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iz <br />Z. TRADE SECRET ACKNOWLEDGMENT. OCHD acknowledges and <br />agrees that the CONFIDENTIAL INFORMATION is a valuable trade <br />secret of STADERMANN, and that any disclosure or unauthorized use of <br />any part thereof of any of the CONFIDENTIAL INFORMATION will <br />cause immediately, irrepazable and substantial harm and loss to <br />STADERMANN. <br />3. TREATMENT ~~CO~TFIDENTIAL FORMATION. In consideration <br />of the disclosure to OCHD of CONFIDENTIAL INFORMATION, OCHD <br />agrees to treat CONFIDENTIAL INFORMATION in confidence and to <br />undertake the following additional obligations with respect thereof: <br />(a) To us CONFIDENTIAL INFORMATION for the sole purpose of <br />evaluating the ~STADERMANN PROCESS with respect to its <br />usefulness and applicability to the service provided by TBI to the <br />public and private consumers; <br />(b) Not to disclose CONFIDENTIAL INFORMATION outside of <br />TBI; <br />(c) To limit dissemination of CONFIDENTIAL INFORMATION to <br />only those of TBI's employees who have a need to know to <br />perform the limited tasks set forth in pazagraph (a) above; <br />(d) Not to copy CONFIDENTIAL INFORMATION or any portion <br />thereof; and <br />(e) To return CONFIDENTIAL INFORMATION and all documents, <br />notes or physical evidence thereof, recordings, or any other <br />reproduction, whether written, audible or any other medium to <br />STADERMANN upon demand by STADERMANN or at any time <br />that OCHD decides that OCHD is not interested in pursuing the <br />implementation of the STADERMANN PROCESS in any form, <br />whichever occurs first. <br />OCHD and STADERMANN acknowledge that, OCHD is a local <br />government and a political subdivision of the State of North <br />Carolina and as such is subject to the Public Records Laws of the <br />State of North Cazolina. OCHD's agreement contained in this <br />paragraph to protect STADERMANN's confidential information <br />does not require OCHD to violate any such laws and does not <br />require OCHD to litigate and pay for the litigation of its right to <br />withhold access, copies, use or confidentiality of the <br />CONFIDENTIAL INFORMATION. OCHD agrees to notify <br />STADERMANN of any claim it receives under the Public Records <br />Laws of North Cazolina, for access, copies or use of the <br />CONFIDENTIAL INFORMATION and agrees that <br />STADERMANN may, at its election and expense, defend the <br />claim in OCHD's name provided STADERMANN agrees in <br />writing before undertaking such a defense, to indemnify and hold <br />OCHD, its officials and employees, harmless from any <br />