h. Contract approval - Laserfiche WebLink

ARTICLE 7 - CONFIDENTIALITY 7.01 SPONSOR and CONTRACTOR consider certain data, know-how, and other information (hereinafter referred to as Information) which may be disclosed between the Parties to be confidential and proprietary. 7.02 Any information that is intended to be confidential under this Agreement must qualify as confidential under the open records laws of the State of North Dakota. North Dakota law provides that trade secret, proprietary, commercial, and financial information is confidential if it is of a privileged nature and has not been previously publicly disclosed. Confidential Information shall include that Information which is disclosed by either Party and marked confidential. In the event of oral disclosures, the Information will be reduced to writing within thirty (30) days of disclosure to remain confidential. 7.03 The Parties recognize the proprietary rights of the disclosing Party in and to the Information and the confidential nature of the Information. Thus the Parties agree to take every reasonable precaution to safeguard and treat the Information as confidential and to take every appropriate action by instruction, agreement, or notice to its directors, officers, agents, and employees of the confidential and proprietary nature of the Information submitted by the disclosing Party. Reasonable precautions to safeguard the Information shall mean using a standard of care which is no less stringent than that which the disclosing Party uses to protect its own confidential Information. 7.04 The confidentiality requirements do not apply to Information which is a) already known by the receiving Party, b) disclosed by a third party having a bona fide right to do so, c) presently in the public domain, or d) independently developed by the receiving Party. 7.05 If the Federal Government co-sponsors a Project with funding from this agreement, the Federal Government will have the right to examine/review all confidential information of this Project as necessary to evaluate the Project and Project progress. In addition, any confidential information submitted by Sponsor that is included in the technical progress reports will be submitted in a separate appendix and the Federal Government will be requested to hold that appendix in confidence for a period of five years in accordance with federal regulations. 7.06 Other than the process described above for progress reports, it is hereby agreed between the Parties that the Information will be held in confidence for a period of ten (10) years from disclosure or until written permission to disclose is given by the disclosing party, whichever is shorter. ARTICLE 8 - TITLE TO EQUIPMENT 8.01 Title to equipment acquired shall vest with CONTRACTOR. ARTICLE 9 - RELA TIONSHIP OF THE PARTIES 9.01 Nothing contained in this Agreement shall be construed as establishing a partnership or any joint obligations between any of the SPONSORS in the Program. Each SPONSOR hereto 4