1. All information is confidential. 2. Each party agrees not to use the Confidential Information for any purpose whatsoever except for the purposes of conducting business together. 3. No copies of any Confidential Information may be made except to implement the purposes of this Agreement. 4. Each party’s obligations under this Agreement shall not apply to information which: (a) is known by the receiving party or is publicly available at the time of disclosure; (b) becomes publicly available after disclosure by the disclosing party to the receiving party through no act of either party; (c) is hereafter rightfully furnished to the receiving party by a third party without restriction as to use or disclosure; (d) is disclosed with the prior written consent of the disclosing party; (e) is information that was independently developed by the receiving party; or (f) is required to be disclosed pursuant to any judicial or administrative proceeding, provided that the receiving party promptly notifies the disclosing party of such action and gives the disclosing party the opportunity to seek any legal remedies to maintain such information in confidence. 5. Nothing in this Agreement shall obligate either party to disclose any information to the other party or enter into any other agreement with the other party.

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