CONFIDENTIALITY STATEMENT

Minnesota Technical Assistance Program

THE REGENTS OF THE UNIVERSITY through its Minnesota Technical Assistance Program ("MnTAP") shall use reasonable efforts to adhere to the following confidentiality policy regarding "Confidential Information" provided to it by companies.

Any and all information ("Confidential Information") which Company discloses or submits in writing or in other tangible form which is clearly and conspicuously labeled "CONFIDENTIAL" or "PROPRIETARY", shall not be disclosed to any third party. Confidential Information shall also include any information disclosed by Company to MnTAP orally or visually and is identified at such time as Confidential Information, provided that Company provides MnTAP with a memorandum within fourteen (14) days of such disclosure specifying in detail the specific information that it desires be kept confidential. MnTAP shall not be held financially liable for any inadvertent disclosure, but will use its reasonable efforts not to disclose any Confidential Information.

Nothing contained herein will in any way restrict or impair MnTAP’s right to use, disclose, or otherwise deal with any Confidential Information which at the time of its receipt:

• Is generally available in the public domain, or thereafter becomes available to the public through no act of MnTAP;

• Was independently known prior to its receipt, or made available to MnTAP as a matter of lawful right by a third party;

• Is received without obligation of confidentiality from a third party who was free to disclose the information; or

• Is required by law (including disclosures under the Minnesota Government Data Practices Act, Minnesota Statute, Chapter 13), regulation or court order to be disclosed, in which case the Company shall be notified. MnTAP shall not be required to commence or defend any action to prohibit the inspection and copying of Confidential Information.

The above obligations for Confidential Information shall be in effect for a period of one year from the date Confidential Information was first provided to MnTAP by Company.