this Section will cause irreparable injury and, therefore, agree that in the event of a breach of this Section, each party shall be entitled to enforce these covenants in equity by way of injunction to restrain the violation, threatened violation or continued violation thereof, without the requirement to post bond, and that such application for such an injunction shall be without prejudice to any other right of action that may accrued to such party by reason of the breach.

Confidentiality. A. 11.3.1 Each party acknowledges and understands that any and all technical, trade secret, or business information, includingParty undertakes not to, without limitationthe prior written approval of the other Party, financial informationuse Confidential Information, business except for with regard to the existence of the Parties’ relationship under this Agreement or marketing strategies for the purpose of fulfilling any obligation or plans exercising any right that it has hereunder, and not to publish (including the issue of a public announcement) or product developmentotherwise disclose Confidential Information, in whole or in part. Each Party shall use reasonable efforts to procure that its and its Affiliates’ respective directors, officers, employees, consultants, agents and other representatives will likewise maintain strict confidence and secrecy in respect of such information and shall, when appropriate, enter into separate confidentiality agreements with said persons. For the avoidance of doubt, each Party shall bear full responsibility for such Party’s and such Party’s Affiliates’ respective directors, officers, employees, consultants, agents and other representatives. 11.3.2 Notwithstanding the provisions of Clause 11.3.1, a Party shall not be prevented from disclosing Confidential Information which: (a) is required to be disclosed pursuant to the requirements of a governmental authority, judicial order or stock exchange regulations, provided however that if a Party becomes aware of the possibility that it may be compelled by such requirements to disclose Confidential Information, such Party shall immediately give the other Party notice of this fact and consult and co-operate with the other Party as to whether and if so what action should be taken to resist the same; (b) is or becomes publicly available in writing otherwise than through a Party’s breach of its obligations pursuant to this Agreement; (c) which was lawfully in a Party’s possession prior to such disclosure or acquired through a Party’s own independent research and which was not acquired from any of the JV Group Companies or the other Party, as evidenced by written records or other reasonable evidence by the Party claiming of having it in possession or acquired through own independent research save for if it has been transferred/contributed to any of the JV Group Companies in accordance with the Investment Agreement; or (d) is received without confidentiality restrictions from a third party which is disclosed to not bound by a confidentiality obligation towards the other or is otherwise obtained by the other, its affiliates, agents or representatives Party. 11.3.3 The confidentiality undertaking in this Clause 11.3 shall apply during the term of this Agreement and for a period of five (5) years after the “Proprietary Information”) expiry of this Agreement in respect of each Party. 11.3.4 The Parties acknowledge that it is confidential and proprietary, constitutes trade secrets of the ownermaterial importance to them, and is of great value and importance to for the success of the owner’s business. Each party agrees that should it come entering into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement, that the above confidentiality undertaking has been agreed and is observed. 11.3.5 The Parties agree that each Party shall have a right to regular information updates from the JV Company reasonably necessary in order to carry out such Party’s activities under the respective Master Commercialisation License Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 7.1 Within the term of this Agreement Agreement, all customer information (the “Proprietary Customer Information”) is confidential and proprietaryother related materials in connection with Party B’s Business and Services provided by Party A shall be owned by Party A. 7.2 Notwithstanding the termination of this Agreement, constitutes the Parties shall be obliged to keep in strict confidence the trade secrets and proprietary information of the ownerother Party acquired during the performance of this Agreement, the Customer Information jointly owned by both Parties and is of great value and importance to the success any non-public information of the owner’s businessother Party (collectively, the “Confidential Information”). Each The receiving party agrees that should of the Confidential Information (the “Receiving Party”) shall not disclose the Confidential Information or any part thereof to any third parties unless it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the obtains prior written consent of the other party; Party, or (iii) as required by law relevant laws and regulations or judicial processrequirements of relevant stock exchange. Proprietary The Receiving Party may not use, directly or indirectly, such Confidential Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants part thereof for any purpose if the names are obtained in any manner purposes other than from Recordkeeper pursuant to performing its obligations under this Agreement. C. If applicable7.3 The following information shall not constitute Confidential Information: 7.3.1 any information which, Recordkeeper will deliver as shown by written evidence, has previously been known to the Trust’s privacy policy as required Receiving Party; 7.3.2 any information which enters the public domain not due to the fault of the Receiving Party or is known by Regulation S-P.the public for other reasons; or D. 7.3.3 any information lawfully acquired by the Receiving Party from another source subsequent to the receipt of relevant information. 7.4 The provisions Receiving Party may disclose the Confidential Information to its relevant employees, agents or professionals it retains, but shall secure that the above persons should be bound by this Agreement, keep the Confidential Information confidential, and use such Confidential Information solely for the purpose of performing this Agreement. 7.5 Upon termination of this Section 7 Agreement, the Receiving Party of the Confidential Information shall return any and all documents, information or software containing any such Confidential Information to the original owner or provider of such Confidential Information; or with prior consent of the original owner or provider, destroy and delete all of such Confidential Information from any electronic device, and cease to use it in all circumstances. 7.6 The Parties agree that this Article shall survive the amendment, expiration or termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any (a) CONTRACTOR and all technicalsubcontractors, trade secretconsultants, or business informationagents under the Agreement must treat all information that is obtained through performance of the Services under the Agreement, including, without limitationbut not limited to, financial information relating to applicants or recipients of HHSC Programs as Confidential Information to the extent that confidential treatment is provided under law and regulations. (b) CONTRACTOR is responsible for understanding the degree to which information obtained through performance of this Agreement is confidential under State and Federal law, regulations, or administrative rules. (c) CONTRACTOR and all subcontractors, consultants, or agents under the Agreement may not use any information obtained through performance of this Agreement in any manner except as is necessary to the proper discharge of obligations and securing of rights under the Agreement. (d) CONTRACTOR must have a system in effect to protect all records and all other documents deemed confidential under this Agreement that are maintained in connection with the activities funded under the Agreement. Any disclosure or transfer of Confidential Information by CONTRACTOR, including information required by HHSC, will be in accordance with applicable law. If the CONTRACTOR receives a request for information deemed confidential under this Agreement, the CONTRACTOR will immediately notify the State of such request, and will make reasonable efforts to protect the information from public disclosure. (e) In addition to the requirements expressly stated in this Section, CONTRACTOR must comply with any policy, rule, or reasonable requirement of HHSC that (i) is provided to CONTRACTOR by HHSC pursuant to this Agreement and (ii) relates to the safeguarding or disclosure of information relating to HHSC Programs recipients, CONTRACTOR’S operations, or the CONTRACTOR performance of the Agreement. (f) In the event of the expiration of the Agreement or termination of the Agreement for any reason, all Confidential Information of a Party disclosed to and all copies thereof made by the other Party shall be returned to the disclosing Party or, at the disclosing Party’s option, destroyed in a manner agreed to by the Parties. The recipient of the Confidential Information shall provide the disclosing Party certificates evidencing such destruction. (g) The obligations in this Section shall not restrict any disclosure by a Party pursuant to any applicable law, or by order of any court or government agency, provided that the disclosing Party shall give prompt notice to the non-disclosing Party of such order. (h) With the exception of confidential HHSC Program recipient or client information, business or marketing strategies or plans or product development, which is disclosed Confidential Information of a Party shall not be afforded the protection of the Agreement if such data was: (1) Already known to the other or is otherwise receiving Party without restrictions at the time of its disclosure by the furnishing Party; (2) Independently developed by the receiving Party without reference to the furnishing Party’s Confidential Information; (3) Rightfully obtained by the other, other Party without restriction from a third party after its affiliates, agents disclosure by the furnishing Party; (4) Publicly available other than through the fault or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent negligence of the other partyParty; or or (iii5) as required by law or judicial process. Proprietary Information shall not include information a party Released without restriction to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationanyone. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. In connection with any Alliance Program or otherwise in connection with this Agreement or the conduct of the Alliance, each party (the "Recipient") may receive, either intentionally or unintentionally, certain oral and written proprietary and confidential information of the other party (the "Disclosing Party") (or a third party providing such information to the Disclosing Party) which is not otherwise a part of the public domain ("Proprietary Information"). Proprietary Information includes, but is not limited to, intellectual property, know-how, trade secrets, computer software, pricing information, physician lists, investigation/nurse coordinator network lists, mailing lists, subject and patient lists, employee lists, fee schedules, client and customer lists, programmactical information and structure, utilization review procedures, proprietary sequence information, variance discovery and variance detection techniques, pharmacogenomics algorithms, applications and procedures, formats and structure and related information and documents concerning the planning, structure and operations of the Disclosing Party or relating to its business affairs. Each party acknowledges (for itself, its affiliates and understands its and their respective directors, officers, employees, agents, subcontractors, affiliates and representatives) agrees that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is Proprietary Information shall be disclosed to the other or is otherwise obtained by Recipient's directors, officers, employees, agents, subcontractors, affiliates and representatives only on a need-to-know basis for the otherpurposes of carrying out the purposes of any Alliance Program, its affiliates, agents or representatives during the term of this Agreement (or the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s businessAlliance. Each party further agrees that should it come into possession to keep all Proprietary Information in the strictest confidence, to use the Proprietary Information only in furtherance of the purposes of this Agreement, not to duplicate, transmit, reverse engineer, decompile, or disassemble any Proprietary Information, it will use its best efforts and not to, directly or indirectly, divulge, disclose, reveal, report, or transfer such Proprietary Information to hold such information any third party without, in confidence each instance, obtaining specific, prior written authorization of the Disclosing Party. Each party further agrees that all health records of patients or subjects of the investigators participating in any Alliance Program shall be treated as confidential so as to comply with all state and shall refrain from usingfederal laws and regulations and industry standards regarding the confidentiality of patent health records and research records. Subject to the right of access provided herein, disclosing or distributing any such information except (i) as may be necessary Proprietary Information developed by either party in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) connection with the written consent of Alliance shall be and remain the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault property of the party or its affiliates; or (d) independently which developed by the party without reference or reliance upon such Proprietary Information. B. All information, including “nonpublic personal information” except as that term is defined provided in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Section 5(c). Notwithstanding the foregoing, this Section 7 B the obligations set forth above shall not prohibit prevent either party from disclosing information: (a) which is or becomes generally available to the Recordkeeperpublic other than as a result of a disclosure by or at the direction of, the FundsRecipient or its affiliates or their respective directors, officers, employees, agents, advisors, and other representatives; (b) was or becomes available to the Recipient on a non-confidential basis from a source other than the Disclosing Party or its representatives, provided that such source is not bound by a confidentiality agreement with the Disclosing Party in respect thereof (unless the Recipient did not know or have reason to know of the existence of such a confidentiality agreement); (c) was within the Recipient's possession prior to its being furnished to the Recipient by or on behalf of the Disclosing Party, provided that the source of such information was not bound by a confidentiality agreement with the Disclosing Party in respect thereof (unless the Recipient did not know or have reason to know of the existence of such a confidentiality agreement); or (d) which the Recipient can demonstrate was developed independently of any disclosure by the Disclosing Party by persons having no access to any disclosure of the Disclosing Party. Notwithstanding any provisions herein to the contrary, in the event that any recipient of Proprietary Information becomes obligated by mandatory applicable law, regulatory rule or judicial or administrative order to disclose such Proprietary Information, or any portion thereof, the Recipient shall promptly notify the Disclosing Party thereof, so that the Disclosing Party may seek an appropriate protective order or other remedy with respect to resisting or narrowing the scope of their affiliates from utilizing such requirement. In the names absence of Participants for any purpose if such a protective order or other remedy, the names are obtained in any manner other than from Recordkeeper pursuant Recipient may disclose such Proprietary Information without liability hereunder, provided that the Recipient furnishes only such portion of the Proprietary Information as is legally required to this Agreementbe disclosed. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business9.1. Each party agrees undertakes that should it come into possession shall not at any time during this Contract, and for a period of Proprietary Informationfive years after termination of this Contract, it will use disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party or of any member of the group of companies to which the other party belongs, except as permitted by clause 9.2. 9.2. Each party may disclose the other party's confidential information: a) to its best efforts employees, officers, representatives or advisers who need to hold know such information for the purposes of exercising the party's rights or carrying out its obligations under or in confidence and connection with this Contract. Each party shall refrain from usingensure that its employees, disclosing officers, representatives or distributing any such advisers to whom it discloses the other party's confidential information except (icomply with this clause 9; and b) as may be necessary in the ordinary course required by law, a court of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the competent jurisdiction or any governmental or regulatory authority. 9.3. No party shall use any other party; or (iii) as required by law or judicial process. Proprietary Information shall not include 's confidential information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except other than to exercise its rights and perform its obligations under or in the performance of their respective duties connection with this Contract. 9.4. The Recipient will return any tangible materials containing Confidential Information, and responsibilities under this Agreement and except for servicing and informational mailings relating any copies or reproductions thereof, to the Funds Discloser within thirty (30) days after the Discloser’s written request. Recipient agrees to undertake whatever action is reasonably necessary to remedy any breach of Recipient’s confidentiality obligations or as permitted any other unauthorized disclosure or use of the Confidential Information by Rule 15 of Regulation S-P. Notwithstanding the foregoingRecipient, this Section 7 B shall not prohibit the Recordkeeperits employees, the Fundsits agents, or contractors. The Recipient acknowledges that monetary damages may not be a sufficient remedy for unauthorized disclosure of Confidential Information and that the Discloser Party will be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court of their affiliates from utilizing competent jurisdiction without the names necessity of Participants for posting any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementbond. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, a. Parties or business informationtheir affiliates may exchange information for the purpose of this Agreement, including, without limitation, financial information, business or marketing strategies or plans or product developmentin connection with the use of the Software by the User, which is disclosed to will be deemed confidential if marked as confidential or would normally under the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement circumstances be considered as such (the “Proprietary Confidential Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary ). b. Confidential Information shall does not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) that is independently developed by the recipient, rightfully given to the recipient by a third party without reference any confidentiality obligations or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property becomes public through no fault of the Trust recipient. The receiving party will treat the Confidential Information as confidential and with no less than reasonable care and will only use the Recordkeeper Confidential Information for the purpose and shall not be disclosed to or used by for the Trust, duration of the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities relationship under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicablec. The receiving party may only disclose Confidential Information with the prior written approval of the disclosing party, Recordkeeper will deliver or to its and its affiliates' employees, officers, agents (including, without limitation, vicarious agents), contractors, partners and representatives who need to know the Trust’s privacy policy as required by Regulation S-P. D. The provisions Confidential Information for the purposes of this Section 7 Agreement and who are bound by confidentiality obligations at least as restrictive as in this Section. d. Furthermore, the receiving party shall survive be permitted to disclose Confidential Information as necessary to comply with applicable laws or valid order of a court of law or other governmental body and, in such case, to the termination extent permitted by applicable law, the receiving party shall: (i) promptly, and prior to such disclosure, notify the disclosing party in writing of such requirement so that the disclosing party can seek a protective order or other remedy or waive its rights under this AgreementSection; and (ii) provide reasonable assistance to the disclosing party, at the disclosing party’s sole cost and expense, in opposing such disclosure or seeking a protective order or other limitations on disclosure. e. The receiving party is prohibited from obtaining Confidential Information by means of so-called Reverse Engineering. “Reverse Engineering” shall mean all actions, including observing, testing, examining and disassembling or reassembling with the purpose of obtaining Confidential Information. The receiving party shall refrain from exploiting or imitating Confidential Information outside the scope of its purpose in any manner whatsoever (in particular by means of Reverse Engineering) or having it exploited or imitated by third parties and, in particular, from applying for intellectual property rights – in particular trademarks, designs, patents or utility models – to the Confidential Information.

Confidentiality. A. Each party acknowledges Vendor shall not and understands shall ensure that its employees and agents shall not disclose, duplicate, copy or use for any purpose other than the performance of this Agreement, and shall treat as confidential and as proprietary to Company, all Company Data, all Work Product, and all technicalother information which relates to Company research, development, trade secret, secrets or business informationaffairs (“Confidential Information”), includingprovided that the obligation to treat as proprietary and confidential shall not apply information which (1) shall be publicly available through no fault of Vendor, (2) shall be in Vendor's possession on the Effective Date of this Agreement, if it shall not have been obtained from Company, (3) shall be developed by Vendor outside the scope of any agreement with Company and without limitationreference to or use of Company’s Confidential Information or (4) shall be obtained lawfully by third parties without a duty of confidentiality. Vendor shall be and remain liable for any disclosure made by Vendor, financial informationits employees or agents to any third party (“Third Party Recipient”), business or marketing strategies or plans or product development, which is disclosed and for such Third Party Recipient’s acts and omissions with respect to the other or is otherwise obtained Confidential Information. Vendor agrees that Company may require that the personnel supplied by the otherVendor to perform services under this Agreement, execute a confidentiality agreement binding its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is personnel to keep confidential and proprietary, constitutes trade secrets of not use for any purpose the owner, confidential and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All proprietary information, including “nonpublic personal information” as trade secrets, Company Data, Company research and development, and business affairs information that term is defined in Regulation S-P, relating Vendor’s personnel come into contact with or to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except which they might have access in the course of performance of their respective duties and responsibilities services under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the . Upon termination of this Agreement, or earlier if requested by Company, Vendor will promptly return (via secure method and upon such media as may be reasonably requested by Company) or destroy (via destruction or deletion, with such destructed or deletion certified in writing to Company if requested), as requested by Company, all physical and electronic materials in the Vendor’s possession or control containing the Company’s Confidential Information.

Confidentiality. A. Each party acknowledges and understands that any 17.2.1 The TSO shall safeguard the confidentiality of commercially sensitive information in compliance with the relevant regulations. 17.2.2 This Agreement and all technicalinformation obtained hereunder by one Party from the other Party shall be treated as confidential. If, trade secretand only to the extent that, such disclosure is required for the proper performance of their operations or business work in relation to this Agreement, such confidential information may be disclosed to employees, agents, contractors, consultants, the customers, sellers of the Natural Gas and Other Network Users. In such case, such disclosing Party shall cause its employees, agents, contractors, consultants, customers, sellers of the Natural Gas and Other Network Users to treat the information in accordance with the provisions with regard to confidentiality. The Parties shall exercise due precaution to avoid improper disclosures of confidential information. 17.2.3 A Party shall not disclose confidential information to any third party without the prior written consent of the other Party unless such disclosure is reasonably required in connection with a bona fide assignment of an interest in this Agreement, includingthe borrowing of funds, obtaining of insurance, sale of securities and/or in connection with required reporting and applications to relevant governmental agencies, including amongst others the ▇▇▇▇. However, Parties may, without limitationsuch consent, financial informationdisclose confidential information obtained hereunder to their Affiliated Company(ies), business or marketing strategies or plans or product development, which provided that such disclosure is disclosed subject to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term first paragraph of this Agreement (Article 17.2. In such case, the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance disclosing Party shall ensure that its Affiliated Company shall execute written undertakings as to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts confidentiality. 17.2.4 This confidentiality obligation under this Article 17.2 shall not apply to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except information: (i) which is publicly available at the time it is made available to the receiving Party or subsequently becomes generally available to the public other than as may be necessary in a result of (improper) disclosure or other act or omission by the ordinary course receiving Party or any of performing the services its employees, representatives, contractors, consultants, customers, sellers of Natural Gas and transactions contemplated by this Agreement; other Network Users, or otherwise contrary to its confidentiality obligations; (ii) with which was available (as can be demonstrated by its written records) to the receiving Party, any of its employees, representatives, contractors, consultants, customers, sellers of Natural Gas and other Network Users, prior to the supply of such confidential information by the other Party, and which is free of any restrictions as to its use for disclosure; or, (iii) which the relevant Party is required by law, regulation, court order or by the requirements of any regulatory or other authority to disclose. In case of such disclosure, the disclosing Party must immediately inform the other Party. 17.2.5 With the exception of Article 17.2.4, where disclosure is made to any third party, appropriate safeguards shall be made by the disclosing Party as a prerequisite to such disclosure to prevent said third party from making any further disclosure of such information without the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary InformationParties. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each Party shall maintain all information of the other Party which is treated by such other Party as proprietary or confidential (referred to herein as “Confidential Information”) in confidence, and shall not disclose. divulge or otherwise communicate such confidential information to others, or use it for any purpose, except pursuant to, and in order to carry out, the terms and objectives of this Agreement, and each party acknowledges hereby agrees to exercise every reasonable precaution to prevent and understands that restrain the unauthorized disclosure of such confidential information by any of its Affiliates, directors, officers, employees, consultants, subcontractors, sublicensees or agents. LICENSEE’s Confidential Information includes but is not limited to the development plan, development reports and all technicalother financial and business reports, trade secretstrategies, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed and agreements (including sublicenses) of LICENSEE. The parties agree to keep the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term terms of this Agreement (confidential, provided that each party may disclose this Agreement to their authorized agents and investors who are bound by similar confidentiality provisions. Notwithstanding the “Proprietary Information”) is confidential and proprietaryforegoing, constitutes trade secrets Confidential Information of the owner, and is of great value and importance to the success of the owner’s business. Each a party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was which: (a) was lawfully known to by the receiving party prior to this Agreement; disclosure of such information by the disclosing party to the receiving party: (b) rightfully acquired was or becomes generally available in the public domain, without the fault of the receiving party: (c) is subsequently disclosed to the receiving party by a third party having a lawful right to make such disclosure: (d) is required by law, rule, regulation or legal process to be disclosed, provided that the receiving party from third parties whom making such disclosure shall take all reasonable steps to restrict and maintain to the party reasonably believes are not under an obligation extent possible confidentiality of confidentiality such disclosure and shall provide reasonable notice to the other party to this Agreement; (c) placed in public domain without fault of allow such party the party or its affiliates; opportunity to oppose the required disclosure: or (de) has been independently developed by employees WPB:404886:1 or others on behalf of the receiving party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed access to or used use of disclosing party’s information as demonstrated by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities written record. Each party’s obligations under this Agreement and except Section shall extend for servicing and informational mailings relating to the Funds a period of five (5) years from termination or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination expiration of this Agreement.

Confidentiality. A. Each party acknowledges In connection with the performance of this Agreement, each Party (the “Receiving Party”) may have access to certain confidential and understands that proprietary information of the other Party (the “Disclosing Party”) and its Affiliates. For purposes of this Agreement, “Confidential Information” shall mean any and all technicalinformation proprietary to the Disclosing Party or its Affiliates, whether or not reduced to writing or other tangible medium of expression, and whether or not patented, patentable, capable of trade secretsecret protection, or business informationprotected as an unpublished or published work, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to and shall include the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term terms of this Agreement (but not the “Proprietary Information”) is confidential existence of this Agreement), information relating to Intellectual Property Rights and proprietaryto business plans, constitutes trade secrets financial matters, costs, strategic marketing plans, personnel, and business relationships. Recognizing that such information represents valuable assets and property of the ownerDisclosing Party and the harm that may befall the Disclosing Party if any of such Confidential Information is disclosed, the Receiving Party agrees to hold all such Confidential Information in strict confidence and not to use (except in furtherance of this Agreement) or otherwise disclose any such Confidential Information to Third Parties without having received the prior written consent of the Disclosing Party and a written agreement from such Third Party to maintain such Confidential Information in confidence which in the case of disclosing Confidential information to Co-manufacturers shall include at least the current practices as of the Effective Time used by the Parties to maintain confidentiality of their most sensitive Confidential Information disclosed to Third Parties and commercially reasonable administrative, technical and operational safeguards to maintain and protect confidentiality of such Confidential Information,; provided that either Party is permitted to disclose Confidential Information of the other Party to its Affiliates, and is its and their respective principals, officers, directors, employees, shareholders, partners, contractors, third-party advertising agencies, and advisors that have a “need to know” basis for the purposes of great value carrying out the business of such Party as it pertains to this Agreement or performing such Party’s duties and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by obligations under this Agreement; (ii) with , without the prior written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary InformationParty. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during a) During the term of this Agreement Agreement, each party may have access to certain confidential and proprietary information of the other party, (collectively, the “Proprietary Confidential Information”) ). Confidential Information shall include, but is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except not limited to: (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by Service, Documentation, this Agreement; a Subscription Order, Customer Data; (ii) customer lists, prospect lists, existing agreements with the written consent vendors and business partners of the other either party, pricing proposals; or (iii) marketing, sales, financial and other business information, data and plans; (iv) research and development information; (v) formulas, methods, know-how, processes, designs, new products, performance tests, proprietary computer software, bug fixes, reported problems with the Service; (vi) information concerning the service providers of either party; and (vii) any other information identified in writing as required by law confidential or judicial process. Proprietary information that the receiving party knew or reasonably should have known was confidential. b) Confidential Information shall not include information a party to be used solely for each party’s performance under this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper exercise of its rights hereunder and shall not be disclosed to or used by the Trustany third party. PBSI may, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating subject to the Funds terms of this Agreement, disclose. Customer’s Confidential Information to any entity controlling, controlled by or as permitted by Rule 15 of Regulation S-P. Notwithstanding under common control with PBSI or a third party consultant or contractor assisting PBSI with the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, Service or any of their affiliates from utilizing PBSI’s other obligations under this Agreement. PBSI shall require such third party consultant or contractor to agree in writing to confidentiality provisions at least as protective of confidential information as the names provisions set out herein. Each party shall take reasonable precautions, at least as great as the precautions it takes to protect its own confidential information, to maintain the Confidential Information in strict confidence. c) Confidential Information shall not include any information that the receiving party can establish: (i) is or subsequently becomes publicly available through no act or omission of Participants the receiving party; (ii) was in the receiving party’s lawful possession prior to disclosure of such information; (iii) is subsequently disclosed to receiving party by a third party who is not in breach of an obligation of confidentiality; or (iv) is independently developed by the receiving party without the use or benefit of the Confidential Information. Confidential Information may be disclosed under a court order, or a valid subpoena, to the extent counsel for any purpose the receiving party determines in its reasonable discretion that the disclosure of such Confidential Information is reasonably required and promptly notifies the disclosing party in writing of such determination and provides the disclosing party an opportunity to seek an appropriate protective order prior to disclosing such Confidential Information. d) Either party may be irreparably damaged if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of obligations under this Section 7 shall survive are not enforced and such party may not have an adequate remedy in the termination event of this Agreement.breach by the other party of its obligations. The parties agree, therefore, that such party may be entitled, in addition to other available remedies, to an injunction restraining any actual, threatened or further breaches of the other party's obligations under such Section or any other appropriate equitable order or decree

Confidentiality. A. Each party acknowledges and understands may receive from the other party information that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed relates to the other party’s business, research, development or is otherwise obtained by trade secrets, including but not limited to data, mailing lists, and marketing plans (“Confidential Information”).C onfidential Information shall also include the other, its affiliates, agents or representatives during the term terms of this Agreement (Agreement; including, but not limited to, pricing.E ach party agrees to use at least the “Proprietary Information”) is confidential and proprietarysame degree of care, constitutes trade secrets but not less than reasonable care, to prevent disclosing to other persons the Confidential Information of the owner, and is of great value and importance other party.E ach party further agrees not to disclose or permit any other person or entity access to the success other party’s Confidential Information, except such disclosure or access shall be permitted to an employee, agent, representative or independent contractor of such party requiring access in order to perform his or her employment or services as they relate to the owner’s businessProducts provided herein. Each party agrees shall insure that should it come into possession its employees, agents, representatives, and independent contractors are advised of Proprietary Informationthe confidential nature of the Confidential Information and are precluded from taking any action prohibited under this Section.A party shall immediately notify the other party in writing of all circumstances surrounding any possession, it will use its best efforts to hold such or knowledge of Confidential Information by any person or entity other than those authorized by this Agreement.C onfidential Information shall not include the Licensed Data and/or information in confidence and shall refrain from using, disclosing or distributing any such information except of the other party which (i) as may be necessary in the ordinary course of performing receiving party rightfully possessed before it received such information from the services and transactions contemplated by this Agreementother party; (ii) with subsequently becomes publicly available through no fault of the written consent receiving party; (iii) is subsequently furnished to the receiving party by a third party without restrictions on disclosure; or (iv) is required to be disclosed by law, provided that the receiving party will use reasonable efforts to notify the other party prior to disclosure.U pon the expiration or termination of this Agreement, each party shall, upon request of the other party; , return or destroy all Confidential Information of the other party.I n the case of destruction, the receiving party shall certify such destruction to the disclosing party within thirty (iii30) as required by law or judicial process. Proprietary Information shall not include information days following request for such certification.B oth parties acknowledge that, if a party breaches (or attempts or threatens to breach) its obligations under this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the TrustSection, the Recordkeepernon-breaching party will suffer irreparable harm.A ccordingly, the parties agree that the non-breaching party shall be entitled to injunctive relief against the breaching party, its officers or their affiliates for any purpose except employees and such other rights and remedies to which the non-breaching party may be entitled to at law, in the performance of their respective duties and responsibilities equity or under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions violation of this Section 7 shall survive the termination of this AgreementSection.

Confidentiality. A. Each party acknowledges During the term of this Agreement, the Distributor and understands that any the Managing Owner, on its own behalf and all technicalon behalf of each Fund, may have access to confidential information relating to such matters as either party's business, trade secretsecrets, systems, procedures, manuals, products, contracts, personnel, and clients. As used in this Agreement, "Confidential Information" means information belonging to one of the parties that is of value to such party and the disclosure of which could result in a competitive or business information, includingother disadvantage to such party. Confidential Information includes, without limitation, financial information, proposal and presentations, reports, forecasts, inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or marketing strategies dispositions of businesses or plans facilities). Confidential Information includes information developed by either party in the course of engaging in the activities provided for in this Agreement, unless: (i) the information is or product development, which becomes publicly known through lawful means; (ii) the information is disclosed to the other party without a confidential restriction by a third party who rightfully possesses the information and did not obtain it, either directly or is otherwise obtained indirectly, from one of the parties, as the case may be, or any of their respective principals, employees, affiliated persons, or affiliated entities. The parties understand and agree that all Confidential Information shall be kept confidential by the otherother both during and after the term of this Agreement. Each party shall maintain commercially reasonable information security policies and procedures for protecting Confidential Information. The parties further agree that they will not, its affiliateswithout the prior written approval by the other party, agents disclose such Confidential Information, or representatives use such Confidential Information in any way, either during the term of this Agreement (the “Proprietary Information”) is confidential and proprietaryor at any time thereafter, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary required in the ordinary course of performing the services this Agreement and transactions contemplated as provided by this Agreement; (ii) with the written consent of the other party; party or (iii) as required by law or judicial processlaw. Proprietary Information shall not include information a party to Upon termination of this Agreement can clearly establish was (a) known for any reason, or as otherwise requested by the Managing Owner, all Confidential Information held by or on behalf of Managing Owner or any Fund shall be promptly returned to the party prior to this Agreement; (b) rightfully acquired by Managing Owner, or an authorized officer of the party from third parties whom the party reasonably believes are not under an obligation of confidentiality Distributor will certify to the other party to this Agreement; (c) placed Managing Owner in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as writing that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 all such Confidential Information has been destroyed. This section 13 shall survive the termination of this Agreement. Notwithstanding the foregoing, a party may disclose the other's Confidential Information if (i) required by law, regulation or legal process or if requested by the SEC, the CFTC, FINRA or other governmental regulatory agency with jurisdiction over the parties hereto or (ii) requested to do so by the other party; provided that in the event of (i), the disclosing party shall give the other party reasonable prior notice of such disclosure to the extent reasonably practicable and shall reasonably cooperate with the other party (at such other party's expense) in any efforts to prevent such disclosure.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 15.1. During the term of this Agreement and for a period of five years from the date of its expiration or termination (the “Proprietary including all extensions thereof), each party agrees to maintain in strict confidence all Confidential Information”) is confidential and proprietary. Neither party shall, constitutes trade secrets without prior written consent of the ownerother party, use the other party's Confidential Information for any purpose other than for the performance of its duties and obligations, and is the exercise of great value and importance to the success of the owner’s businessits rights, under this Agreement. Each party agrees that should shall use, and shall cause all authorized recipients of the other party's Confidential Information to use, the same degree of care to protect the other party's Confidential Information as it come into possession of Proprietary uses to protect its own Confidential Information, it will use but in any event not less than a reasonable degree of care. 15.2. Notwithstanding Section 15.1, either party may disclose the Confidential Information of the other party to: (a) its best efforts employees and the employees, directors and officers of its Affiliates as necessary to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by implement this Agreement; (iib) with the written consent employees, agents or representatives of the other party; or (iiic) as required other persons (including counsel, consultants, lessors or managers of facilities or equipment used by law or judicial process. Proprietary such party) in need of access to such information for purposes specifically related to either party's responsibilities under this Agreement, provided that any disclosure of Confidential Information under clause (c) shall not include information a be made only upon prior written approval of the other party to this Agreement can clearly establish was (a) known and subject to the party prior to this Agreement; (b) rightfully acquired by appropriate assurances that the recipient of such information shall hold it in strict confidence. 15.3. Upon the request of the party from third parties whom having proprietary rights to Confidential Information, the party reasonably believes are not under an obligation in possession of confidentiality such information shall promptly return it (including any copies, extracts and summaries thereof, in whatever form and medium recorded) to the requesting party or, with the other party's written consent, shall promptly destroy it and provide the other party with written certification of such destruction. 15.4. Either party may request in writing that the other party waive all or any portion of the requesting party's responsibilities relative to the other party's Confidential Information. Such waiver request shall identify the affected information and the nature of the proposed waiver. The recipient of the request shall respond within a reasonable time and, if it determines, in its sole discretion, to grant the requested waiver, it will do so in writing over the signature of an employee authorized to grant such request. 15.5. Customer and SAVVIS acknowledge that any disclosure or misappropriation of Confidential Information in violation of this Agreement could cause irreparable harm, the amount of which may be difficult to determine, thus potentially making any remedy at law or in damages inadequate. Each party, therefore, agrees that the other party shall have the right to apply to any court of competent jurisdiction for an order restraining any breach or threatened breach of this Section and for any other appropriate relief. This right shall be in addition to any other remedy available in law or equity. 15.6. A party requested or ordered by a court or other governmental authority of competent jurisdiction to disclose another party's Confidential Information shall notify the other party in advance of any such disclosure and, absent the other party's consent to such disclosure, use its best efforts to resist, and to assist the other party in resisting, such disclosure. A party providing another party's Confidential Information to a court or other governmental authority shall use its best efforts to obtain a protective order or comparable assurance that the Confidential Information so provided will be held in confidence and not further disclosed to any other person, absent the owner's prior consent. 15.7. The provisions of Section 15.1 above shall not apply to reasonably necessary disclosures in or in connection with filings under any securities laws, regulatory filings or proceedings, financial disclosures which in the good faith judgment of the disclosing party are required by law, disclosures required by court or tribunal or competent jurisdiction, or disclosures that may be reasonably necessary in connection with the sale of securities or the performance or enforcement of this Agreement or any of the obligations hereof; provided, however, that if the receiving party would otherwise be required to refer to or describe any aspect of this Agreement in any of the preceding circumstances, the receiving party shall use its reasonable efforts to take such steps as are available under such circumstances (such as by providing a summary or synopsis) to avoid disclosure of the financial terms and conditions of this Agreement; (c) placed . Notwithstanding any provisions of this Agreement to the contrary, either party may disclose the terms and conditions of this Agreement in public domain without fault the course of the party a due diligence review performed in connection with prospective debt financing or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeperequity investment by, or their affiliates a sale to, a third party, so long as the persons conducting such due diligence review have agreed to maintain the confidentiality of such disclosure and not to use such disclosure for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementsuch due diligence review. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges The Sub-Adviser shall treat all records and understands that any other information relative to the Trust, the Fund and all technicalthe Investment Manager and their prior, trade secretpresent or potential shareholders and clients, or business information, including, without limitation, financial information, business or marketing strategies or plans or product developmentincluding the list of portfolio securities held by the Fund, which is disclosed it shall receive or have access to in the performance of its duties confidentially and as proprietary information of the Trust and the Investment Manager. The Sub-Adviser shall not disclose such records or information to any third party or use such records or information for any purpose other than performance of its responsibilities and duties hereunder (except after prior notification to and approval in writing by the Trust and the Investment Manager). The Sub-Adviser shall not use its knowledge of non-public information regarding the Fund’s portfolio as a basis to place or recommend any securities transactions for its own benefit to the detriment of the Fund. Subject to the provisions of Section 6, the Trust and the Investment Manager shall treat all records and other information relative to the Sub-Adviser which they shall receive or is otherwise obtained have access to in connection with this Agreement confidentially and as proprietary information of the Sub-Adviser, and shall not use such records and information for any purpose other than performance of their responsibilities and duties hereunder and under the Management Agreement (except after prior notification to and approval in writing by the other, its affiliates, agents or representatives during the term Sub-Adviser). The confidentiality provisions of this Agreement Section 10 will not apply to any information that either party hereto can show: (the “Proprietary Information”a) is confidential and proprietary, constitutes trade secrets or subsequently becomes publicly available without breach of the owner, and is of great value and importance any obligation owed to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the became known to either party from third parties whom a source other than the party reasonably believes are not under other party, and without breach of an obligation of confidentiality owed to the other party to this Agreementparty; (c) placed in public domain is independently developed by either party without fault of reference to the party or its affiliatesinformation required by this Agreement to be treated confidentially; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trusteither party in order to enforce any of its rights, the Recordkeeperclaims or defenses under, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoingotherwise contemplated in, this Agreement. Nothing in this Section 7 B shall not prohibit the Recordkeeper, the Funds, or 10 will be deemed to prevent a party from disclosing any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper information received hereunder pursuant to this Agreementany applicable law or in response to a request from a duly constituted regulatory or judicial authority. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that to this Agreement shall keep confidential any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to nonpublic information concerning the other party and will not use or is otherwise obtained by the otherdisclose such information for any purpose other than to a limited number of employees, its affiliatesattorneys, agents or representatives during the term of this Agreement accountants, affiliates and other advisers (the collectively, “Proprietary InformationRepresentatives”) for which such disclosure is confidential necessary for the performance of its responsibilities and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s businessduties hereunder. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such Nonpublic information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the such party prior to this Agreement; disclosure to such party by the other party or its representatives and not otherwise subject to a separate confidentiality obligation (b) rightfully acquired by the party from third parties whom the party reasonably believes after due inquiry are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationthe nonpublic information. Neither party shall use the information provided by the other party to trade for their own account or, without the other party’s consent, for the account of any other person (other than the Company or the Fund). B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, The Subadviser may disclose information relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by Adviser, the Trust, the RecordkeeperFund, the Company and/or the Subadviser Assets to its associates, to any of its delegates and other agents under the Agreement, to any market counterparty or their affiliates any broker (in accordance with market practice) in relation to transactions undertaken for any purpose except the Subadviser Assets, and to the Custodian, in order to assist or enable the proper performance of their respective duties its services under the Agreement. Subject to the Guidelines, the Subadviser and responsibilities under this Agreement any trading counterparties are authorized to disclose transaction and except other information to data repositories and regulators for servicing the purposes of meeting applicable transaction and informational mailings other regulatory reporting requirements. The Subadviser may mention the Adviser’s, the Company’s or the Trust’s name in a list of its clients. C. The Adviser or the Company may disclose information relating to the Funds Subadviser and/or the Subadviser Assets to its affiliates’ officers, directors, employees (including the officers, directors and employees of JPMC’s corporate parent and those of such parent’s direct and indirect subsidiaries), agents, advisors, attorneys, service providers, accountants, and employees of other contractors or as permitted consultants retained by Rule 15 JPMC (including those retained by JPMC’s corporate parent or such parent’s direct or indirect subsidiaries) in order to enable the proper performance of Regulation S-P. Notwithstanding its responsibilities and duties hereunder or if such disclosure is expressly required or requested by applicable federal or state regulatory authorities or other judicial or governmental process; provided, that the foregoing, this Section 7 B shall not prohibit receiving party advises the Recordkeeper, entity to which disclosure is made of the Funds, or any confidential nature of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementinformation. C. If applicableD. All third parties listed in the provisions above receiving non-public information shall (a) have a need to know such information for its performance in connection with the Company; and (b) have been informed of the confidential nature of the information, Recordkeeper will deliver and have been directed by the Trust’s privacy policy as receiving party to maintain the confidential and proprietary nature of such information to the extent required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreementreceiving party hereto.

Confidentiality. A. Each Company shall treat Sigma’s Confidential Information with the same standard of care that Company uses to safeguard its own valuable confidential information of like nature from unauthorized access, use, disclosure or dissemination, but not with less than reasonable care. “Confidential Information” means any non-public information disclosed by either party acknowledges to the other party, either directly or indirectly, in writing, orally or by inspection of tangible objects (including without limitation documents, prototypes, samples, facilities, technical data, Licensed Materials, and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product developmentequipment), which is disclosed designated as “Confidential,” “Proprietary” or some similar designation or which the recipient has reason to know is treated as confidential by the discloser. Company shall use Confidential Information including its tangible embodiments only in accordance with the provisions of this Agreement. Company may provide the Confidential Information to its employees only on a need to know basis. All employees and contractors of Company who receive Confidential Information of Sigma must be bound by customary confidentiality obligations. Notwithstanding the foregoing, the Company may use or disclose Confidential Information if and only to the other extent: (i) it is required to do so by law provided that the receiving party gives the disclosing party sufficient notice to enable it to seek an order limiting or precluding such disclosure; or (ii) the disclosing party gives its prior written authorization to do so which is otherwise obtained signed by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets an officer of the owner, and is of great value and importance to the success of the owner’s businessdisclosing party. Each party agrees that should it come into possession to keep confidential and not to disclose the terms and conditions of Proprietary Information, it will use its best efforts this Agreement to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except third party other than: (i) as may be necessary in the ordinary course of performing the services confidence to its affiliates, actual or potential investors, banks, lawyers, accountants and transactions contemplated by this Agreement; other professional advisors, and (ii) in connection with the written consent enforcement of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to its rights under this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. ALL CONFIDENTIAL INFORMATION IS PROVIDED “AS IS. B. All information” SIGMA DOES NOT MAKE ANY WARRANTIES, including “nonpublic personal information” as that term is defined in Regulation S-PEXPRESS, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the TrustIMPLIED OR OTHERWISE, the RecordkeeperREGARDING ITS ACCURACY, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementCOMPLETENESS OR PERFORMANCE. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement the Agreements (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreementthe Agreements; (ii) with the written consent of the other party; or (iii) as required by law or judicial processprocess or as requested by any governmental agency or regulatory authority. Proprietary Information shall not include information a party to this Agreement the Agreements can clearly establish was (a) known to the party prior to this Agreementthe Agreements; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreementthe Agreements; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including . In the event that a party (“nonpublic personal information” as that term disclosing party”) is defined in Regulation S-P, relating requested or required by law to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trustdisclose any Proprietary Information, the Recordkeeperdisclosing party shall provide the other party (“non-disclosing party”) with prompt written notice, unless notice is prohibited by law, of any such request or their affiliates for requirement so that the non-disclosing party may seek a protective order or other appropriate remedy; provided that no such notification shall be required in respect of any purpose except in disclosure to any governmental agency or regulatory authority having jurisdiction over the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds disclosing party or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementits affiliates. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each No confidential information disclosed by either party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other in connection with this Agreement shall be disclosed to any person or is entity other than the recipient party's employees and contractors directly involved with the recipient party's use of such information who are bound by written agreement to protect the confidentiality of such information, and such information shall otherwise obtained be protected by the otherrecipient party from disclosure to others with the same degree of care accorded to its own confidential information of like importance. In addition, each party and its affiliates, agents or representatives during shall use the term of confidential information only for the purposes specified under this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing not be used for any such information except (i) as may be necessary in other purpose without the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent of the other disclosing party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party To be subject to this Agreement can clearly establish was (a) known to provision, information must be delivered in writing and designated as proprietary or, if initially delivered orally, must be confirmed in writing as confidential within 30 days after the party prior oral disclosure. Information will not be subject to this Agreement; (b) rightfully acquired by provision if it is or becomes a matter of public knowledge without the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed recipient party, if it was a matter of written record in the recipient party's files prior to disclosure to it by the party without reference other party, or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term if it was or is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used received by the Trust, recipient party from a third person under circumstances permitting its unrestricted disclosure by the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the recipient party. Upon termination of this Agreement, each party shall promptly deliver to the other all confidential information of the other party in the possession or control of such party and all copies thereof, provided that each party may retain a copy thereof for archival purposes. The obligations under this Section 18 shall continue for both parties for a period of 10 years after delivery by Aspect to HP of the last Aspect Product under this Agreement. HP is entitled to transmit confidential information of Aspect to Hewlett-Packard Company and to its subsidiaries and affiliated companies. In this case these companies may only use such information to the same extent as HP is entitled to under this Agreement. HP will be responsible that these companies comply with the confidentiality provisions of this Agreement.

Confidentiality. A. Each party acknowledges 7.1. Client and understands Anchorage each agree that with respect to any non-public, confidential or proprietary information of the other Party, including the existence and all technicalterms of this Agreement, trade secretClient Data, or business informationClient’s deposit and withdrawal details, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed and information relating to the other party’s business operations or is otherwise obtained by business relationships (including Fees), and any arbitration pursuant to this Agreement (collectively, “Confidential Information”), it (a) will not disclose such Confidential Information except to such party’s officers, directors, agents, employees and professional advisors who need to know the other, its affiliates, agents or representatives during Confidential Information for the term purpose of assisting in the performance of this Agreement and who are informed of, and agree to be bound by obligations of confidentiality no less restrictive than those set forth herein and (b) will protect such Confidential Information from unauthorized use and disclosure. Each Party shall use any Confidential Information that it receives solely for purposes of (i) exercising its rights and performing its duties under the “Proprietary Information”Agreement and (ii) complying with any applicable laws, rules and regulations. Anchorage shall promptly notify the Client any time any Confidential Information concerning the Client is confidential and proprietarydisclosed by Anchorage, constitutes trade secrets its Representative(s) or an Anchorage Subcontractor to any third party if such disclosure is made in violation of the ownerforegoing provisions of this Section 8. Confidential Information shall not include any (w) information that is or becomes generally publicly available through no fault of the recipient; (x) information that the recipient obtains from a third party (other than in connection with this Agreement) that, and is of great value and importance to the success recipient’s best knowledge, is not bound by a confidentiality agreement prohibiting such disclosure; (y) information that is independently developed or acquired by the recipient without the use of Confidential Information provided by the disclosing party; or (z) disclosure with the prior written consent of the owner’s businessdisclosing Party. 7.2. Each party agrees that should it come into possession Notwithstanding the foregoing, each Party may disclose Confidential Information of Proprietary Informationthe other Party to the extent required by a court of competent jurisdiction or governmental authority, it will use its best efforts regulatory body or otherwise required by law, regulation or the rules of any exchange; provided, however, the Party making such required disclosure shall first notify the other Party (to hold such information in confidence the extent legally permissible) and shall refrain from usingafford the other Party a reasonable opportunity to seek confidential treatment if it wishes to do so and will consider in good faith reasonable and timely requests for redaction. All documents and other tangible objects containing or representing Confidential Information and all copies or extracts thereof or notes derived therefrom that are in the possession or control of the receiving Party shall be and remain the property of the disclosing Party and shall be promptly returned to the disclosing Party or destroyed, each upon the disclosing or distributing any such information except Party’s request; provided, however, notwithstanding the foregoing, either Party may retain a copy of Confidential Information and Client Data (i) for audit, legal, accounting or compliance purposes (including in accordance with a Party’s established document retention policy); (ii) if included within unstructured backup files or that technically cannot be deleted; (iii) as licensed pursuant to Section 3.3; or (iv) as may be necessary in the ordinary course of performing the services and transactions contemplated required by this Agreement; (ii) with the written consent applicable Laws, including requirements of the other party; or (iii) as required by law or judicial process. Proprietary Information OCC, provided that this Section 8 shall not include information a party continue to this Agreement can clearly establish was (a) known apply to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All all such retained information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for notwithstanding any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement 7.3. Other than as provided in this Section, Anchorage may not identify to any third party that Client is a customer or licensee of Anchorage without Client’s prior written consent. 7.4. Notwithstanding anything herein to the contrary, Client may disclose the existence of this Agreement to its investors and prospective investors. Additionally, notwithstanding anything herein to the contrary, Anchorage permits Client to reference Anchorage (including a description of Anchorage and/or business, as obtained from publicly available information on Anchorage’s website or other public materials) as a service provider hereunder along with the existence and terms of this Agreement as may be required under applicable law, in its public disclosures contained in public filings. In addition, Client may file the Agreement as an exhibit in public filings with the Securities and Exchange Commission, as may be required under applicable law, provided that such information may be redacted to remove pricing and other proprietary information in the Agreement as permitted under applicable law.

Confidentiality. A. 7.1 Each party acknowledges and understands Party undertakes that any and it shall keep confidential all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to Confidential Information of the other Party, and shall not use the same for any purpose other than exercising its rights and meeting its obligations under this Agreement. A Party shall not disclose or is otherwise obtained by permit the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets disclosure of the owner, other Party's Confidential Information in any format or medium to any third party (save as provided in clauses 7.2 and is of great value and importance to 7.3) without the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent of the other party; or (iii) as required by law or judicial processParty. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to Each Party acknowledges that at all times the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants Party is and shall remain the sole property owner of the Trust and the Recordkeeper and Confidential Information. 7.2 The provisions of clause 7.1 shall not be disclosed to apply to: (a) any Confidential Information which is in, or used enters into the public domain otherwise than as a result of any breach of this Agreement; (b) any Confidential Information already in the possession of the receiving Party at the time of disclosure by the Trustother Party as evidence by the receiving Party's written record; and/or (c) any Confidential Information obtained from a third party who is free to disclose it. 7.3 The receiving Party may disclose Confidential Information only to the extent required by law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction provided that, to the Recordkeeperextent it is legally permitted to do so, or their affiliates for any purpose except it gives the disclosing Party as much notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this clause 7.3, it takes into account the reasonable requests of the disclosing Party in relation to the content of such disclosure. 7.4 Each Party shall only disclose Confidential Information of the other Party to those of its employees and its Affiliates who are directly involved in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper obligations pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy and shall ensure that such employees and Affiliates are aware of and comply with these obligations as required by Regulation S-P. D. The provisions to confidentiality. Any approved disclosure of this Section 7 Confidential Information to third parties shall survive the termination of be subject to confidentiality undertakings no less onerous than those set out in this Agreement. 7.5 The obligations of the Parties as to disclosure and confidentiality shall come into effect from the Effective Date and shall continue in force so long as such information remains confidential in nature.

Confidentiality. A. Each party acknowledges Syndication Party shall maintain the confidential nature of, and understands that shall not use or disclose, any and all technical, trade secret, or business information, including, without limitation, of Borrower’s financial information, business confidential information or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets without first obtaining Borrower’s written consent. Nothing in this Section shall require any Syndication Party to obtain such consent after there is an Event of Default. The obligations of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information Syndication Parties shall in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was no event apply to: (a) known providing information about Borrower to the party prior any financial institution contemplated or described in Sections 15.7, 15.15, and 15.27 hereof or to this Agreementsuch Syndication Party’s parent holding company or any of such Syndication Party’s Affiliates, or to any actual or prospective counterparty to any securitization, swap or derivative transaction relating to Borrower with respect to any Loan; (b) rightfully acquired any situation in which any Syndication Party is required by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality Law or required by any Governmental Authority to the other party to this Agreementdisclose information; (c) placed providing information to counsel to any Syndication Party in public domain without fault of connection with the party or its affiliatestransactions contemplated by the Loan Documents; or (d) providing information to independent auditors retained by such Syndication Party; (e) any information that is in or becomes part of the public domain otherwise than through a wrongful act of such Syndication Party or any of its employees or agents thereof; (f) any information that is in the possession of any Syndication Party prior to receipt thereof from Borrower or any other Person known to such Syndication Party to be acting on behalf of Borrower; (g) any information that is independently developed by any Syndication Party; and (h) any information that is disclosed to any Syndication Party by a third party that has no obligation of confidentiality with respect to the party information disclosed. A Syndication Party’s confidentiality requirements continue after it is no longer a Syndication Party under this Credit Agreement. Notwithstanding any provision to the contrary in this Credit Agreement, the Administrative Agent and each Syndication Party (and each employee, representative, or other agent thereof) may disclose to any and all Persons, without reference limitations of any kind, the tax treatment and tax structure of the transaction described in this Credit Agreement and all materials of any kind (including opinions or reliance upon Proprietary Information. B. All informationother tax analyses), including if any, that are provided to the Administrative Agent or such Syndication Party relating to such tax treatment and tax structure. Nothing in the preceding sentence shall be taken as an indication that such transaction would, but for such sentence, be deemed to be a “nonpublic personal informationreportable transaction” as that term is defined in Treasury Regulation SSection 1.6011-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement4. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges Party shall take all necessary precautions, and understands that apply the same confidentiality measures and degree of care to any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is confidential information disclosed to it by another Party as the other or receiving Party applies to its own confidential information to ensure that the information is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is treated as confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees undertakes that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All informationat any time, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or save as permitted by Rule 15 Clause 9.2, disclose any other Party’s confidential information. Each Party may disclose another Party’s confidential information to its employees, officers, representatives or advisers who need to know such information for the purposes of Regulation S-P. Notwithstanding exercising the foregoingParty’s rights or carrying out its Deliverable(s) stated in the Project Plan. If a Party discloses confidential information under this Clause 9.2, it shall ensure that its employees, officers, representatives or advisers to whom it discloses such confidential information are made aware of and comply with the provisions of this Section 7 B Clause 9. The provisions of Clause 9.1 shall not prohibit apply to any confidential information which: is or becomes public knowledge (otherwise than by breach of Clause 9.1); was in the Recordkeeperpossession of the receiving Party, the Fundswithout restriction as to its disclosure, before receiving it from another Party; or is required to be disclosed by any applicable law or regulation, or any of court, or governmental or administrative or regulatory authority competent to require such disclosure. The Parties shall comply with: their affiliates from utilizing obligations under the names of Participants for Data Protection Act 2018 in relation to any purpose if the names are obtained personal data processed in any manner other than from Recordkeeper pursuant relation to this Partnership Agreement. C. If applicable; and the provisions, Recordkeeper will deliver if any, set out in the Trust’s privacy policy as required by Regulation S-P. D. The Project Plan. Any dispute or difference between the Parties arising out of or in connection with this Partnership Agreement (a “Dispute”) shall be treated in accordance with the provisions of this Section 7 Clause 11. If a Dispute arises, the Parties in dispute shall survive first seek to resolve the termination Dispute by escalation to the Key Contacts in the Partnership Agreement Particulars. The Key Contacts shall have ten (10) working days during which they will use their reasonable endeavours to resolve the Dispute. In the event that the matter is still in dispute after completion of the process set out in Clause 11.2, the Parties shall refer the Dispute to mediation or some other form of alternative dispute resolution, until agreement can be made on how to address the Dispute. Each Party will pay its own costs of mediation or alternative dispute resolution under this Agreement.Clause 11. If there is a Dispute, each Party will continue to perform its obligations under this Partnership Agreement as far as practical given the nature of the Dispute. Each Party agrees not to start any court action in relation to a Dispute until it has complied with the process described in Clause 11, unless court action is necessary to preserve a Party’s rights. Any change to this Partnership Agreement is called a Variation. A Variation must be agreed by all Parties and recorded: in writing and signed by all Parties, or through an exchange of emails where the authors have delegated authority to approve the Variation

Confidentiality. A. Each 6.1. During the term of this Agreement, each party acknowledges may disclose to the other party certain Confidential Information (defined in Section 6.2). The receiving party shall hold the disclosing party’s Confidential Information in confidence and understands shall use its best efforts to protect it. The receiving party shall not disclose the disclosing party’s Confidential Information to any person other than employees and independent contractors of the receiving party who need to know such Confidential Information in order to perform services for the receiving party and who are bound by a written confidentiality agreement with the receiving party that is no less protective of such Confidential Information as this Agreement. Upon request of the disclosing party, the receiving party will provide the disclosing party with reasonable evidence of such written confidentiality agreement. The receiving party shall use such Confidential Information for the sole purpose of performing its obligations hereunder. Upon termination of this Agreement, the receiving party shall either return to the disclosing party all of the disclosing party’s Confidential Information in its possession (including all copies) or shall, at the disclosing party’s direction, destroy the disclosing party’s Confidential Information (including all copies) and an officer of the receiving party shall certify its destruction to the disclosing party. 6.2. For the purposes of this Agreement, “Confidential Information” means any and all technicalinformation or know-how (in oral, trade secretwritten, digital or business informationother form), including, without limitation, financial informationinformation relating to research, business product plans, products, services, clients, markets, software, developments, inventions, processes, methodologies, designs, drawings, engineering, hardware configuration, marketing or marketing strategies or plans or product developmentfinances, which is disclosed provided by one party to the other or is otherwise party, obtained by one party from the otherother party, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each prepared by one party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent upon review of the other party; ’s information or (iii) as required by law or judicial processknow-how. Proprietary The Training Materials shall be Confidential Information of Synopsys. The receiving party shall not include information a require any of its employees and independent contractors who receive Confidential Information of the disclosing party to this Agreement can clearly establish was (a) known to comply with the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 6 and shall survive be responsible for any use or disclosure of the termination Confidential Information of this Agreementthe disclosing party by any such persons as though such use or disclosure were made by the receiving party.

Confidentiality. A. 8.1 The parties hereby agree to keep strictly confidential and to not use, or permit the use of, for any purpose whatsoever during the Term, and for a period of five years following expiration or termination of this Agreement, all information received or observed from the other party pursuant to this Agreement or otherwise (including, without limitation, information of such party or such party's customers or the business associates disclosed or observed, information that is known or reasonably should be known to be trade secrets and/or proprietary in nature, and licenses, patents, patent application, technology or processes and business plans of the other party) (the "Confidential Information"), except as disclosure or use of such Confidential Information is expressly permitted by this Agreement. Confidential Information does not include information which: (i) is or becomes available to the general public or to other manufacturers within the applicable industry, through no act or fault of the recipient; (ii) is rightfully disclosed to recipient by a third party under no obligation of confidentiality with respect to such information; or (iii) is rightfully in the possession of the recipient at the time of disclosure without obligation of confidentiality or non-use with respect thereto. 8.2 The recipient of Confidential Information shall protect it from disclosure with the same degree of care by which it protects its own Confidential Information. Each party acknowledges shall use its best efforts to ensure that its Representatives do not disclose or make any unauthorized use of Confidential Information, and understands that each party agrees to promptly notify the other upon discovery of any and all technical, trade secret, unauthorized use or business informationdisclosure of the other party's Confidential Information. Each party shall be liable for the unauthorized use or disclosure of the other party's Confidential Information by such party's Representatives, 8.3 Bovie shall not use the proprietary Confidential Information belonging to Arthrex, including, without limitation, financial informationArthrex's designs, business specifications, drawings, processes, materials, molds, tooling, jigs and fixtures, for any purpose other than to manufacture Products for Arthrex, without Arthrex's prior written consent. 8.4 In the event that Bovie or marketing strategies any of its Representatives is requested or plans required (by oral questions, deposition, interrogatories, requests for information or product developmentdocuments, which is disclosed subpoena, civil investigative demand or other process) to disclose all or any part of any Confidential Information, Bovie will provide Arthrex with prompt notice of such request or requirement so that Arthrex may seek an appropriate protective order or waive compliance with the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term provisions of this Agreement (the “Proprietary Information”) is confidential and proprietaryAgreement, constitutes trade secrets as well as notice of the ownerterms and circumstances surrounding such request or requirement. In such case, and is the parties will consult with each other on the advisability of great value and importance pursuing any such order or other legal action or available steps to resist or narrow such request or requirement If, failing the success entry of a protective order or the receipt of a waiver hereunder, Bovie is, in the opinion of counsel acceptable to Arthrex, legally compelled to disclose Confidential Information, Bovie may disclose that portion of the owner’s businessConfidential Information which counsel advises Bovie that it is legally compelled to disclose. Each party agrees that should it come into possession of Proprietary InformationIn any event, it Bovie will use its best efforts to hold obtain and will not oppose action by Arthrex to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the disclosure of such information in confidence information. Bovie will cause its Representatives and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by agents to comply with this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationparagraph. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges The parties agree to keep all disclosed confidential information strictly confidential. Without prejudice to the generality of the foregoing, the obligation hereunder shall apply in particular to all information disclosed which is marked as being confidential, and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, information which is disclosed verbally, provided it is identified as confidential at the time of disclosure and confirmed in writing within thirty (30) days thereafter. Such information will ordinarily be disclosed by a party (the “Disclosing Party”) to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement party (the “Proprietary InformationReceiving Party”) is in written or electronic form by way of software, draft documentation, drawings or technical specifications on data storage modules, via electronic data communication or by post. Data relating to individuals shall (in accordance with applicable Data Protection laws) also be treated as confidential as well all information relating to business secrets, such as research and proprietary, constitutes trade secrets of the owner, development matters and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent other business affairs of the other party; , its associated companies or third parties contracting with the Disclosing Party (iii) as required by law or judicial process“Confidential Information”). Proprietary Information The confidentiality obligation shall not include apply to information a party to for which the Receiving Party can demonstrate by written evidence that such information: is already in the possession of the Receiving Party, without owing any duty of confidentiality, at the time of disclosure; is in the public domain, through no breach of this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party Receiving Party; is legitimately received from third parties whom without being subject to any confidentiality obligations; is developed independently of any such confidential information; is information to which the party reasonably believes are not under an obligation Disclosing Party has disclaimed in writing any rights to confidentiality; or is provided after the termination or expiration of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not . Confidential Information may be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating a party’s Affiliate subject to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 Agreement. Each party shall survive be responsible for ensuring that its respective Affiliates comply with the termination provisions of this Agreement.. For purposes of this Agreement, “Affiliate” shall mean the entities listed in Exhibit A.

Confidentiality. A. Each party acknowledges Any information with respect to the Property (collectively, the “Evaluation Materials”) provided to Accepting Party by Owner, Owner’s Representative and/or Listing Broker any of their respective consultants, agents or employees (collectively, the “Seller Parties”) will be used solely for the purpose of evaluating the possible acquisition of the Property by Accepting Party, and understands will not be used or duplicated for any other purpose. Accepting Party shall keep all Evaluation Materials strictly confidential provided that the foregoing shall not apply (a) to information of a public nature or learned by Purchaser from any and all technical, trade secretsource other than Seller, or business information(b) from and after the Closing Date. From and after Closing Date, includingPurchaser shall keep all financial information relating to the Tenants confidential. Nothing contained in this Section shall prohibit any party from disclosing information (1) to its lenders, without limitationmembers, partners, shareholders agents or consultants or prospective purchasers of any of the Parcels or any interest therein; provided that as a condition to any disclosure of Tenant’s or Seller’s financial information, business or marketing strategies or plans or product development, which is disclosed Purchaser shall deliver to the other or is otherwise obtained Seller a confidentiality agreement executed by the otherparty receiving such information, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; as required by any applicable securities requirement, law or court order, or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault any action between any of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All informationfollowing parties: Purchaser, including “nonpublic personal information” Seller, Seller’s Affiliate, any Purchaser’s Affiliate and/or Tenant. Except as that term is defined expressly provided in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trustthis Section, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the Closing or any termination of this Agreement.” 2. Return of Evaluation Materials: If, at any time, Accepting Party elects not to proceed with the Proposed Transaction, or, upon request of Owner’s Representative, Accepting Party will promptly deliver to Owner’s Representative all Evaluation Materials received by Accepting Party, whether received before or after the date of this Agreement, without retaining copies thereof.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 12.1. During the term of this Agreement and for a period of five years from the date of its expiration or termination (the “Proprietary including all extensions thereof), each party agrees to maintain in strict confidence all Confidential Information”) is confidential and proprietary. Neither party shall, constitutes trade secrets without prior written consent of the ownerother party, use the other party's Confidential Information for any purpose other than for the performance of its duties and obligations, and is the exercise of great value and importance to the success of the owner’s businessits rights, under this Agreement. Each party agrees that should shall use, and shall cause all authorized recipients of the other party's Confidential Information to use, the same degree of care to protect the other party's Confidential Information as it come into possession of Proprietary uses to protect its own Confidential Information, it will use but in any event not less than a reasonable degree of care. 12.2. Notwithstanding Section 12.1, either party may disclose the Confidential Information of the other party to: (a) its best efforts employees and the employees, directors and officers of its Affiliates as necessary to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by implement this Agreement; (iib) with the written consent employees, agents or representatives of the other party; or (iiic) as required other persons (including counsel, consultants, lessors or managers of facilities or equipment used by law or judicial process. Proprietary such party) in need of access to such information for purposes specifically related to either party's responsibilities under this Agreement, provided that any disclosure of Confidential Information under clause (c) shall not include information a be made only upon prior written approval of the other party to this Agreement can clearly establish was (a) known and subject to the party prior to this Agreement; (b) rightfully acquired by appropriate assurances that the recipient of such information shall hold it in strict confidence. 12.3. Upon the request of the party from third parties whom having proprietary rights to Confidential Information, the party reasonably believes are not under an obligation in possession of confidentiality such information shall promptly return it (including any copies, extracts and summaries thereof, in whatever form and medium recorded) to the requesting party or, with the other party's written consent, shall promptly destroy it and provide the other party with written certification of such destruction. 12.4. Either party may request in writing that the other party waive all or any portion of the requesting party's responsibilities relative to the other party's Confidential Information. Such waiver request shall identify the affected information and the nature of the proposed waiver. The recipient of the request shall respond within a reasonable time and, if it determines, in its sole discretion, to grant the requested waiver, it will do so in writing over the signature of an employee authorized to grant such request. 12.5. Bridge and SAVVIS acknowledge that any disclosure or misappropriation of Confidential Information in violation of this Agreement could cause irreparable harm, the amount of which may be difficult to determine, thus potentially making any remedy at law or in damages inadequate. Each party, therefore, agrees that the other party shall have the right to apply to any court of competent jurisdiction for an order restraining any breach or threatened breach of this Section and for any other appropriate relief. This right shall be in addition to any other remedy available in law or equity. 12.6. A party requested or ordered by a court or other governmental authority of competent jurisdiction to disclose another party's Confidential Information shall notify the other party in advance of any such disclosure and, absent the other party's consent to such disclosure, use its best efforts to resist, and to assist the other party in resisting, such disclosure. A party providing another party's Confidential Information to a court or other governmental authority shall use its best efforts to obtain a protective order or comparable assurance that the Confidential Information so provided will be held in confidence and not further disclosed to any other person, absent the owner's prior consent. 12.7. The provisions of Section 12.1 above shall not apply to reasonably necessary disclosures in or in connection with filings under any securities laws, regulatory filings or proceedings, financial disclosures which in the good faith judgment of the disclosing party are required by law, disclosures required by court or tribunal or competent jurisdiction, or disclosures that may be reasonably necessary in connection with the performance or enforcement of this Agreement or any of the obligations hereof; provided, however, that if the receiving party would otherwise be required to refer to or describe any aspect of this Agreement in any of the preceding circumstances, the receiving party shall use its reasonable efforts to take such steps as are available under such circumstances (such as by providing a summary or synopsis) to avoid disclosure of the financial terms and conditions of this Agreement; (c) placed . Notwithstanding any provisions of this Agreement to the contrary, either party may disclose the terms and conditions of this Agreement in public domain without fault the course of the party a due diligence review performed in connection with prospective debt financing or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeperequity investment by, or their affiliates a sale to, a third party, so long as the persons conducting such due diligence review have agreed to maintain the confidentiality of such disclosure and not to use such disclosure for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementsuch due diligence review. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges a. In connection with this Agreement, Vendor may have access to information that is confidential to SYX and/or its affiliates (“Confidential Information”). Confidential Information shall mean all information that is treated as confidential by SYX or information that should reasonably be known to be confidential by Vendor considering the nature of the disclosure and understands that the content of the information, including but not limited to, data and information relating to potential, current and future customers of SYX and/or any of its affiliates or such customers’ purchases, profiles, demographics, contact or other information, including credit card numbers, e-mail addresses and related purchase information, any and all technical, trade secret, non-personally identifiable or business personally identifiable customer information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such Confidential information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was that: (a) known to is or becomes a part of the party prior to this Agreementpublic domain through no act or omissions of Vendor; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality was in Vendor’s lawful possession prior to the other party to this Agreementdisclosure and had not been obtained by Vendor either directly or indirectly from SYX and/or its affiliates; (c) placed in public domain is lawfully disclosed to Vendor by a third party without fault of the party or its affiliatesrestriction on disclosure; or (d) is independently developed by Vendor. Vendor acknowledges that the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants Confidential Information is and shall remain the sole exclusive and confidential property of the Trust and the Recordkeeper and shall SYX. Certain Confidential Information, specifically, customer personally identifiable information, will not be disclosed to or used by shared with Vendor under any circumstances without a separate agreement governing the Trust, the Recordkeeperuse of such information. b. Vendor will not use, or their affiliates permit others to use, Confidential Information for any purpose except other than the implementation of this Agreement. Vendor agrees to hold the Confidential Information in strictest confidence. Vendor agrees, unless required by law, not to make the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating Confidential Information available in any form to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants third party for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to the implementation of this Agreement. C. If applicable. Vendor further agrees not to copy, Recordkeeper will deliver revise, sell, transfer, or incorporate any Confidential Information into a database. Vendor agrees to take all reasonable steps to ensure that Confidential Information is not used, disclosed or distributed by its employees or agents in violation of the Trustterms of this Agreement. Vendor further agrees to promptly notify SYX in writing of any actual or suspected misuse, misappropriation or unauthorized disclosure of Confidential Information, which may come to Vendor’s privacy policy as required by Regulation S-P. D. The provisions attention. Vendor acknowledges that disclosure or use of Confidential Information in violation of this Section 7 could cause irreparable harm to SYX for which monetary damages may be difficult to ascertain or an inadequate remedy. Vendor therefore agrees that SYX will have the right, in addition to its other rights and remedies, to seek injunctive relief for any violation of these confidentiality provisions without posting bond, or by posting bond at the lowest amount required by law. Vendor agrees that it shall survive the termination be liable for all breaches of this AgreementSection by its employees or agents.

Confidentiality. A. Each party acknowledges 10.1 The Parties acknowledge and understands agree that any this Agreement shall become a public record under Utah law, and that discussion regarding this Agreement shall take place before the Agency board in open session. The Agency covenants that it will hold all technical, trade secretinformation obtained by it, or any person employed by or representing the Agency, related to the Participant’s business in strictest confidence and the Agency covenants not to disclose, divulge or otherwise communicate in any manner to any person or entity, other than to those parties necessary to verify 10.2 The Participant may designate any trade secrets or confidential business information included in any report or other writing delivered to the Agency pursuant to or in connection with this Agreement by any method intended to clearly set apart the specific material that the Participant claims to be either its trade secrets or confidential business information that, if released, would give an advantage to competitors of the Participant and serve no public purpose (such information, includingcollectively, without limitation, financial information, business “Confidential Business Information”). The Agency shall redact or marketing strategies delete from any records it makes available for inspection or plans or product development, of which is disclosed to the other or is otherwise obtained it provides copies any material designated by the other, its affiliates, agents or representatives during Participant as Confidential Business Information. Promptly following the term Agency’s receipt of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets any request to provide copies of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party public records relating to this Agreement can clearly establish was (a) known or the Project or for inspection of the same by any third party, the Agency shall give written notice and a copy of such request to the Participant. The Agency shall not allow inspection or provide copies of any such records until the Agency shall have had not less than ten (10) business days excluding the day of receipt to determine whether to contest the right of any party prior to inspect or receive copies of the records or to inspect such records without redaction of the Confidential Business Information. Any such action to enjoin the release of Confidential Business Information may be brought in the name of the Participant or the Agency. The costs, damages, if any, and attorneys’ fees in any proceeding commenced by the Participant or at its request by the Agency to prevent or enjoin the release of Confidential Business Information in any public records relating to this Agreement; (b) rightfully acquired Agreement or the Project shall be borne by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary InformationParticipant. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges (a) Cliffs and understands Steel acknowledge that any this Agreement contains certain pricing, adjustment and all technicalterm provisions which are confidential, trade secretproprietary or of a sensitive commercial nature and which would put Cliffs or Steel at a competitive disadvantage if disclosed to the public, or business information, including, including without limitation, financial informationSections 3(b) and (c), business or marketing strategies or plans or product developmentSection 5, which is disclosed to Section 6 and all of the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term Schedules and Exhibits hereto ("Confidential Information"). Cliffs and Steel agree that all provisions of this Agreement (shall be kept confidential and, without the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets prior written consent of the ownerother party, shall not be disclosed to any party not a party to this Agreement except as required by law or governmental or judicial order and is of great value and importance to the success except that disclosure of the owner’s businessexistence of this Agreement shall not be precluded by this Section 19. (b) If either party is required by law or governmental or judicial order or receives legal process or court or agency directive requesting or requiring disclosure of any of the Confidential Information contained in this Agreement, such party will promptly notify the other party prior to disclosure to permit such party to seek a protective order or take other appropriate action to preserve the confidentiality of such Confidential Information. Each If either party agrees that should it come into possession of Proprietary Informationdetermines to file this Agreement with the Securities and Exchange Commission ("Commission") or any other federal, it state or local governmental or regulatory authority, or with any stock exchange or similar body, such determining party will use its best efforts to hold obtain confidential treatment of such information in confidence Confidential Information pursuant to any applicable rule, regulation or procedure of the Commission and shall refrain from usingany applicable rule, disclosing regulation or distributing procedure relating to confidential filings made with any such information except other authority or exchange. If the Commission (ior any such other authority or exchange) as may be necessary in the ordinary course denies such party's request for confidential treatment of performing the services and transactions contemplated by this Agreement; (ii) with the written consent such Confidential Information, such party will use its best efforts to obtain confidential treatment of the portions thereof that the other party; or (iii) as required by law or judicial processparty designates. Proprietary Information shall not include information a Each party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to will allow the other party to this Agreement; (c) placed participate in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary seeking to obtain such confidential treatment for Confidential Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each 1. During the term of the Agreement, and for a period of five years after termination of the Agreement, the Receiving Party will maintain all of the Disclosing Party’s Confidential Information as defined below in trust and confidence and will not disclose or disseminate any of the Disclosing Party’s Confidential Information to any third person or use any of the Disclosing Party’s Confidential Information for any unauthorized purpose. The Receiving Party may use the Disclosing Party’s Confidential Information only to the extent required to accomplish the purposes of the Agreement. Confidential Information shall not be used for any purpose or in any manner that would constitute a violation of applicable laws. Confidential Information shall not be reproduced in any form except as required to accomplish the intent of the Agreement. The Receiving Party will use at least the same standard of care to protect and maintain in confidence the Disclosing Party’s Confidential Information as it uses to protect its own proprietary or confidential information. 2. ‘Confidential Information’ shall mean any information received by one party acknowledges and understands that any and all technical, trade secret, or business information(the ‘Receiving Party’) from the other party (the ‘Disclosing Party’) pursuant to the agreement, including, without limitation, financial informationall know how, data, designs, specifications, inventions, drawings, processes, trade secrets, patent and trademark applications, techniques, or formula relating to any product and any research project, work in process, future development, scientific, engineering, manufacturing, marketing, business plan, financial or marketing strategies or plans or product development, which is disclosed personnel matter relating to the other or is otherwise obtained by the othereither party, its affiliatespresent or future products, agents sales, suppliers, customers, employees, investors or representatives during business, whether in oral, written, graphic, electronic or other tangible form and shall include the term agreement. 3. Each Party shall ensure that these obligations will be observed under the same terms and conditions by its Officers. 4. The Receiving Party will promptly notify the Disclosing Party upon discovery of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets any unauthorized use or disclosure of the owner, and is of great value and importance to the success of the ownerDisclosing Party’s businessConfidential Information. 5. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Confidential Information shall not include any information a party to this Agreement can clearly establish was (that: a) is now, or hereafter becomes, through no act or failure to act on the part of the Receiving Party, generally known or available; b) is known by the Receiving Party at the time of receiving such information, as evidenced by its written records; c) is hereafter furnished to the party prior to this Agreement; (b) rightfully acquired Receiving Party by the party from a third parties whom the party reasonably believes are not under an obligation party, as a matter of confidentiality to the other party to this Agreement; (c) placed in public domain right and without fault of the party or its affiliates; or (restriction on disclosure; d) is independently developed by the party Receiving Party without reference or reliance upon Proprietary Informationany breach of the agreement; or e) is the subject of a written permission to disclose provided by the Disclosing Party. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property 6. Notwithstanding any other provisions of the Trust agreement, each Party may disclose Confidential Information if such disclosure: a) is in response to a valid order of a court or governmental authority; provided, that the Receiving Party shall first have given notice to the Disclosing Party in order to allow the Disclosing Party the opportunity to prevent or limit any such disclosure and the Recordkeeper and receiving Party shall not have made a reasonable effort to obtain a protective or other appropriate form of order requiring that the Confidential Information so disclosed be disclosed to or used only for the purposes for which the order was issued; b) is otherwise required by the Trustapplicable law; or c) is otherwise necessary to file or prosecute patent applications, prosecute or defend litigation or comply with the applicable law or otherwise establish rights or enforce obligations under the agreement, but only to the extent that any such disclosure is necessary. 7. In the event that one Party shares confidential information acquired from the other Party with third parties, the Recordkeeperother Party shall have the right to immediately terminate the Agreement. If the Customer breaches the confidentiality Agreement, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating Partner can block all access to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding Platform without the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or Customer having any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant right to this Agreementcompensation. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 6.1 Within the term of this Agreement Agreement, all customer information (the “Proprietary Customer Information”) is confidential and proprietaryother related materials in connection with Party B’s Business and Services provided by Party A shall be owned by Party A. 6.2 Notwithstanding the termination of this Agreement, constitutes trade the Parties shall be obliged to keep in strict confidence the commercial secrets and proprietary information of the ownerother Party acquired during the performance of this Agreement, the Customer Information jointly owned by both Parties and is of great value and importance to the success any unpublished information of the owner’s businessother Party (collectively, the “Confidential Information”). Each The receiving party agrees that should of the Confidential Information (the “Receiving Party”) shall not disclose the Confidential Information or any part thereof to any third parties unless it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the obtains prior written consent of the other party; Party, or (iii) as required by law relevant laws and regulations or judicial processrequirements of relevant stock exchange. Proprietary The Receiving Party may not use, directly or indirectly, such Confidential Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants part thereof for any purpose if the names are obtained in any manner purposes other than from Recordkeeper pursuant to performing its obligations under this Agreement. C. If applicable6.3 The following information shall not constitute Confidential Information: (a) any information which, Recordkeeper will deliver as shown by written evidence, has previously been known to the Trust’s privacy policy Receiving Party by way of legal means; (b) any information which enters the public domain other than as required a result of a fault of the Receiving Party; or (c) any information lawfully acquired by Regulation S-P.the Receiving Party from another source subsequent to the receipt of relevant information. D. 6.4 The provisions Receiving Party may disclose the Confidential Information to its relevant employees, agents or professionals it retains, but shall secure that the above persons should be bound by this Agreement, keep the Confidential Information confidential, and use such Confidential Information merely for the purpose of performing this Agreement. 6.5 Upon termination or expiration of this Section 7 Agreement, the Receiving Party of the Confidential Information shall return any and all documents, information or software containing any such Confidential Information to the original owner or provider of such Confidential Information; or with prior consent of the original owner or provider, destroy and delete all of such Confidential Information from any electronic device, and cease to use it in all circumstances. 6.6 The Parties agree that this Article shall survive the amendment, expiration or termination of this Agreement.

Confidentiality. A. Each party acknowledges 8.1 The Parties each undertake to keep confidential and understands that not to disclose to any and all technical, trade secretthird party, or business informationto use for his own purposes, includingor other than for the purposes of, without limitationor as permitted under or in accordance with, financial informationthis Agreement, business Business Information or marketing strategies Confidential Information. 8.2 The obligations contained in this Clause 8 shall survive the expiry or plans or product development, determination of this Agreement for any reason but shall not apply to any information which is disclosed to becomes publicly known otherwise than through a breach of this Agreement by the other party or is otherwise obtained by the other, its affiliatestheir employees, agents or representatives contractors. 8.3 No party shall use any other party's other Confidential Information for any purpose other than to perform its obligations under this Agreement. 8.4 Without prejudice to any common law or statutory duties incumbent upon a party, each party undertakes not (nor to permit or allow any other person engaged by them) either during the term subsistence of, or after the expiry or determination, of this Agreement, to: 8.4.1 Use any Confidential Information for their own purposes (other than in the performance of their obligations hereunder) or for, or to, the benefit of any third party; or 8.4.2 Disclose any Confidential Information to any other person (otherwise than as permitted hereunder). 8.5 Each party shall be responsible for protecting the confidentiality of any Confidential Information which may be disclosed to them during the course of their relationship and shall: 8.5.1 use their best endeavours, and take all reasonable recommended steps to ensure the security and protection of such information, and to prevent the use or communication of any Confidential Information by any person (except in the proper course of their duties, as required by law to any third party; and 8.5.2 inform the Contractor of any breach of confidentiality immediately upon becoming aware, or suspecting, that any such person or third party has come into the possession of, or used, Confidential Information. 8.6 All Confidential Information and copies thereof, in whatsoever format, shall be the Intellectual Property of the respective Parties who have divulged such information or the intellectual property of their sub-contractors (whichever may be the case) and shall be handed over to that party upon expiry or determination of the relationship between the Parties. 8.7 Nothing in this Clause shall prevent a party from disclosing information which they are entitled to disclose under the Public Interest Disclosure Act 1998 and/or under the Money Laundering Regulations or similar provisions, provided that the disclosure is made in accordance with the provisions of the relevant legislation. 8.8 All drafts, agreements, documented procedures and pro forma supplied are the Intellectual Property of the providing party or their sub-contractors (whichever may be the case) and may not be divulged, disclosed or copied, in whole or in part, to any person or used, or permitted to be used, by you for any purpose other than, and within the remit and provisions of, the relationship between the Parties. 8.9 Sub-Clause 8.8 shall not apply to the extent that such information is: 8.9.1 already known to or in possession of the receiving party prior to its disclosure; 8.9.2 publicly available at the time of its disclosure or becomes publicly available through no wrongful act of the receiving party; 8.9.3 rightfully received from a third party without obligation of confidentiality; 8.9.4 independently developed by the receiving party without breach of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance or access to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent applicable Confidential Information of the other party; or 8.9.5 required to be disclosed by Applicable Law (provided that the relevant party, where possible, notifies the other party at the earliest opportunity before making any such disclosure). 8.10 On the termination or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to expiry of this Agreement can clearly establish was for any reason each party shall forthwith return or, at the other’s designation, forthwith destroy all Confidential Information (aand all copies thereof whether held by them by computer, paper or other means) known to in its possession or control on the party prior to this Agreement; date of termination (bincluding, if required, by way of electronic data transfer) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality and certify to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationthat it has done so. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain 8.11 For the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination purposes of this Agreement, the Confidential Information of the Company shall be deemed to include all Personal and Protected Data.

Confidentiality. A. a. Each party Party acknowledges that certain information concerning the business and understands that affairs of any Other Party (“Confidential Information”) has been or may be disclosed to such Other Party and all technicalits Representatives by such Party or its Representatives. For the avoidance of doubt, trade secret, or business information, includingthe term “Confidential Information” shall include, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed any information relating to the discussions or negotiations between the Company and its Representatives, on the one hand, and Executive and his Representatives, on the other hand, and any other matter concerning the Company or is otherwise obtained by Executive. Each Party agrees that the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is Confidential Information shall be kept confidential and proprietary, constitutes trade secrets that each Party and their respective Affiliates and Representatives shall not disclose any of the owner, and is Confidential Information of great value and importance to any Other Party in any manner whatsoever without the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the specific prior written consent of such Other Party unless pursuant to paragraph (b) below; provided that no Party shall be prohibited from exercising any legally protected whistleblower rights (including under Rule 21F under the other partyExchange Act); or (iii) as required by law or judicial process. Proprietary Information and provided, further that the term “Confidential Information” shall not include information that (i) was in or enters the public domain, or was or becomes generally available to the public, other than as a party to result of the disclosure by such Party or any of its Representatives in violation of the terms of this Agreement can clearly establish or any other confidentiality agreement, or under any other contractual, legal, fiduciary or binding obligation of any such Party or any of its Representatives; or (ii) was independently developed or acquired by such Party without violating any of the obligations of such Party or any of its Representatives under this Agreement or any other confidentiality agreement, or under any other contractual, legal, fiduciary or binding obligation of such Party or any of its Representatives and without use of any Confidential Information of any Other Party. Each Party shall undertake reasonable precautions to safeguard and protect the confidentiality of the Confidential Information, to accept responsibility for any breach of this Section 8 by any of its Representatives, including taking all reasonable measures (aincluding Legal Proceedings) known to restrain its Representatives from prohibited or unauthorized disclosures or uses of Confidential Information. b. In the party prior event that any Party or any of its Representatives is required to disclose any Confidential Information by oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demands, court order, operation of law, or similar processes (a “Legal Requirement”), such Party and its Representatives shall (i) provide any Other Party prompt written notice of such Legal Requirement so that such Other Party may seek an appropriate protective order or waive compliance with the provisions of this Agreement; and (bii) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality consult with any Other Party as to the other party advisability of taking legally available steps to this Agreement; resist or narrow any disclosure pursuant to such Legal Requirement. If, in the absence of a protective order or the receipt of a waiver hereunder, such Party is advised by its legal counsel that it is legally required to disclose such Confidential Information, such Party may disclose to the person that served the Legal Requirement that portion (cand only that portion) placed in public domain without fault of the party Confidential Information that such counsel has advised it is required to be disclosed; provided that such Party shall give any Other Party written notice as far in advance of its disclosure as is reasonably practicable and shall cooperate using commercially reasonable efforts in assisting such Other Party in connection with seeking to obtain an order or its affiliates; or (d) independently developed by other reliable assurance that confidential treatment shall be accorded to such portion of the party without reference or reliance upon Proprietary InformationConfidential Information required to be disclosed. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain c. For the sole property avoidance of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trustdoubt, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities obligations under this Agreement Section 8 shall be in addition to, and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoingnot in lieu of, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementParties’ confidentiality obligations under applicable law. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges 23.1 The Service Provider undertakes that for the duration of this Agreement and understands that after the expiration or earlier termination of this Agreement for any and reason, it will keep confidential all technical, trade secret, or business proprietary information, includingincluding any trade secrets and/or all information of a confidential nature which SARS from time to time communicates to the Service Provider, without limitationagents and/or its employees. This includes the knowledge acquired by the Service Provider, financial informationagents and/or its employees as a result of the work to be performed by the Service Provider in terms of this Agreement and which by its nature, is intended to be kept confidential. 23.2 If the Service Provider is uncertain about whether information is to be treated as confidential in terms of this clause 23, it shall be obliged to treat it as such until clearance is obtained, in writing, from SARS. 23.3 the Service Provider shall ensure that prior to commencing the performance of the Services all its personnel involved in the rendering of such Services shall sign the SARS Oath of Secrecy and submit the original thereof to SARS for record keeping purposes. 23.4 For purposes of this Agreement, the expression “proprietary information and confidential information of SARS” shall include, but shall not be limited to, the technical detail, programme content, techniques, know-how, methods of operating, costs, training courses, taxpayer information and names of clients and/or potential clients with whom SARS has not yet contracted but intends contracting for purposes of establishing business relationships to which the Service Provider may become privy during the contract term. 23.5 The Parties agree that all trade and professional secrets and other secrets or marketing strategies confidential information or plans or product development, which is disclosed methods of work supplied by the one Party to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance shall not be disclosed to the success of the owner’s business. Each any third party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with without first obtaining the written consent of the other party; or Party. 23.6 Where a Party is threatened with legal action to disclose the confidential information of the other Party, such Party shall give the other Party written notice of such legal action within (iii2) as required by law or judicial processtwo days of receipt of the threatened legal action. Proprietary Information The Party shall not include information a party together with the notice referred to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality above, deliver to the other party to this Agreement; (c) placed Party all documentation received or submitted in public domain without fault of connection with the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationthreatened legal action. B. All information, including “nonpublic personal information” as 23.7 The Service Provider specifically acknowledges that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings all information relating to the Funds or as permitted by Rule 15 Services, including and not limited to, literary works produced thereunder are of Regulation S-P. Notwithstanding a sensitive nature and secret. The Service Provider undertakes not to disclose such information without first obtaining the foregoingwritten consent of SARS, this Section 7 B which shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementunreasonably be withheld. C. If applicable23.8 The Service Provider shall not remove from SARS’s premises any documents nor materials relating to the Services or SARS’s business without first obtaining the written consent of SARS, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P.which shall not unreasonably be withheld. D. 23.9 The provisions of this Section 7 clause shall survive the termination or cancellation of this AgreementAgreement for any reason whatsoever.

Confidentiality. A. Each party acknowledges 1. The parties (and understands that any and all technicaltheir employees, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owneragents, and is contractors) shall maintain the confidentiality of great value and importance to the success of the owner’s business. Each all patient and/or individual party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence accordance with all applicable state and federal laws and regulations regarding the confidentiality of such information. The parties (and their employees, agents, and contractors) shall refrain from usingnot divulge such confidential information to any third parties without the patient’s or party’s prior written consent, disclosing or distributing any such information except (i) except, as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as to patients, unless required by law or as necessary to treat such patient. 2. Because AGENCY 1 has access to protected substance abuse information, it is also considered a Qualified Service Organization (“QSO”) pursuant to 42 C.F.R. Part 2, and therefore AGENCY 1 must agree to certain mandatory provisions regarding the use and disclosure of substance abuse treatment information as follows: a. In receiving, storing, processing or otherwise dealing with any protected substance abuse information from Agency 2, AGENCY 1 is fully bound by the provisions of the federal regulations governing Confidentiality of Alcohol and Drug Abuse Patient Records, 42 C.F.R. Part 2. b. If necessary, AGENCY 1 will resist in judicial processproceedings any efforts to obtain access to protected substance abuse patient information unless access is expressly permitted under 42 C.F.R. Part 2. c. AGENCY 1 acknowledges that any unauthorized disclosure of information under this article is a federal criminal offense. 3. Proprietary Information Except as necessary in this Agreement’s performance, or as authorized in writing by a party or by law, the parties (and their employees, agents, and contractors) shall not include disclose to any person, institution, entity, company, or any other party, any proprietary business information directly or indirectly related to a party to this Agreement can clearly establish was that another party (aor its employees, agents, and contractors) known to the party prior to receives under this Agreement; , or about which it otherwise is aware. The parties (band their employees, agents, and contractors) rightfully acquired by the party from third parties whom the party reasonably believes are also agree not under an obligation of confidentiality to the other party disclose, except to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All each other, another party’s proprietary information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to professional secrets or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities other information obtained under this Agreement (“Confidential Information”), unless a party receives prior written authorization to do so from another party, or as authorized by law. Nothing contained herein shall be construed to prohibit any DHHS, or other appropriate government official from obtaining, reviewing, and except for servicing auditing any information, record, data, and informational mailings relating data elements to which he/she or his/her agency lawfully is entitled. Each party shall ensure that its employees or agents cease using any other party’s Confidential Information and return any Confidential Information in its/his/her/their possession to the Funds appropriate party immediately upon termination of its/his/her/their participation hereunder. Each party hereto acknowledges and agrees that upon this section’s breach by another party, neither it nor its successor will have any adequate remedy at law and, therefore, each party, and/or its successor, is entitled to injunctive relief in addition to any other available remedies. This section shall survive this Agreement’s termination. 4. The parties shall comply with all requirements established by HIPAA regarding safeguarding and protecting individually identifiable health information from unauthorized disclosure, including any patient’s individually identifiable health information. The parties agree to amend this Agreement as required to comply with HIPAA, and to protect any individually identifiable health information that any party (or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoingits employees, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to agents and contractors) accesses performing under this Agreement. C. If applicable5. The parties shall ensure that their respective employees, Recordkeeper will deliver agents, and contractors are aware of and shall comply with the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreementaforementioned obligations.

Confidentiality. A. a. Each Party acknowledges that the Confidential and Proprietary Information is proprietary to the other Party, and may have been developed as a trade secret at that Party’s expense. Each Party agrees that it will exercise the highest standards to hold and use such information in confidence (except as otherwise permitted by this Agreement). A Party shall not disclose or disseminate the Confidential and Proprietary Information for its own benefit or for the benefit of any third party. Within three (3) days after the termination of this Agreement (or any other time at the other Party’s request), a Party shall return to the other party acknowledges all copies of Confidential and understands Proprietary Information in tangible form. b. If any Party shall attempt to use or dispose of any Confidential and Proprietary Information or any of its aspects or components or any duplication or modification thereof in a manner contrary to the terms of this Section 13, the other Party shall have the right, without the necessity of filing a bond or other security, in addition to such other remedies that any may be available to it, to injunctive relief enjoining such acts or attempts, it being acknowledged that legal remedies are inadequate. c. As used herein “Confidential and Proprietary Information” means all technicaldocumentation, trade secrettechnical and/or other business information either oral or written, that either Party furnishes to the other that is proprietary or business informationconfidential on its face or by its nature whether so marked or not; marked as proprietary or confidential; or which constitutes or bears a logical relationship to information that the receiving Party knows or should reasonably conclude that the other Party deems to be proprietary or confidential, including, without limitationbut not limited to the following: past, present or future products, software, research and development, inventions, processes, techniques, designs or technical information and data, and marketing plans research, development or business activities, including any unannounced products and services, as well as any information relating to services, developments, services, processes, plans, financial information, business or marketing strategies or plans or product developmentcustomer lists, which is disclosed to forecasts and projections, as well as the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term terms of this Agreement. Such information shall be deemed confidential under this Agreement unless the receiving party proves through clear and convincing evidence that it: (the “Proprietary Information”1) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent public domain through no act or omission of the other partyParty; (2) is lawfully known by the receiving Party from a source legitimately in possession of the information and with no restriction of confidentiality; or (iii3) as required must be disclosed by law or judicial process. Proprietary Information requirement of law, but in such case the receiving Party shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to give the other party Party as much notice as possible in order to this Agreement; (c) placed in public domain without fault of allow the party or its affiliates; or (d) independently developed by other Party the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term opportunity to oppose such disclosure. There is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities no requirement under this Agreement that “Confidential and except for servicing Proprietary Information” as used and informational mailings relating to the Funds or defined herein must qualify legally as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementa trade secret. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during During the term of this Agreement (and continuing after termination of this Agreement, each party shall retain in confidence, and not use except for the “Proprietary Information”) is purposes described in this Agreement, the confidential and proprietary, constitutes trade secrets proprietary information of the ownerother party disclosed by the other party or its Affiliates or made available in connection with this Agreement, and whether disclosed in written, oral, electronic or visual form, which is identified as confidential at the time of great value and importance disclosure or should reasonably be understood to be confidential given the success nature of the owner’s information and the circumstances surrounding the disclosure, including without limitation business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence operations, finances, technologies, products and shall refrain from usingservices, disclosing or distributing any such information except pricing, personnel, customer and suppliers and (i) as may be necessary in with regard to Customer, Customer Data, the ordinary course Customer Applications, debug builds and information regarding the specific security vulnerabilities of performing the services Customer Applications and, subject to Veracode’s ownership of the Veracode Property, the Customer Reports and transactions contemplated by this Agreement; Document Output, and (ii) with regard to Veracode, the written consent Veracode Property (“Confidential Information”). The receiving party will use the same degree of care and discretion (but not less than reasonable care) to avoid disclosure, publication or dissemination of the disclosing party’s Confidential Information as it uses with its own information of a similar nature. Except as authorized in this Agreement or an Order Form, the receiving party will not disclose the Confidential Information of the disclosing party to a third party other party; than to its or (iii) as required its Affiliates’ employees, contractors, agents or advisors in connection with its performance of this Agreement and the receiving party shall be liable to the disclosing party for any violation of this Agreement by law or judicial processsuch persons. Proprietary Confidential Information shall not include information a party to this Agreement can clearly establish was that (a) is publicly known at the time of disclosure, (b) is lawfully received from a third party not bound in a confidential relationship with the disclosing party, (c) is published or otherwise made known to the party prior to this Agreement; (b) rightfully acquired public by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or disclosing party, or (d) was or is generated independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property use of the Trust disclosing party’s Confidential Information. The receiving party may disclose Confidential Information as required to comply with orders of governmental entities that have jurisdiction over it or as otherwise required by law, provided that the receiving party (i) gives the disclosing party reasonable advance written notice to allow the disclosing party to seek a protective order or other appropriate remedy (except to the extent that compliance with the foregoing would cause it to violate an order of the governmental entity or other legal requirement), (ii) discloses only that portion of the Confidential Information as is required, and (iii) uses commercially reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. Notwithstanding anything herein to the Recordkeeper contrary, provided that Veracode does not use or disclose Customer Confidential Information, Veracode shall be free to use, exploit and disclose its general skills, concepts, ideas, know-how, and expertise gained or learned during the course of this Agreement, and Veracode shall not be disclosed restricted from creating output for other customers which is similar to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating that provided to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementCustomer. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each All information which comes into the Service Provider’s possession or knowledge in connection with this Agreement is to be treated as strictly confidential. The Service Provider shall not communicate such information to any third party acknowledges without the prior written approval of IOM. The Service Provider shall comply with IOM Data Protection Principles in the event that it collects, receives, uses, transfers or stores any personal data in the performance of this Agreement. These obligations shall survive the expiration or termination of this Agreement. Notwithstanding the previous paragraph, IOM may disclose the terms of this Agreement and understands information related to this Agreement, including the name and address of the Service Provider, the title of the contract/project, the nature and purpose of the contract/project, and the amount of the contract/project, to the extent as required by its donor/s or auditors in relation to IOM’s commitment to any initiative for transparency and accountability of funding received by IOM, provided that any such disclosure will be in accordance with the policies, instructions and all technicalregulations of IOM. Intellectual Property All intellectual property and other proprietary rights including, trade secretbut not limited to, or business informationpatents, copyrights, trademarks, and ownership of data resulting from the performance of the Services shall be vested in IOM, including, without any limitation, financial informationthe rights to use, business reproduce, adapt, publish and distribute any item or marketing strategies part thereof. Notices Any notice given pursuant to this Agreement will be sufficiently given if it is in writing and delivered, or plans sent by prepaid post or product development, which is disclosed facsimile to the other Party at the following address: Attn: [Name and title/position of IOM contact person] Address: [IOM’s address] Email: [IOM’s email address] Attn: [Name and title/position of Service Provider’s contact person] Address: [Service Provider’s address] Email: [Service Provider’s email address] Dispute Resolution Any dispute, controversy or is otherwise obtained by the other, its affiliates, agents claim arising out of or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior relation to this Agreement; , or the breach, termination or invalidity thereof, shall be settled amicably by negotiation between the Parties. In the event that the dispute, controversy or claim is not resolved by negotiation within 3 (bthree) rightfully acquired months of receipt of the notice from one Party of the existence of such dispute, controversy or claim, either Party may request that it be submitted to mediation in accordance with the UNCITRAL Mediation Rules in effect at the time of the dispute. In the event that mediation is not successful, either Party may submit the dispute, controversy or claim to arbitration in accordance with the UNCITRAL Arbitration Rules in effect at the time of the dispute no later than 3 (three) months following the date of termination of the mediation as per Article 9 of the UNCITRAL Mediation Rules. The number of arbitrators shall be one and the language to be used in the arbitral proceedings shall be English. The appointing authority shall be the Secretary General of the Permanent Court of Arbitration. The arbitral tribunal shall have no authority to award punitive damages. The seat of the arbitration shall be Geneva, Switzerland. All aspects of the dispute resolution as per paragraphs 1 to 3 of this Article shall be treated as confidential by the party from third parties whom Parties and all others involved. The present Agreement as well as the party reasonably believes are arbitration agreement above shall be governed by the terms of the present Agreement and supplemented by internationally accepted general principles of law (including the UNIDROIT Principles of International Commercial Contracts) for issues not under an obligation of confidentiality covered by the Agreement, to the other party exclusion of any single national system of law that would defer the Agreement to this Agreement; (c) placed in public domain without fault the laws of any given jurisdiction. This Article survives the expiration or termination of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All informationpresent Agreement. Use of IOM Name, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is Abbreviation and shall remain the sole property of the Trust and the Recordkeeper and Emblem The Service Provider shall not be disclosed entitled to use the name, abbreviation or used emblem of IOM without IOM’s prior written authorisation. The Service Provider acknowledges that use of the IOM name, abbreviation and emblem is strictly reserved for the official purposes of IOM and protected from unauthorized use by Article 6ter of the TrustParis Convention for the Protection of Industrial Property, the Recordkeeper, or their affiliates for any purpose except revised in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained Stockholm in any manner other than from Recordkeeper pursuant to this Agreement1967 (828 UNTS 305 (1972)). C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges Syndication Party shall maintain the confidential nature of, and understands that shall not use or disclose, any and all technical, trade secret, or business information, including, without limitation, of Borrower’s financial information, business confidential information or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets without first obtaining Borrower’s written consent. Nothing in this Section shall require any Syndication Party to obtain such consent after there is an Event of Default. The obligations of the ownerSyndication Parties shall in no event apply to: (a) providing information about Borrower to any financial institution contemplated or described in Sections 15.7, 15.15, and is 15.27 hereof or to such Syndication Party’s parent holding company or any of great value and importance such Syndication Party’s Affiliates, or to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Informationany actual or prospective counterparty to any securitization, it will use its best efforts swap or derivative transaction relating to hold such information in confidence and shall refrain from using, disclosing or distributing Borrower with respect to any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this AgreementLoan; (iib) with the written consent of the other party; or (iii) as any situation in which any Syndication Party is required by law or judicial process. Proprietary Information shall not include information a party required by any Governmental Authority to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreementdisclose information; (c) placed providing information to counsel to any Syndication Party in public domain without fault of connection with the party or its affiliatestransactions contemplated by the Loan Documents; or (d) providing information to independent auditors retained by such Syndication Party; (e) any information that is in or becomes part of the public domain otherwise than through a wrongful act of such Syndication Party or any of its employees or agents thereof; (f) any information that is in the possession of any Syndication Party prior to receipt thereof from Borrower or any other Person known to such Syndication Party to be acting on behalf of Borrower; (g) any information that is independently developed by any Syndication Party; and (h) any information that is disclosed to any Syndication Party by a third party that has no obligation of confidentiality with respect to the party information disclosed. A Syndication Party’s confidentiality requirements continue after it is no longer a Syndication Party under this Credit Agreement. Notwithstanding any provision to the contrary in this Credit Agreement, the Administrative Agent and each Syndication Party (and each employee, representative, or other agent thereof) may disclose to any and all Persons, without reference limitations of any kind, the tax treatment and tax structure of the transaction described in this Credit Agreement and all materials of any kind (including opinions or reliance upon Proprietary Information. B. All informationother tax analyses), including if any, that are provided to the Administrative Agent or such Syndication Party relating to such tax treatment and tax structure. Nothing in the preceding sentence shall be taken as an indication that such transaction would, but for such sentence, be deemed to be a “nonpublic personal informationreportable transaction” as that term is defined in Treasury Regulation SSection 1.6011-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement4. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges 7.1 The Contractor or Supplier shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is have been disclosed to the other Contractor or is otherwise obtained Supplier by the other, Company or its affiliatesagents and any other confidential information concerning the Company's business or its products which the Contractor or Supplier may obtain. The Contractor or Supplier shall not use such confidential information for any purpose other than fulfilling its obligations under this Agreement and shall restrict disclosure of such confidential material to such of its employees, agents or representatives during sub-contractors as need to know the term same for the purpose of this Agreement (discharging the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance Contractor’s or Supplier's obligations to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence Company and shall refrain from usingensure that such employees, disclosing agents or distributing any such information except (i) sub-contractors are subject to like obligations of confidentiality as may be necessary in bind the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with Contractor or Supplier. 7.2 Neither party shall without the written consent of the other (the giving of which consent shall be at the sole discretion of that party) advertise, publicly announce or provide to any other person information relating to the existence or details of the Agreement or use the other party’s name in any format for any promotion, publicity, marketing or advertising purpose. 7.3 The provisions of confidentiality shall not apply to any information which: 7.3.1 is in or enters the public domain otherwise than by breach of this Agreement; 7.3.2 was demonstrably in the possession of the Contractor or Supplier prior to disclosure by the Company; 7.3.3 is otherwise obtained by the Contractor or Supplier from a third party who is free to disclose the same; or (iii) as or 7.3.4 is required to be disclosed by law or judicial processregulatory authority. 7.4 The Contractor or Supplier agrees that all confidential information disclosed must be strictly safeguarded and protected from unauthorised use or disclosure. Proprietary Information Without prejudice to any other rights or remedy the Company may have, the Contractor or Supplier acknowledges and agrees that damages alone would not be an adequate remedy for any breach of this Condition 7. Accordingly, the Company shall not include information a party to this Agreement can clearly establish was (a) known be entitled to the party prior remedies of injunction, specific performance or other equitable relief for any threatened or actual breach of this Condition 7. The obligations relating to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault shall continue notwithstanding termination of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges that this Agreement, including the Appendices hereto, and understands that any and all technicalinformation emanating from the other's business is considered to be proprietary and confidential, trade secretand each party agrees it will not, during or business informationafter the term of this Agreement, includingpermit the duplication, without limitationuse or disclosure of such information except as may be required by law. Each party shall be responsible for any unauthorized disclosure made by any of its employees, financial informationservants or agents and shall take reasonable precautions to prevent such disclosures. For the purpose of this Agreement, business or marketing strategies or plans or product developmentthe term "proprietary and confidential" does not include any: (i) information which, which at the time of disclosure, is generally known by the public; (ii) information disclosed to the other or party by third parties having the right to do so and who have not imposed upon the party obligations of confidentiality in respect thereof; and (iii) information which is otherwise obtained by known to the other, its affiliates, agents or representatives during disclosing party prior to the term disclosure other than as an incident to the performance of this Agreement (Agreement. Carrier shall be prohibited from using Shipper's name or the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets names of Shipper's products or the existence of the ownerrelationship Carrier has with Shipper in any of Carrier's publicity or promotional efforts, and is of great value and importance to without the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent of Shipper. Mutual Cooperation. It is understood by both parties that they must cooperate in order to insure the best and most economical transportation service. The parties therefore agree to cooperate with each other party; or (iii) as required in all matters relating to the services to be rendered by law or judicial processCarrier to Shipper hereunder and the costs thereof. Proprietary Information Cumulative Remedies. The remedies of Shipper herein provided are cumulative and shall not include information a party affect in any manner any other remedies that Shipper may have by reason of the default or breach by Carrier of its obligations under this Agreement. Third Party Beneficiaries. With the exception of the parties to this Agreement can clearly establish was (a) known and the Indemnified Parties, and their respective permitted successors and assigns, there shall exist no right of any person to the party prior claim a beneficial interest in this Agreement or any rights occurring by virtue of this Agreement. Entire Agreement; Amendment. This Agreement, together with any Appendices and Exhibits attached to this Agreement; (b) rightfully acquired Agreement or incorporated by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to reference in this Agreement; (c) placed in public domain without fault of , contains all the party or its affiliates; or (d) independently developed by terms, agreements, covenants, conditions, and provisions upon which the party without reference or reliance upon Proprietary Information. B. All informationparties have agreed and merges and supercedes all prior agreements, including “nonpublic personal information” as that term is defined in Regulation S-Punderstandings, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings representations relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination subject matter of this Agreement.. This Agreement may not be modified or amended except by a writing executed by both parties and filed, if required by applicable law, with the required governmental agency or commission. Amendments to the freight charges shall be accomplished as provided in Section 6. [Signature page follows]

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known and the Indenture Trustee agrees to maintain the confidentiality of all data, materials and information relating to The Access GroupSM Loan Program and the Financed Student Loans entrusted to it by another party prior hereto or any party to any of the Coordination Agreements. Each party also agrees not to use such data, materials and information for any purpose other than the limited purpose of performing its obligations under this Agreement; (b) rightfully acquired by , the party from third parties whom Administration Agreement, the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All informationIndenture, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and Agreement or the Recordkeeper and Coordination Agreements. This section shall not be deemed to preclude the disclosure of (i) information relating to the historical performance of the Financed Student Loans (including, but not limited to, statistical information relating to defaults, prepayments, consolidations, deferrals and forbearances) by KBUSA or the Administrator or, with the consent of the Administrator, by the Eligible Lender Trustee or Indenture Trustee, (ii) such information as in any of the Master Servicer's (or any Sub-Servicer's acting on behalf of the Master Servicer), Administrator's, Eligible Lender Trustee's or Indenture Trustee's discretion may be required under any of this Agreement, the Trust Agreement, the Indenture or the Administration Agreement to be disclosed to holders of the Notes, (iii) such information as may be required to be disclosed under applicable laws, rules, regulations or used governmental orders, (iv) information obtained by the Trust, the Recordkeeper, or their affiliates for any purpose except Indenture Trustee in the performance of their respective duties its obligations as Indenture Trustee, provided that the Indenture Trustee shall maintain the confidentiality of all account level and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoingborrower level information, this Section 7 B shall not prohibit the Recordkeeperincluding without limitation, the Fundsborrower's name, address and social security number and the account balance and account history or any (v) disclosure by LAI of their affiliates from utilizing information in the names of Participants for any purpose if the names are obtained in any manner Record or other than from Recordkeeper information received by LAI pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination 10.01 of this Agreement.

Confidentiality. A. Each party acknowledges From and understands that any after the Effective Date, the Parties and each of their respective representatives shall hold in strictest confidence the terms of this transaction, the contents of all items delivered to Buyer pursuant to Section 3.1.1, and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed data and information obtained with respect to the other Properties, the Seller Parties or the Buyer or their respective businesses, whether obtained before or after the Effective Date, and shall not disclose the same to others; provided, however, that it is understood and agreed that each of the Parties may disclose such data and information to employees, consultants, accountants, attorneys, existing and potential, members, partners, investors or lenders of the Parties and as otherwise obtained required to comply with applicable law or to enforce the terms and provisions of this Agreement. In the event of a breach or threatened breach by the other, any Party or its affiliates, respective agents or representatives during the term of this Agreement (Section 3.25, the “Proprietary Information”) is non-defaulting party hereunder shall be entitled to an injunction restraining the defaulting party hereunder from disclosing, in whole or in part, such confidential information. Nothing herein shall be construed as prohibiting the Parties from pursuing any other available remedy at law or in equity for such breach or threatened breach. Prior to Closing, Buyer and proprietarythe Seller Representative shall, constitutes trade secrets of at their option, confer and agree on a press release to be issued jointly by Buyer and the owner, Seller Parties disclosing the transaction and is of great value and importance the appropriate time for making such release. Neither Buyer nor the Seller Parties shall issue any press releases with respect to the success of transaction contemplated in this Agreement without the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent approval of the other party; or (iii) as required by law or judicial processParty. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 3.25 shall survive Closing or the earlier termination of this AgreementAgreement for a period of one (1) year. The obligation of confidentiality by the Parties and their respective representatives as set forth in this Section 3.25 shall not apply to any data and information with respect to the Properties or the LLCs which is a matter of public record or otherwise in the public domain.

Confidentiality. A. Each party acknowledges to this Agreement shall hold and understands that continue to hold, indefinitely, any information it has obtained from any other party ["Information"] in strictest confidence and all technicalwill not disclose same to any person or entity whatsoever, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to absent the prior express written instruction of the other parties. Nor shall any party to this Agreement make any disparaging Remarks or statements regarding any other party. The party in possession of Information shall take all necessary steps to ensure that the same is otherwise obtained held in the strictest confidence by the otheritself, its affiliatesemployees, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owneragents, and is of great value and importance to that no such person makes any disparaging remark about any other party. Notwithstanding the success of the owner’s business. Each foregoing, a party agrees that should it come into in possession of Proprietary InformationInformation may provide access thereto, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except may make a disparaging remark about another party (i) as may be necessary in the ordinary course of performing the services to its partners, officers, employees and transactions contemplated by this Agreementrepresentatives on, and only on, a need to know basis; (ii) with to the written consent of the other partyextent that any party concludes that it is required under any applicable federal or state securities laws to make such disclosure or such disparaging remark; or (iii) as if, and to the extent required by any other applicable law provided that such party uses reasonable efforts to limit the disclosure or judicial processdisparaging statement by means of a protective order or a request for confidential treatment and provides the other party a reasonable opportunity to review the disclosure or disparaging statement before it is made and to interpose its own objection thereto. Proprietary Information shall not include information a Without limiting the above in any manner, no party to this Agreement can clearly establish was (a) known to the shall make any public or private statement regarding any other party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality Agreement without first disclosing to the other party the statement that is intended to this Agreement; (c) placed in public domain without fault be made and the identity of the person or entity to whom it is intended to be made (and affording the other party an opportunity to make a counter or responding statement), except that either party may state, to any person or entity, and without the prior consent of any other party, the following: "The venture between Charms and Textechnologies did not work out to the satisfaction of either party, and each party believed that its affiliates; business interests would be better served by progressing independently of each other. As a result, an amicable separation took place, so that neither party has any farther ties or (d) independently developed by obligations to the party without reference or reliance upon Proprietary Informationother for any purpose. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is " Both Charms and Textechnologies shall remain consult with each other for the sole property purpose of the Trust drafting and the Recordkeeper and shall not be disclosed to release of any public notification or used by the Trust, the Recordkeeper, governmental filings deemed necessary or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating desirable with respect to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementrescission undertaken herein. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault , the Owner Trustee and the Indenture Trustee agrees to maintain the confidentiality of all data, materials and information relating to The Access GroupSM Loan Program and the Financed Student Loans entrusted to it by another party hereto or any party to any of the Coordination Agreements. Each party or also agrees not to use such data, materials and information for any purpose other than the limited purpose of performing its affiliates; or (d) independently developed by obligations under this Agreement, the party without reference or reliance upon Proprietary Information. B. All informationAdministration Agreement, including “nonpublic personal information” as that term is defined in Regulation S-Pthe Indenture, relating to Participants is and shall remain the sole property of the Trust and Agreement or the Recordkeeper and Coordination Agreements. This section shall not be deemed to preclude the disclosure of (i) information relating to the historical performance of the Financed Student Loans (including, but not limited to, statistical information relating to defaults, prepayments, consolidations, deferrals and forbearances) by KBNA or the Administrator or, with the consent of the Administrator, by the Owner Trustee, the Eligible Lender Trustee or Indenture Trustee, (ii) such information as in any of the Master Servicer’s (or any Subservicer’s acting on behalf of the Master Servicer), Administrator’s, Owner Trustee’s, Eligible Lender Trustee’s or Indenture Trustee’s discretion may be required under any of this Agreement, the Trust Agreement, the Indenture or the Administration Agreement to be disclosed to Holders of the Notes, (iii) such information as may be required to be disclosed under applicable laws, rules, regulations or used governmental orders, (iv) information obtained by the Trust, the Recordkeeper, or their affiliates for any purpose except Indenture Trustee in the performance of their respective duties its obligations as Indenture Trustee, provided that the Indenture Trustee shall maintain the confidentiality of all account level and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoingborrower level information, this Section 7 B shall not prohibit the Recordkeeperincluding without limitation, the Fundsborrower’s name, address and social security number and the account balance and account history or any (v) disclosure by AGI of their affiliates from utilizing information in the names of Participants for any purpose if the names are obtained in any manner Record or other than from Recordkeeper information received by AGI pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination 10.01 of this Agreement.

Confidentiality. A. 3.1. Each party acknowledges and understands that any and Party shall keep confidential all technical, trade secret, information of or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed relating to the other or is otherwise obtained by the other, its affiliates, agents as is marked or representatives during designated to show expressly or by necessary implication that it can reasonably be considered to be confidential to the term of this Agreement disclosing party (the “Proprietary Confidential Information”) is confidential and proprietary, constitutes trade secrets ). 3.2. The obligations of the owner, and is confidentiality above shall not apply to any portion of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except Confidential Information which (i) as may be necessary is or has become publicly known through no breach by the receiving Party of this MOU, including through the presentation of the Product by the Applying Company in the ordinary course context of performing the services and transactions contemplated by this Agreement; Event or (ii) with was lawfully received by the written consent receiving Party without any restriction and without any obligation of the other party; confidentiality or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) lawfully and independently developed by the party without reference or reliance upon Proprietary Informationreceiving Party. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property 3.3. The obligation of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 confidentiality shall survive this MOU during five (5) years following the termination of this Agreement. 3.4. The Applying Company warrants and represents to PwC that it is the owner of the Product and has all necessary rights (including, without limitation, ownership rights, license and copyrights) in relation to the presentation of the Product during the Event, as well as in respect of any related presentation support, document or material which it intends to use during the Event and its preparation. 3.5. In the event that all or part of said Product, documents or material or their use would infringe upon any third party's intellectual property right, including copyrights, the Applying Company commits to holding PwC harmless against any proceedings, damages and costs that PwC may suffer as a result of such infringement. 3.6. Nothing contained in this MOU nor the participation to the Event by the Applying Company shall be construed as granting to or conferring on either Party any rights by license or otherwise, expressly or impliedly, for any other Party’s assets, concepts, methodologies, ideas, invention, discovery or improvement made, conceived or acquired prior to or after the date of this MOU, save, where necessary, for the rights granted by the Applying Company to PwC to use, copy, amend, adapt, translate, broadcast, distribute and publish during the Event the presentation and supporting documents communicated to that end by the Applying Company. All materials containing Confidential Information furnished by or obtained from the disclosing Party shall be and remain the property of that disclosing Party.

Confidentiality. A. Each 16.1 Neither party acknowledges and understands that any and all technical, trade secret, or business information, includingshall be entitled, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent approval of the other party; , to in any way disclose or (iii) as required by law use information received from or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality relating to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or business operations (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings information relating to the Funds other party’s affiliated companies or the business operations thereof) except as permitted strictly necessary for the due performance of the obligations under the Agreement. All such information shall be dealt with and kept in strict confidence by Rule 15 the receiving party, in a duly secure manner exercising no less security measures and degree of Regulation S-P. Notwithstanding care than those applied by it to protect its own confidential information. The Supplier shall keep secure all documents and other information media relating to the foregoing, assignment or which have been placed at the disposal of the Supplier due to the assignment. The Supplier shall indemnify Swedavia for any damage caused during the period that the Supplier has the material at its disposal. The obligations set forth in this Section 7 B 16.1 shall not prohibit apply to such information which the Recordkeeperreceiving party can prove: (i) was in the public domain at the time of conclusion of the Agreement or has subsequently come in the public domain, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than by breach of the confidentiality obligation; (ii) has become known to the receiving party without any security restraints of any kind through a third party having a bona fide right to disclose the same on a non-confidential basis; or (iii) is required to be disclosed under applicable mandatory law, final and legally enforceable order of any competent court or regulatory body, applicable stock exchange regulations or similar provisions, provided that the receiving party shall disclose such information only to the extent strictly legally required. At the request of Swedavia or, in all circumstances, when the assignment has been completed, all documentation relating to confidential information shall be returned or destroyed, including copies of documentation. The Supplier shall at the same time cease to use the confidential information. The Supplier shall, upon request by Swedavia, confirm in writing that the Supplier has been complied with its obligations under this Section. Each party is responsible for its personnel and others for whom the party is responsible, complying fully with the obligations ensuing from Recordkeeper pursuant to this Section 16.1. 16.2 The obligations under Section 16.1 above shall apply for at least three (3) years following the completion, termination or expiry of the Agreement. C. If applicable, Recordkeeper will deliver 16.3 The Supplier shall pay liquidated damages to Swedavia of SEK 10,000 or such higher amount that corresponds to the Trust’s privacy policy as required by Regulation S-P.Loss incurred for every breach of confidentiality that the Supplier is liable for under the Agreement. D. The provisions of 16.4 Notwithstanding what is provided for in this Section 7 shall survive 16, Swedavia always has the termination of right to share all information provided by or which otherwise concerns the Supplier or its business, with Swedavia’s subsidiaries, provided that the recipient treats this Agreementinformation as confidential on conditions that are not less far reaching than those that follow from Section 16.1 above.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is in defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 6 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 6 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during 15.1. During the term of this Agreement and for a period of five years from the date of its expiration or termination (the “Proprietary including all extensions thereof), each party agrees to maintain in strict confidence all Confidential Information”) is confidential and proprietary. Neither party shall, constitutes trade secrets without prior written consent of the ownerother party, use the other party's Confidential Information for any purpose other than for the performance of its duties and obligations, and is the exercise of great value and importance to the success of the owner’s businessits rights, under this Agreement. Each party agrees that should shall use, and shall cause all authorized recipients of the other party's Confidential Information to use, the same degree of care to protect the other party's Confidential Information as it come into possession of Proprietary uses to protect its own Confidential Information, it will use but in any event not less than a reasonable degree of care. 15.2. Notwithstanding Section 15.1, either party may disclose the Confidential Information of the other party to: (a) its best efforts employees and the employees, directors and officers of its Affiliates as necessary to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by implement this Agreement; (iib) with the written consent employees, agents or representatives of the other party; or (iiic) as required other persons (including counsel, consultants, lessors or managers of facilities or equipment used by law or judicial process. Proprietary such party) in need of access to such information for purposes specifically related to either party's responsibilities under this Agreement, provided that any disclosure of Confidential Information under clause (c) shall not include information a be made only upon prior written approval of the other party to this Agreement can clearly establish was (a) known and subject to the party prior to this Agreement; (b) rightfully acquired by appropriate assurances that the recipient of such information shall hold it in strict confidence. 15.3. Upon the request of the party from third parties whom having proprietary rights to Confidential Information, the party reasonably believes are not under an obligation in possession of confidentiality such information shall promptly return it (including any copies, extracts and summaries thereof, in whatever form and medium recorded) to the requesting party or, with the other party's written consent, shall promptly destroy it and provide the other party with written certification of such destruction. 15.4. Either party may request in writing that the other party waive all or any portion of the requesting party's responsibilities relative to the other party's Confidential Information. Such waiver request shall identify the affected information and the nature of the proposed waiver. The recipient of the request shall respond within a reasonable time and, if it determines, in its sole discretion, to grant the requested waiver, it will do so in writing over the signature of an employee authorized to grant such request. 15.5. Telerate and SAVVIS acknowledge that any disclosure or misappropriation of Confidential Information in violation of this Agreement could cause irreparable harm, the amount of which may be difficult to determine, thus potentially making any remedy at law or in damages inadequate. Each party, therefore, agrees that the other party shall have the right to apply to any court of competent jurisdiction for an order restraining any breach or threatened breach of this Section and for any other appropriate relief. This right shall be in addition to any other remedy available in law or equity. 15.6. A party requested or ordered by a court or other governmental authority of competent jurisdiction to disclose another party's Confidential Information shall notify the other party in advance of any such disclosure and, absent the other party's consent to such disclosure, use its best efforts to resist, and to assist the other party in resisting, such disclosure. A party providing another party's Confidential Information to a court or other governmental authority shall use its best efforts to obtain a protective order or comparable assurance that the Confidential Information so provided will be held in confidence and not further disclosed to any other person, absent the owner's prior consent. 15.7. The provisions of Section 15.1 above shall not apply to reasonably necessary disclosures in or in connection with filings under any securities laws, regulatory filings or proceedings, financial disclosures which in the good faith judgment of the disclosing party are required by law, disclosures required by court or tribunal or competent jurisdiction, or disclosures that may be reasonably necessary in connection with the sale of securities or the performance or enforcement of this Agreement or any of the obligations hereof; provided, however, that if the receiving party would otherwise be required to refer to or describe any aspect of this Agreement in any of the preceding circumstances, the receiving party shall use its reasonable efforts to take such steps as are available under such circumstances (such as by providing a summary or synopsis) to avoid disclosure of the financial terms and conditions of this Agreement; (c) placed . Notwithstanding any provisions of this Agreement to the contrary, either party may disclose the terms and conditions of this Agreement in public domain without fault the course of the party a due diligence review performed in connection with prospective debt financing or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeperequity investment by, or their affiliates a sale to, a third party, so long as the persons conducting such due diligence review have agreed to maintain the confidentiality of such disclosure and not to use such disclosure for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementsuch due diligence review. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges and understands that For the purposes of this Agreement, “Confidential Information” means any and all technicalsoftware, trade secretmaterial, data, or business informationbusiness, includingfinancial, operational, customer, vendor and other written or oral proprietary information disclosed by one Party to the other and not generally known by or disclosed to the public or known to the receiving Party solely by reason of the negotiation or performance of this Agreement, and shall include, without limitation, financial informationthe terms of this Agreement. Confidential Information shall also include any Data, business whether standard, custom, or marketing strategies or plans or product developmentpreview, which is disclosed provided to Buyer by MD Ranger hereunder. Each Party shall maintain all of the other Party’s Confidential Information in strict confidence and will protect such information with the same degree of care that such Party exercises with its own Confidential Information, but in no event with less than a reasonable degree of care. Except as provided in this Agreement, a Party shall not use or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets disclose any Confidential Information of the owner, and is of great value and importance to other Party in any manner without the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the express prior written consent of such Party.. Access to and use of any Confidential Information shall be restricted to those employees and persons within a Party’s organization with a need to use the information to perform such Party’s obligations under this Agreement or, in the case of any Benchmark reports, whether standard, custom, or preview, provided to Buyer by MD Ranger hereunder, for use of those employees and persons within a Buyer’s organization with a need to use the information for the purposes set forth in this Agreement. A Party’s consultants and subcontractors shall be included within the meaning of “persons within a Buyer’s organization,” provided that such consultants and subcontractors have executed, prior to receipt of any Confidential Information, a non-disclosure or confidentiality agreement with provisions no less stringent than those applicable to Buyer under this Agreement, and Buyer shall make such signed agreements available to MD Ranger upon request. Other licensed health care providers, whether or not legally related to Buyer or to any other party; or (iii) as required by law or judicial processBuyer, are not “persons within a Buyer’s organization”. Proprietary Notwithstanding anything herein to the contrary, Confidential Information shall not include information a party to this Agreement can clearly establish was that is: (a) already known to or otherwise in the party prior to this Agreementpossession of a Party at the time of receipt from the other Party and that was not known or received as the result of violation of any obligation of confidentiality; (b) rightfully acquired publicly available or otherwise in the public domain prior to disclosure by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreementa Party; (c) placed in public domain rightfully obtained by a Party from any third party having a right to disclose such information without fault restriction and without breach of the party or its affiliatesany confidentiality obligation by such third party; (d) developed by a Party independent of any disclosure hereunder, as evidenced by written records; or (de) independently developed by disclosed pursuant to the party without reference order of a court or reliance upon Proprietary Information. B. All informationadministrative body of competent jurisdiction or a government agency, including “nonpublic personal information” as provided that term is defined in Regulation S-P, relating the Party receiving such order shall notify the other prior to Participants is such disclosure and shall remain cooperate with the sole property of other Party in the Trust and the Recordkeeper and shall not be disclosed event such Party elects to or used by the Trustlegally contest, the Recordkeeperrequest confidential treatment, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementotherwise avoid such disclosure. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each In addition to, and not in lieu of, any Confidentiality Agreement the parties may have executed, each party acknowledges agrees to keep confidential all data and understands other information that any and all technical, trade secret, or business information, includingis designated as confidential. Information that is designated as confidential includes, without limitation, financial informationthe following: (a) business, business or marketing strategies or plans or product strategic development, which is disclosed financial, and marketing plans of both parties; (b) any information related to the other any SCH guest or is otherwise obtained employee, customer lists, sales plans, research, and market share Information; (c) any Information designated, orally or in writing, by the othereither party as Confidential (hereinafter, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Confidential Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business). Each party agrees that should it come into possession not to use, sell or otherwise make Confidential Information available to any third parties. Each party shall restrict all Confidential information to employees or agents on a “need to know” basis, shall inform employees and agents of Proprietary Informationthe confidentiality requirement, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing take reasonable precautions to prevent any such disclosures. For information except (i) as may be necessary in that meets the ordinary course applicable definition of performing the services a trade secret and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not retains trade secret status under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoingapplicable law, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 obligation shall survive the termination of this Agreement. For all other Confidential Information, this obligation shall survive the termination of this Agreement for a period of two (2) years. Company shall not use, sell, loan, rent, barter, transfer, or otherwise enter into any transaction regarding any personally-identifiable information related or relatable to any IHG hotel customer, IHG hotel guest, Priority Club® Rewards member, or Six Continents Club® member, derived from such customer’s, guest’s, or member’s use, purchase, or viewing of any goods or services offered or provided to any such customer or guest or prospective customer or guest by way of this Agreement (“Customer”), to any third party, except as such Customer may agree in advance in writing or by “check-box” approval on-line, with respect to such Customer’s personally-identifiable information. Company shall keep and maintain any records relating to such approvals for a period of no less than one year following the expiration of the term hereof. Company shall defend and indemnify SCH against all losses (including legal costs) that SCH may incur by reason of any breach of this Section or any breach by SCH of any applicable data protection and privacy laws and regulations that is caused by Company.

Confidentiality. A. Each party acknowledges Except to the extent that its counsel deems it necessary and understands that any and all technicalrequired to comply with applicable laws, trade secretrules, or business information, includingregulations, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent of the other party; Party, neither SDCP nor Respondent nor their respective consultants and/or advisors will make any public comment, statement, or (iii) as required by law communication with respect to, or judicial processotherwise disclose or permit the disclosure of the substance of the discussions and negotiations described herein, including the existence of this Agreement. Proprietary Information shall not include SDCP and Respondent acknowledge that these negotiations will require the exchange of confidential, sensitive business information a party and information regarding legal issues. It is acknowledged that the disclosure of this information to this Agreement can clearly establish was (a) known outside parties could jeopardize the effectiveness and ultimate successful conclusion of these negotiations or the implementation of any resulting agreement. Accordingly, SDCP and Respondent confirm their common interests with respect to the party prior to this Agreement; (b) rightfully acquired by exchange of confidential, proprietary and privileged information. It is acknowledged that the party from third parties whom the party reasonably believes are not under an obligation exchange of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and such information shall not be disclosed to or used by considered a waiver of any claim of privilege, including the Trustattorney-client, official information, and deliberative process privileges, as well as the Recordkeeperwork product doctrine, or their affiliates for to any purpose except other claim of confidential and proprietary protection. It is further acknowledged that neither Party has the right to waive the other Party’s privileges or claims of confidentiality or to disclose the other Party’s information to third parties without the consent of that other Party. It is the intent of the Parties that the full protections of the common interest doctrine and the joint defense privilege as set forth under California and federal case, regulatory and statutory law shall apply. This Agreement shall not be construed to preclude a Party from complying with any statutory, regulatory, judicial or other legal mandate or requirement to produce information and is effective only to the extent it is permitted under law. Each Party agrees to act in good faith and to reasonably cooperate with the performance other in protecting the confidentiality of their respective duties and responsibilities any exchanged information including when information may be legally compelled to be disclosed. This Agreement applies only to exchanged information not independently available. The termination of the Agreement shall not terminate any rights or obligations SDCP or Respondent may have under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreementprovision. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges The parties and understands that the students-affiliates shall hold in trust and confidence, and not disclose to third parties or use for any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed to purposes other than the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term performance of this Agreement (any confidential information in whatever form that are: proprietary information which include but are not limited to technical information and processes, trade secrets, personnel and client information, as well as certain knowledge concerning the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets business affairs of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) intellectual property and rights as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating R.A. 8293; and, received, disclosed to the Funds or party/ies as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Fundsconfidential, or any have come into the knowledge of their affiliates from utilizing the names parties in the course of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to implementation of this Agreement. C. If applicable. The Parties and the [student/resident/fellow/researcher] agree to treat with utmost confidentiality all information, Recordkeeper will deliver communication and materials in whatever form disclosed by the Trust’s privacy policy as required by Regulation Sparties to each other or to the students-P. D. The provisions affiliates in relation to the Agreement; DATA PRIVACY ACT requirements - the parties and the students-affiliates including their officials, personnel and agents who are involved in the implementation of this Section 7 Agreement shall comply with and are properly oriented and trained with its legal obligations under the Data Privacy Act of 2012 including its implementing rules and regulations; The conditions and stipulations under this Article on Confidentiality shall survive the even after termination of this Agreement. LIMITATIONS ON THE USE OF INFORMATION - This Agreement shall not be construed as creating, conveying, transferring, granting or conferring upon the other party any rights or authority in or to the information contained in documents and materials shared for the purpose of this Agreement or in the course of implementing the provisions therein. INTELLECTUAL PROPERTY RIGHTS All intellectual properties owned by the parties prior to the effectivity of this Agreement shall belong to the owner and shall not, by reason of this Agreement, make the other party an owner thereof; Intellectual properties that may result through the joint efforts of the parties in the course of the implementation of this Agreement. shall be jointly owned unless a different sharing proportion is agreed upon in writing prior to any specific research project undertaken by the parties. NON-DISCRIMINATION In connection with the performance of work under this Agreement, the parties agree not to discriminate against any employee, student, or applicant for employment because of sex, race, religion, color, handicap, or national origin; The parties shall abide by the basic principles of gender equality and comply with the provisions of existing gender-related international and national conventions. The parties shall likewise ensure that no gender-based discrimination takes place in the course of and as part of this engagement. ANTI-CORRUPTION - No agent, affiliate, employee or other person acting on behalf of the parties has, directly or indirectly: Made any contribution, gift, bribe, rebate, payoff, influence payment, kickback or other payment to any person, private or public, regardless of form, whether in money, property or services (i) to obtain favorable treatment in securing this Agreement or any benefits in its implementation, (ii) to pay for favorable treatment for this Agreement, (iii) to obtain special concessions or for special concessions already obtained in relation to this Agreement or (iv) for any other illegal or improper purpose; or, Established or maintained any fund or asset for the benefit of the parties that has not been recorded in the books and records of the parties, as applicable. GOVERNING LAW & COMPLIANCE WITH LAWS, RULES AND REGULATIONS This Agreement shall be governed by the laws of the Republic of the Philippines; The parties shall comply with all laws, rules, and regulations promulgated by the government of the Republic of the Philippines, including those on labor, environment, safety and sanitation and other pertinent laws; The parties shall secure all pertinent permits required by any government office or agency in connection with the performance of its obligations under this Agreement. SEVERABILITY OF PROVISIONS — In the event that any portion of this Agreement and its Annexes is rendered invalid, or is contrary to law, rule, or regulation, the remaining portion shall remain subsisting and enforceable.

Confidentiality. A. Each party acknowledges Vendor shall maintain the confidentiality of all information, data and understands that records (including LACERA Records) in any and all technical, trade secret, or business informationform from any source related to the Services, including, without limitationbut not limited to, financial information, business or marketing strategies or plans or product development, which is disclosed to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be all information and records in any form provided by or on behalf of LACERA and LACERA’s agents, employees, representatives, investment managers and Vendors and subcontractors to Vendor or its Agents, and (ii) all transaction, advice, time sheets, cost, billing, accounting and financial records, correspondence and other information and records in any form created by Vendor or its Agents in connection with the Services (such information, collectively, “LACERA Information”). Vendor shall maintain the confidentiality of all LACERA Information using whatever security measures are necessary to protect all such material, data and information from loss or damage by any cause, including, but not limited to, fire and theft. The preceding obligations shall not apply to LACERA Information which (i) was lawfully in the ordinary course possession of performing Vendor prior to disclosure of such information by LACERA; (ii) was, or at any time becomes, available in the services and transactions contemplated by public domain or from a third party, other than through a violation of this Agreement; (iiiii) with the written consent of the other partyis disclosed by LACERA to a third party without restrictions on its disclosure; (iv) is independently developed by Vendor; or (iiiv) is disclosed pursuant to an order to do so by a court of competent jurisdiction. Vendor agrees that the LACERA Information will be used by LACERA only for the purpose of providing the Services and not in any way detrimental to LACERA or for the benefit of a third party. Only representatives and Agents of Vendor who need to review the LACERA Information in connection with providing the Services may access and view the LACERA Information. Vendor shall inform all of its Agents of the confidentiality provisions of this Agreement, and require each Agent who is to have access to the LACERA Information to sign a confidentiality agreement governing the LACERA Information that is at least as required by law or judicial process. Proprietary Information shall not include information a party to restrictive as this Agreement can clearly establish was (a) known before given access to the party prior to this Agreement; LACERA Information. Vendor shall notify LACERA orally and in writing within twenty-four (b24) rightfully acquired by hours after Vendor learns that the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All informationLACERA Information in Vendor’s possession has been compromised through dissemination, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeperdisclosure, or their affiliates for impermissible use, or it is reasonably possible that it has been compromised and will use best efforts to assist LACERA in minimizing the damage from such disclosure. Vendor shall indemnify, defend, and hold harmless LACERA from and against any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings claims arising from or relating to the Funds unauthorized disclosure of any LACERA Information by Vendor or as permitted by Rule 15 its Agents. Both the confidentiality and indemnity obligations of Regulation S-P. Notwithstanding the foregoing, Vendor under this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the expiration or termination of this Agreement.

Confidentiality. A. 6.1 Each party Party acknowledges that Confidential Information of the other Party may be disclosed to it under the Agreement. Subject to the right of the Licensee to use the Licensed Data and understands Trade Marks in accordance with the Licence, each Party undertakes to hold all Confidential Information of the other Party or that any of a Third Party Licensor in confidence and all technical, trade secret, or business information, includingnot, without limitationthe consent of the other, financial informationdisclose it to any third party nor use it for any purpose other than in the performance of the Agreement. This obligation survives termination or expiry of the Agreement. 6.2 The Parties undertake to ensure that their Affiliates, business employees, subcontractors and agents comply with this clause 6. 6.3 The obligations under clauses 6.1 and 6.2 do not apply to Confidential Information (excluding the Data and Trade Marks) which: (a) at the time of disclosure by the disclosing party, is already in the public domain through no fault by or marketing strategies on behalf of the receiving party (and in the case of the Licensee, by or plans or product development, which is disclosed on behalf of the Licensee Personnel); (b) the disclosing party has confirmed to the other or in writing is otherwise obtained not confidential; (c) is already lawfully possessed by the otherreceiving party without any restrictions on use or disclosure on use prior to receiving it from the disclosing party; (d) is obtained subsequently by the receiving party from a third party without any restriction on use or disclosure and such third party is in lawful possession of the Confidential Information and not in violation of any obligation to maintain the confidentiality of the Confidential Information; (e) the Licensee has been granted an express right to disclose under the terms of the Licence; or (f) is required to be disclosed by legal or regulatory authorities. 6.4 All documents, materials and other items (including items in electronic form), and any Intellectual Property Rights therein, provided by a Party to the other containing Confidential Information of the first mentioned Party shall remain the absolute property of such Party. 6.5 Each Party shall at all times maintain documents, materials and other items (including items in electronic form) containing Confidential Information of the other Party and any copies thereof, in a secure fashion by taking reasonable measures to protect them from theft and unauthorised copying, disclosure and without prejudice to the foregoing shall exercise at least the same degree of care to safeguard and prevent unauthorised disclosure and/or use of the Confidential Information of the other Party as it exercises in respect of its affiliatesown confidential material of like importance. 6.6 Subject to clause 6.7 no public announcement, agents press release, communication or representatives during circular (other than to the term extent required by law or regulation) concerning the content of this Agreement (will be made or sent by either Party without the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the prior written consent of the other party; other. Such consent will not be unreasonably withheld. 6.7 Either Party may make or (iii) as issue a public announcement, press release, communication or circular concerning the content of this Agreement to the extent required by law or judicial process. Proprietary Information shall any securities or investment exchange or competent regulatory or competent governmental body to which that Party is subject or submits. 6.8 Without prejudice to any other rights or remedies, the Parties acknowledge and agree that damages may not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under be an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault adequate remedy for any breach of the party Agreement, the Licence or its affiliates; this clause 6 and that either Party shall be entitled to seek the remedies of injunction, specific performance and other equitable relief for any threatened or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property actual breach of the Trust and the Recordkeeper and shall not be disclosed to or used by the TrustAgreement, the Recordkeeper, Licence or their affiliates this clause 6 and no proof of special damages shall be necessary for any purpose except in the performance enforcement of their respective duties and responsibilities the rights under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. 22.1. Each Party shall keep Confidential Information of the disclosing Party in strict confidence and shall safeguard such Confidential Information from unauthorized disclosu- re, reproduction or use no less rigorously than the stricter of the standards that would apply to its own Confidential In- formation of similar nature and the standards required by applicable law and regulatory requirements. 22.2. Both Parties agree not to disclose Confidential In- formation to any third parties without either Party’s prior written consent. However, both Parties shall be entitled to on a „need-to-know“ basis share Confidential Information with its employees, subcontractors, agents and/or other authorized third parties to the extent such entities or indi- viduals need to know such information in connection with Customer’s Subscription. 22.3. Notwithstanding section 22.2, each Party may make available Confidential Information to a third party, provided such third party acknowledges is subject to confidentiality obliga- tions at least as stringent as those applicable to the Parties hereunder and understands that any for the purpose and all technicalto the extent necessary (a) for the performance of the receiving Party’s rights and obligations under the Customer’s Subscription; or (b) to permit a third party to perform legal, trade secretaccounting or audit services for or in relation to a Party in assessing its busi- ness operations. 22.4. A Party may disclose the Confidential Information of the other Party to the extent, but only to the extent, re- quired by law, regulation, rule, act, order, or business informationrequest of any court, includinggovernmental authority or agency, without limitationself-regulatory organization or exchange, financial informationincluding but not limited to any subpoena, business civil investigative demand, or marketing strategies discovery request or plans demand, provided such Party gives the other Party (to the extent not prohibited from doing so) prompt written notice and cooperation in seeking to limit the disclosure to the gre- atest extent possible, consistent with the legal obligations of the Party required to disclose the Confidential Information, and in obtaining confidential treatment for such informati- on, if available. 22.5. Each Party shall immediately notify the other Party if it becomes aware of a. any potential disclosure, access to or product development, which is disclosed use of any Confidential Information in breach of these GTCs; b. any unauthorized intrusion into systems containing Con- fidential Information; and c. any disclosure of any Confidential Information where the purpose of such disclosure does not have any apparent cor- relation with the execution of Customer’s Subscription. Both Parties will give reasonable assistance to the other or is otherwise obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance in order to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold prevent such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation breach of confidentiality to and/or limit the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationconsequences thereof. B. All information, including “nonpublic personal information” as that term is defined 22.6. The confidentiality obligations specified in Regulation S-P, relating this section 22 will continue to Participants is and shall remain the sole property apply even after termination or expiration of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this AgreementCustomer’s Subscription. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges a) Both Partner and understands ABG acknowledge that any during and all technicalprior to the term of this Agreement, trade secretboth may have access to information regarding the other party’s business which items confidential and/or proprietary, including without l imitation information relating to technical and financial information; actual or prospective (if known to Partner) clients, customers, business partners, or investors (collectively “Business Contact”); business and marketing plans, suppliers; business opportunities, and current and anticipated products and services. Both parties agree that all such information, includingincluding information disclosed prior to the date of this Agreement and is the confidential trade secret property of such party (“Proprietary Information”). Both parties acknowledge and agree that all Deliverables and work product hereunder are Proprietary Information. Both parties agree not to (i) copy, without limitationuse or disclose any Proprietary Information or any tangible or intangible work product containing or referring to such Proprietary Information for any purpose except for the benefit of such party and as necessary for the performance of this Agreement, financial and otherwise as authorized in writing by the disclosing party; (ii) take advantage of any business opportunity which, as the result of access to Proprietary information, business either party knows or marketing strategies or plans or product development, which is disclosed to should know the other party may, or is otherwise obtained by likely to consider; (iii) remove any Proprietary Information from the other’s parties premises without prior written permission from such other party; or (iv) accept or solicit any work, its affiliatesservices, agents good, employment or representatives other business if doing so could reasonably be expected to negatively impact the other parties business relationship with a business contact. Both parties further agree that during the term of this Agreement (and thereafter, they will ensure that they will comply with all of the “above restrictions on use and disclosure of Proprietary Information”) . Disclosure of Proprietary Information to either party shall not require prior written permission, provided that party advised each member of the receiving party that Proprietary Information is confidential and proprietary, constitutes trade secrets of the owneris not to be copied or disclosed, and further provided that each member of Partner to whom Proprietary Information is of great value disclosed executes and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information agreement in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) with the written consent favor of the other party; or (iii) as required , agreeing to be bound by law or judicial processthe restrictions contained in this Agreement. Proprietary Information shall does not include information a that disclosing party to this Agreement can clearly establish was (a) known document is or has become available to the general public without restriction and through no breach of an obligation by either party or any other person, or which was rightfully in the possession of the disclosing party without restriction prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality its disclosure to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Informationparty. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination of this Agreement.

Confidentiality. A. Each party acknowledges (1) Mascoma, the Purchaser and understands that SBI will not disclose to anyone or use for their own or for any purpose other than the purpose contemplated by this Agreement any Confidential Information concerning the Vendors obtained by Mascoma and all technical, trade secret, the Purchaser pursuant hereto or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed obtained by SBI prior to the date hereof and will hold all such information in the strictest confidence. For greater certainty, nothing in this Agreement will prevent Mascoma, the Purchaser or SBI from using or disclosing to any third party any Confidential Information regarding the SBI Group and its business provided by the Vendors in connection with the transactions contemplated in this Agreement or obtained by SBI prior to the date hereof. (2) The Vendors will not disclose to anyone or use for their own or for any purpose other than the purpose contemplated by this Agreement any Confidential Information concerning Mascoma, the Purchaser or is otherwise the SBI Group obtained by the other, its affiliates, agents or representatives during the term of this Agreement (the “Proprietary Information”) is confidential Vendors pursuant hereto and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold all such information in confidence the strictest confidence. (3) Each party hereto shall cause its agents, representatives, Affiliates, partners, employees, officers and shall refrain from using, disclosing or distributing any such information except (i) as may be necessary in the ordinary course of performing the services and transactions contemplated by this Agreement; (ii) directors to comply with the written consent of the other party; or (iii) as required by law or judicial process. Proprietary Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality to the other party to this Agreement; (c) placed in public domain without fault of the party or its affiliates; or (d) independently developed by the party without reference or reliance upon Proprietary Information. B. All information, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not be disclosed to or used by the Trust, the Recordkeeper, or their affiliates for any purpose except in the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 4.06. (4) If a party is required or becomes compelled, pursuant to any law or regulation or order of any Governmental Authority having jurisdiction over it or its representatives to disclose any Confidential Information, such party shall survive promptly (in any event prior to complying with any such requirement) notify the termination party to whom the Confidential Information belongs in writing of this Agreementthe same and shall cooperate fully with that party in taking legally available steps to resist or limit the disclosure and to seek and obtain a protective order or other appropriate remedy. In any event, the party required or compelled to disclose Confidential Information and its representatives shall only furnish that part of the Confidential Information which it is legally required to disclose, based upon the advice of its counsel, and only after asserting, to the extent that it is able in the circumstances, the confidential and proprietary nature of such information.

Confidentiality. A. Each party acknowledges and understands The parties acknowledge that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans or product development, which is disclosed they may receive Confidential Information belonging to the other or is otherwise obtained by party. Neither party will use Confidential Information belonging to the other, other party for any reason other than the Purpose and the performance of its affiliates, agents or representatives during the term of obligations under this Agreement (and, in the “Proprietary Information”) is confidential and proprietary, constitutes trade secrets case of the ownerReceiving Institution, and is of great value and importance to the success of the owner’s business. Each party agrees that should it come into possession of Proprietary Information, it will use its best efforts to hold such information in confidence and shall refrain from using, disclosing or distributing any such information except (i) as may be extent reasonably necessary in order to allow it to receive the ordinary course of performing full benefit from the services and transactions contemplated by this Agreement; (ii) with the written consent of the other party; or (iii) as required by law or judicial processPurpose. Proprietary The parties agree not to divulge Confidential Information shall not include information a party to this Agreement can clearly establish was (a) known to the party prior to this Agreement; (b) rightfully acquired by the party from third parties whom the party reasonably believes are not under an obligation of confidentiality belonging to the other party to any of their employees who do not need to know and to prevent disclosure of Confidential Information to any third party without the prior written consent of the disclosing party except to its professional advisers or as may be required by law or any legal or regulatory authority (including the Regulator). Notwithstanding clause 5.1, each party will be permitted to disclose Confidential Information to the extent that it is required to: enable the disclosing party to perform its obligations, and benefit from its rights, under this Agreement; (c) placed by any applicable law or by a court, arbitral or administrative tribunal in public domain without fault the course of proceedings before it; subject to clause 12, enable the disclosing party to comply with its obligations under the FOIA and EIR in response to a Request for Information; or by any legal or regulatory authority acting in the course of proceedings before it or in the course of its duties. Without prejudice to this clause 5, each party will use a reasonable degree of care, which will not be less than the same degree of care which the receiving party uses to protect its own confidential information, to keep and ensure its employees and agents keep any and all Confidential Information of the other party or secret and confidential. Deemed Controller Provisions The parties will each Process Speaker Data. The parties acknowledge that each party will act as a Data Controller in respect of Processing the Speaker Data, and will be a Data Controller of the Speaker Data acting in common as follows: the Disclosing Institution will be a Data Controller where it is Processing the Speaker Data in connection with its affiliatesrelationship with the Speakers and in transferring such data to the Receiving Institution; or (d) independently developed and the Receiving Institution will be a Data Controller where it is processing the Speaker Data for the Purpose. Notwithstanding clause 6.1, if the Disclosing Institution is deemed to be a joint Data Controller with the Receiving Institution, the Disclosing Institution will be responsible for the compliance obligations imposed on a Data Controller by the party without reference or reliance upon Proprietary Information. B. All informationData Protection Laws, including “nonpublic personal information” as that term is defined in Regulation S-P, relating to Participants is and shall remain the sole property of the Trust and the Recordkeeper and shall not Receiving Institution will do all things necessary to enable the Disclosing Institution to perform such compliance obligations, save that each party will be disclosed to or used responsible for compliance with its data security obligations set out in clause 8.1.2 where Speaker Data has been transmitted by the Trust, the Recordkeeperit, or their affiliates for while Speaker Data is in its possession or control. Data Controller Obligations The Disclosing Institution will ensure that: it is not subject to any purpose except in prohibition or restriction which would prevent or restrict it from disclosing or transferring the performance of their respective duties and responsibilities under this Agreement and except for servicing and informational mailings relating Speaker Data to the Funds or as permitted by Rule 15 of Regulation S-P. Notwithstanding Receiving Institution in accordance with the foregoing, this Section 7 B shall not prohibit the Recordkeeper, the Funds, or any of their affiliates from utilizing the names of Participants for any purpose if the names are obtained in any manner other than from Recordkeeper pursuant to this Agreement. C. If applicable, Recordkeeper will deliver the Trust’s privacy policy as required by Regulation S-P. D. The provisions of this Section 7 shall survive the termination terms of this Agreement; and where relevant, all fair processing notices have been given (and/or, as applicable, consents obtained) and are sufficient in scope to enable the Disclosing Institution to disclose the Speaker Data to the Receiving Institution in accordance with the Data Protection Laws. Obligations on Both Parties Each party will: make due notification to the Regulator, including in relation to its use and Processing of the Speaker Data and comply at all times with the Data Protection Laws; maintain technical and organisational measures sufficient to comply with the obligations imposed on a Data Controller by the Seventh Data Protection Principle and take reasonable steps to ensure the reliability of any of each party's respective personnel who have access to the Speaker Data; not transfer any Speaker Data outside the European Economic Area if such transfer would breach the Eighth Data Protection Principle; promptly, and in any event within forty-eight hours of receipt of any Data Subject Request or Regulator Correspondence, notify the other party in the event that it receives such a Data Subject Request or Regulator Correspondence in relation to the Processing of the Speaker Data; use reasonable endeavours to notify the other party if it is obliged to make a disclosure of the Speaker Data under any statutory requirement, such notification to be made in advance of such disclosure or immediately thereafter unless prohibited by law; promptly, and in any event within twenty-four hours, notify the other party about any actual or suspected breach of clause 8.1.2 and implement any measures necessary to restore the security of compromised Speaker Data; and support the other Party to make any required notifications to the Regulator and affected Data Subjects; and not do anything which will damage the other party's relationship with the Data Subjects.