Ti	=	Confidential Information
1.Ti	=	Availability
1.sec	=	The Parties have and will develop certain information, processes, know-how, techniques and procedures concerning the Facility (collectively, “Information”) which they consider confidential and proprietary. Notwithstanding the confidential and proprietary nature of such Information, BPA and Seller (each, the “Disclosing Party”) may make this Information available to the other (each, a “Receiving Party”) subject to the provisions of this section.
2.Ti	=	Designation
2.sec	=	At the time of furnishing or making available for inspection such confidential or proprietary Information, the Disclosing Party shall expressly designate by label, stamp, or oral communication (to be confirmed in writing) the Information which it considers to be confidential and/or proprietary.
3.Ti	=	Obligations
3.sec	=	The Receiving Party’s obligations with respect to the use or disclosure of such Information thereafter will be as set forth in this section.
4.Ti	=	Conditions and Restrictions
4.0.sec	=	Upon receiving or learning of Information designated as confidential and/or proprietary by the Disclosing Party, the Receiving Party shall:
4.1.sec	=	treat such Information as confidential and use reasonable care not to divulge such Information to any third party except as required by law, subject to the restrictions set forth below;
4.2.sec	=	restrict access to such Information to employees (and others who agree to be bound by this Agreement) whose access is reasonably necessary in developing the Facility and for the purposes of this Agreement;
4.3.sec	=	use such Information solely for the purpose of developing the Facility and for the purposes of this Agreement; and
4.4.sec	=	upon the termination of this Agreement, destroy or return any such Information in written or other tangible form and any copies thereof, if asked to do so in writing by the Disclosing Party.
4.	=	[G/Z/ol/s4]
5.Ti	=	Exceptions
5.0.sec	=	The restrictions in this section do not apply to:
5.1.sec	=	the contents of this Agreement, which becomes a public document upon execution;
5.2.sec	=	information which is, or becomes, publicly known or available otherwise than through the action of the Receiving Party in violation of this Agreement;
5.3.sec	=	information which is in the possession of the Receiving Party prior to receipt from the Disclosing Party or is independently developed by the Receiving Party; provided that the person or persons developing same have not had access to such Information; or
5.4.sec	=	information which is, in the reasonable written opinion of counsel to the Receiving Party, required to be disclosed pursuant to applicable law or regulation (including any Freedom of Information Act request); provided, however, that the Receiving Party, prior to such disclosure, shall provide reasonable advance notice to the Disclosing Party of the time and scope of the intended disclosure in order to permit the Disclosing Party opportunity to obtain a protective order or otherwise seek to prevent or limit the scope or otherwise impose conditions upon such disclosure.
5.	=	[G/Z/ol-i/s4]
6.Ti	=	Term of Obligations
6.sec	=	The obligations of the Parties under this section shall remain in full force and effect for two (2) years following the termination of this Agreement.
	=	[G/Z/ol-a/6]