Common use of Limitations on Use and Disclosure Clause in Contracts

Limitations on Use and Disclosure. (a) A Party shall use the other Party’s Confidential Information only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or performing under the FSA, and not for any other purpose. Neither Party shall disclose to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review of the results of the RFP. (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished by the other Party in connection with this Agreement and/or a FSA entered into pursuant to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERC. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The receiving Party agrees that it will not at any time: (ai) A use, reproduce, or copy any Confidential Information of the disclosing Party except as necessary in connection with the Agreement and as expressly permitted hereunder, or (ii) disclose Confidential Information of the disclosing Party to any third party other than its officers, directors, employees, agents, accountants, agents attorneys and employees, each on a “need to know” basis, in the normal course of business (provided such parties are professionally obligated or have committed in writing to abide by confidentiality and non-use provisions not less stringent than those set forth in this subsection) without the other Party’s prior written consent. If served with a subpoena, court order, or other compulsory process or legal requirement requiring disclosure of Confidential Information, the receiving Party shall use promptly notify the disclosing Party of the demand (unless prohibited by law), take reasonable steps to protect the Confidential Information from public disclosure, and limit any such disclosure to the minimum extent necessary to comply with the legal requirement. The receiving Party agrees to reasonably cooperate with the disclosing Party at the disclosing Party’s expense if it decides to oppose production after it receives notice of such opposition, unless the receiving Party (in the opinion of its legal counsel) deems such cooperation is not legally permitted or is otherwise detrimental to it. Upon termination or expiration of this Agreement or an earlier request by the disclosing Party, the receiving Party shall destroy or return, at the other Party’s election, such other Party’s Confidential Information only for in its possession and certify such return or destruction upon request by such other Party; notwithstanding the purpose foregoing, Manager will not be required to remove copies of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or performing under the FSA, and not for any other purposeparty’s Confidential Information from any backup media or servers. Neither Party shall disclose will issue or make, directly or indirectly, any press releases or other public announcements relating to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, Agreement or the terms or conditions or any other facts relating thereto, including underlying transaction(s) without the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) prior written approval of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approvedother Party. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review of the results of the RFP. (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished by the other Party in connection with this Agreement and/or a FSA entered into pursuant to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERC. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either party (a“DISCLOSING PARTY”) A Party to the other party (“RECEIVING PARTY”) constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care.” The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY’s express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY’s CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPCthis AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party’s review confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 6.1.1 is already known to the RECEIVING PARTY without an obligation of confidentiality prior to disclosure by the DISCLOSING PARTY; 6.1.2 is or becomes publicly available without fault of the results RECEIVING PARTY; 6.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 6.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY’s CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either party (a“DISCLOSING PARTY”) A Party to the other party (“RECEIVING PARTY”) constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY’S express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY’s CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPCthis AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party’s review confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 8.1.1 is already known to the RECEIVING PARTY without an obligation of confidentiality prior to disclosure by the DISCLOSING PARTY; 8.1.2 is or becomes publicly available without fault of the results RECEIVING PARTY; 8.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 8.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY’s CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. (a) A Party shall use the other Party’s Confidential Information only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or performing under the FSA, and not for any other purpose. Neither Party shall disclose to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 7-510(c)(4)(ii)(5) of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review of the results of the RFP. (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished by the other Party in connection with this Agreement and/or a FSA entered into pursuant to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERC. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either party (a"DISCLOSING PARTY") A Party to the other party ("RECEIVING PARTY") constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY's express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY's CONFIDENTIAL INFORMATION only to Third Parties any information about those employees and contractors of the Utility’s or Company’s participation RECEIVING PARTY (and, in the RFP or an FSAcase of LICENSEE, or the terms or conditions or any other facts relating theretothose employees and contractors of MMI Genomics, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or Inc.) who have a need to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review this AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, or similar confidential information, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party's confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 8.1.1 is already known to the RECEIVING PARTY, without an obligation of confidentiality, prior to disclosure by the DISCLOSING PARTY; 8.1.2 becomes publicly available without fault of the results RECEIVING PARTY; 8.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; or (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 8.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY's CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. (a) A The Receiving Party shall use hold each item of the other Disclosing Party’s Confidential 's Proprietary Information only for received hereunder in confidence from the purpose date of evaluating, responding to, negotiating and consummating the RFP and/or the response disclosure to the RFP, and/or performing under Receiving Party until expiration of a period of five (5) years after the FSA, and not for any other purpose. Neither Party shall disclose to Third Parties any information about the Utility’s or Company’s participation expiration of such two (2) year period described in the RFP or an FSASection 3 above, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status after termination of those discussions, or the fact that Confidential Information has been made available by or this Agreement. Prior to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision such termination of this Agreement, or if none, during such two (2) year period, the Utility Receiving Party shall use such Proprietary Information only to carry out the Purpose of this Agreement and shall disclose such Proprietary Information only to its employees having a need to know with respect to such Purpose. Proprietary Information shall not be copied or reproduced by the Receiving Party without the express written permission of the Disclosing Party, except for such copies as may share be reasonably required to accomplish the Purpose. Neither party, as a Receiving Party of Proprietary Information disclosed by the Disclosing Party hereunder, shall, without the express prior written consent of the Disclosing Party, use in whole or in part any Confidential such Proprietary Information to develop, manufacture or repair any products, or to compete with the Maryland Public Utility CommissionDisclosing Party in any manner. Each party, as a Receiving Party of Proprietary Information disclosed by the Disclosing Party hereunder, shall exercise the same standard of care to protect such Proprietary Information as it uses to protect its Staffown information that is proprietary, but in no case less than reasonable care. In the event of inadvertent disclosure or use of such Proprietary Information, the Consultant working for Receiving Party shall, upon discovery thereof, immediately notify the Maryland Public Service Commission pursuant to Section 84 Disclosing Party of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any such information shared will be designated as confidentialdisclosure, and take all reasonable steps to retrieve such disclosed Proprietary Information together with any copies, notes or correspondence concerning such Proprietary Information contained in the Utility disclosed material and act to prevent any further disclosure or use of such inadvertently disclosed Proprietary Information. Such inadvertent disclosure or use will ask not relieve the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and Receiving Party from its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review of the results of the RFP. (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished by the other Party in connection with this Agreement and/or a FSA entered into pursuant continued adherence to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, terms and further provided that conditions set forth in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERC. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. (a) A Party shall use the other Party’s Confidential Information only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or performing under the FSA, and not for any other purpose. Neither Party shall disclose to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 7-510(c)(4)(ii)(5) of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) . Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review of the results of the RFP. (c) . Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished by the other Party in connection with this Agreement and/or a FSA entered into pursuant to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERC. (d) . Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) . Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either Party (a“DISCLOSING PARTY”) A to the other Party (“RECEIVING PARTY”) and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY’s express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY’s CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPCthis AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions converting CONFIDENTIAL INFORMATION, with terms and conditions at lease as restrictive as those set forth here. Notwithstanding the foregoing, each party’s review confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 6.1.1 is already known to the RECEIVING PARTY without an obligation of confidentiality prior to disclosure by the DISCLOSING PARTY, as to be proven by written evidence; 6.1.2 is or becomes publicly available without fault of the results RECEIVING PARTY; 6.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; (c) Notwithstanding any other provision 6.1.4 is developed independently by or for the RECEIVING PARTY without use of this Agreement, a Party may disclose to its Representatives all documents and information furnished by the other Party in connection with this Agreement and/or a FSA entered into pursuant or access to the RFPDISCLOSING PARTY’s CONFIDENTIAL INFORMATION, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information as to be disclosed in violation of the standard of conduct requirements established proven by FERCwritten evidence. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION, The CONFIDENTIAL INFORMATION disclosed by either party (a“DISCLOSING PARTY”) A Party to the other party (“RECEIVING PARTY”) constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY’s express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY’s CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPCthis AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party’s review confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 7.1.1 is already known to the RECEIVING PARTY without an obligation of confidentiality prior to disclosure by the DISCLOSING PARTY; 7.1.2 is or becomes publicly available without fault of the results RECEIVING PARTY; 7.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 7.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY’s CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either party (a"DISCLOSING PARTY") A Party to the other party ("RECEIVING PARTY") constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY's express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY's CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review this AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party's confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 8.1.1 is already known to the RECEIVING PARTY without an obligation of confidentiality prior to disclosure by the DISCLOSING PARTY; 8.1.2 is or becomes publicly available without fault of the results RECEIVING PARTY; 8.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 8.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY's CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either party (a"DISCLOSING PARTY") A Party to the other party ("RECEIVING PARTY") constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY's express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY's CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review this AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, or similar confidential information, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party's confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 9.1.1 is already known to the RECEIVING PARTY, without an obligation of confidentiality, prior to disclosure by the DISCLOSING PARTY; 9.1.2 becomes publicly available without fault of the results RECEIVING PARTY; 9.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; or (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 9.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY's CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that the terms and conditions set forth in this AGREEMENT are CONFIDENTIAL INFORMATION. The CONFIDENTIAL INFORMATION disclosed by either party (a“DISCLOSING PARTY”) A Party to the other party (“RECEIVING PARTY”) constitutes the confidential and proprietary information of the DISCLOSING PARTY and the RECEIVING PARTY agrees to treat all CONFIDENTIAL INFORMATION of the other in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY’s express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY’s CONFIDENTIAL INFORMATION only to Third Parties any information about those employees and contractors of the Utility’s or Company’s participation RECEIVING PARTY (and, in the RFP or an FSAcase of LICENSEE, or the terms or conditions or any other facts relating theretothose employees and contractors of MMI Genomics, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or Inc.) who have a need to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPCthis AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, or similar confidential information, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party’s review confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 8.1.1 is already known to the RECEIVING PARTY, without an obligation of confidentiality, prior to disclosure by the DISCLOSING PARTY; 8.1.2 becomes publicly available without fault of the results RECEIVING PARTY; 8.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; or (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 8.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY’s CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.

Limitations on Use and Disclosure. The parties agree that as regards the CONFIDENTIAL INFORMATION, each party is both a receiving party (a"RECEIVING PARTY") A Party and a disclosing party ("DISCLOSING PARTY"). The parties agree to treat all CONFIDENTIAL INFORMATION in the same manner as it treats its own similar proprietary information, but in no case will the degree of care be less than reasonable care. The RECEIVING PARTY shall use CONFIDENTIAL INFORMATION of the other Party’s Confidential Information DISCLOSING PARTY only for the purpose of evaluating, responding to, negotiating and consummating the RFP and/or the response to the RFP, and/or in performing under this AGREEMENT and shall retain the FSA, CONFIDENTIAL INFORMATION in confidence and not for disclose to any other purposethird party (except as authorized under this AGREEMENT) without the DISCLOSING PARTY's express written consent. Neither Party The RECEIVING PARTY shall disclose the DISCLOSING PARTY's CONFIDENTIAL INFORMATION only to Third Parties any information about the Utility’s or Company’s participation in the RFP or an FSA, or the terms or conditions or any other facts relating thereto, including the fact that discussions are taking place with respect thereto, the status of those discussions, or the fact that Confidential Information has been made available by or to the Utility or Company or their Representatives. Provided, however, that pursuant to Section 7- 510(c)(4)(ii)(5) employees and contractors of the Maryland Public Utility Companies Article, the Utility shall publicly disclose the names of all bidders and the names and load allocation of all successful bidders 90 days after all contracts for supply are approved. (b) Notwithstanding the foregoing or any other provision of this Agreement, the Utility may share any Confidential Information with the Maryland Public Utility Commission, its Staff, or the Consultant working for the Maryland Public Service Commission pursuant RECEIVING PARTY who have a need to Section 84 of the Settlement Agreement approved by the Commission in Order No. 78400 (collectively “Maryland PSC”). Any know such information shared will be designated as confidential, and the Utility will ask the Maryland PSC to hold and use it on a confidential basis. To the extent that the Maryland Office of People’s Counsel and its representatives and/or consultants (collectively “OPC”) enter into a confidentiality agreement to hold any shared information confidentially, Utility may also share Confidential Information with OPC for the purposes of OPC’s review this AGREEMENT, and such employees and contractors must have entered into agreements with the RECEIVING PARTY containing confidentiality provisions covering the CONFIDENTIAL INFORMATION, or similar confidential information, with terms and conditions at least as restrictive as those set forth herein. Notwithstanding the foregoing, each party's confidentiality obligations hereunder shall not apply to information which as evidenced by written records: 8.1.1 is already known to the RECEIVING PARTY, without an obligation of confidentiality, prior to disclosure by the DISCLOSING PARTY; 8.1.2 becomes publicly available without fault of the results RECEIVING PARTY; 8.1.3 is rightfully obtained by the RECEIVING PARTY from a third party without restriction as to disclosure, or is approved for release by written authorization of the RFP.DISCLOSING PARTY; or (c) Notwithstanding any other provision of this Agreement, a Party may disclose to its Representatives all documents and information furnished 8.1.4 is developed independently by the other Party in connection with this Agreement and/or a FSA entered into pursuant RECEIVING PARTY without use of or access to the RFP, provided that such Representatives have been advised of the confidentiality provisions of this Agreement, and further provided that in no event shall a document or information be disclosed in violation of the standard of conduct requirements established by FERCDISCLOSING PARTY's CONFIDENTIAL INFORMATION. (d) Any independent auditor performing an audit on behalf of a Party shall be required to execute a confidentiality agreement with the Party being audited. Such audit information shall be treated as confidential pursuant to this Agreement. (e) Notwithstanding the foregoing or any other provision of this Agreement, the Company shall be authorized to disclose Confidential Information at the request of a bank examiner in connection with an examination of the Company or its affiliates.