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11. Restrictions on use. <br /> Registered Affiliate must not; <br /> a. separate and use the components of a Product on two or more computers, upgrade or <br /> downgrade components at different times, or transfer components separately, except as <br /> provided in the Product Use Rights; <br /> b. reverse engineer, decompiie or disassemble any Product or Fix, except where applicable law <br /> permits It despite this limitation; or <br /> c. distribute, sublicense, rent, lease, lend, or host any Product or Fix except as permitted by this <br /> Agreement,the Product Use Rights, or in a separate written agreement <br /> 12. Confidentiality. <br /> To the extent permitted by applicable law, the terms and conditions of this Agreement is confidential. <br /> Neither party will disclose such terms and conditions, or the substance of any discussions that led to <br /> them, to any third party other than Affiliates or agents, or to designated or prospective resellers who; (1) <br /> have a need to know such information in order to assist in carrying out this agreement; and(2)have been <br /> Instructed that all such information is to be handled in strict confidence. <br /> For the avoidance doubt, the parties acknowledge that this Confidentiality provision recognizes that when <br /> there Is a business need to do so, Microsoft and Customer tray need,to sharelexchange their respective <br /> Confidential Information with each other to develop a more meaningful business relationship. This section <br /> provides Microsoft and Customer with a well-balanced, commercially reasonable,,and comprehensive set <br /> of confidentiality terms that enable both parties to sharelexchgnge a wide. range of Confidential <br /> information with each other knowing with confidence that significant confidentiality protections are in <br /> place, The confidentiality terms denoted below do not govern Microsoft's handling of Customer Data. In <br /> all Instances under this Agreement, Microsoft's handling of Customer Data shall be governed as <br /> described under various other provisions of this Agreement and by Microsoft's data security policy. <br /> a. What is included, "Confidential Information" Is non-public information, know-how and Trade <br /> Secrets in any form that are designated as "confidential" or a reasonable person knows or <br /> reasonably should understand to be confidential. It includes non-public Information regarding <br /> either party's products or customers, marketing and promotions, or the negotiated terms of <br /> Microsoft agreements. <br /> b. What Is not Included. The following types of information, however marked, are not <br /> Confidential Information. Information that: <br /> (t) is,or becomes,publicly avallable without a breach of this agreement; <br /> (11) was lawfully known to the receiver of the information without an obligation to keep it <br /> confidential; <br /> (III)Is received from another source who can disclose it lawfully and without an obligation to <br /> keep it confidential; <br /> (iv)is Independently developed; or <br /> (v) is a comment or suggestion one party volunteers about the other's business, products or <br /> services. <br /> c. Treatment of Confidential Information. <br /> (1) in general. Subject to the other terms of this agreement,each party agrees; <br /> 1) it will not disclose the other's Confidential Information to third parties; and <br /> 2) it will use and disclose the other's Confidential Information only for purposes of the <br /> parties' business relationship with each other. <br /> SelectPlus2012AgrGoY(VS)SLG(ENG)(Oct2012) Page g of I <br /> Document X20.04874 <br />