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13.22 Signatures. This Agreement together with any amendments or <br />modifications may be executed electronically. All electronic signatures affixed hereto <br />evidence the consent of the parties to utilize electronic signatures and the intent of the <br />Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter <br />66. <br />13.23 Priority. In any dispute regarding the meaning of any term or provision <br />herein or of the responsibilities of the parties the parties may reference the Owner’s Request <br />for Proposals together with attachments (“RFP”), the Facility Policy Manual, and the <br />Manager’s Proposal together with attachments and such documents may inform the parties <br />regarding the dispute. In any conflict between the terms the priority of documents shall be <br />as follows: This Agreement, the Facility Policy Manual, the Owner’s RFP together with <br />attachments, Manager’s Proposal together with attachments. <br />13.24 Confidentiality. In connection with the performance of Manager’s services <br />hereunder, the Owner acknowledges that Manager may provide the Owner and its <br />employees, agents, and contractors (including without limitation any engineering firm that <br />may be retained by Manager for the Facility) with Confidential Information as defined below. <br />In addition, in connection with the performance of the services hereunder, Manager may <br />provide to the Owner and its employees, agents, and contractors with materials that are <br />protected by copyright or trademark of Manager. <br />a. The Owner agrees that it shall keep secret and confidential any and all Confidential <br />Information already disclosed or to be disclosed to it by Manager which has been designated <br />as confidential in writing by Manager, and the Owner shall not divulge any such Confidential <br />Information, in whole or in part, to any third party except as is expressly permitted below or <br />as may be required by state or federal law. The Owner shall not use any such information, <br />except for the express purpose of utilizing it in connection with the management of the <br />Facility. The Owner shall not directly or indirectly disclose or discuss any such information <br />with any person, other than employees, agents and contractors of the Owner who are <br />directly concerned with the management of the Facility, provided, however, that in the event <br />of any such disclosure to its employees, agents and contractors, the Owner (i) shall first <br />inform Manager of its desire to make such disclosure, (ii) if requested by Manager, shall <br />require such employees, agents or contractors to execute and deliver to Manager prior to <br />any disclosure by the Owner to them, an agreement acknowledging a receipt of a copy of <br />the provisions of this section and agreeing to be bound by such provisions to the same <br />extent as the Owner, and (iii) in any event, shall advise in writing all such persons of the <br />existence of the provisions of this section and of their responsibility to comply with such <br />provisions. <br />b. "Confidential Information" means any and all information disclosed (orally, in <br />writing, by inspection, or otherwise) to the Owner by Manager pursuant to this Agreement <br />which information has been designated as confidential in writing by Manager. Such <br />information includes, and is limited to, ______________. The restrictions upon <br />confidentiality and use of Confidential Information set forth in this section do not apply to <br />Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE