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A TRUE COPY
<br />CERTIFICATION ON LAST PAGE
<br />RYAN L. BUTLER, CLERK
<br />technologies (actual or planned), financial statements, marketing plans, strategies,
<br />forecasts, customer and/or supplier lists and/or relations, research and development
<br />activities, formula, data, know-how, designs, discoveries, models, computer hardware
<br />and software and any and all documentation relating thereto, drawings, dealings and
<br />transactions, except for such information which, on the date of disclosure, is, or thereafter
<br />becomes, available in the public domain or is generally known in the industry through no
<br />fault on the part of OTM CYBER.
<br />b. OTM CYBER agrees and declares that all Proprietary Information, patents and/or patent
<br />applications, copyrights, and other intellectual property rights in connection therewith, are
<br />and will remain the sole property of the Customer and its assigns. During the Term and
<br />upon its expiration thereafter, OTM CYBER will keep in confidence and trust all
<br />Proprietary Information, and any part thereof, and will not use or disclose and/or make
<br />available, directly or indirectly, to any third party any Proprietary Information without the
<br />prior written consent of the Customer, except and to the extent as may be necessary in
<br />the ordinary course of performing OTM CYBER's duties pertaining to the Customer and
<br />except and to the extent as may be required under any applicable law, regulation, judicial
<br />decision or determination of any governmental entity.
<br />c. Without derogating from the generality of the foregoing, OTM CYBER agrees: (a) not to
<br />copy, transmit, reproduce, summarize, quote, publish and/or make any commercial or
<br />other use whatsoever of the Proprietary Information, or any part thereof, without the prior
<br />written consent of Customer, except as may be necessary in the performance of its duties
<br />pertaining to the Customer; (b) to exercise the highest degree of care in safeguarding the
<br />Proprietary Information against loss, theft or other inadvertent disclosure and to take all
<br />reasonable steps necessary to ensure the maintaining of confidentiality; (c) upon a
<br />request by the Customer to do so, OTM CYBER will immediately deliver to the Customer
<br />or remove all Proprietary Information and any and all copies thereof, in whatever form,
<br />that had been furnished to OTM CYBER, prepared thereby and/or came to its possession
<br />in any manner whatsoever, during and in the course of its engagement with the
<br />Customer, and will not retain and/or make copies thereof in whatever form
<br />7. Term and Termination
<br />a. This Agreement will be effective as of the signature date of this Agreement (the "Effective
<br />Date") and will remain in full force and effect until terminated by either party (the "Term").
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