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trademark(s) whenever the Product name is first mentioned
in any advertisement, brochure or in any other manner in
connection with the Product. COMPANY’s name and/or
trademarks shall not be displayed in relation to the
Product name in a manner which suggests that COMPANY’s
name and/or trademarks are part of the Product name.
COMPANY agrees to maintain the high level of quality
accorded products associated with and marketed by MS
under MS’ trademarks. COMPANY shall not use or display
any MS logo in its materials or packaging without MS’
prior written permission. COMPANY shall not use or
imitate the trade dress of MS products. COMPANY’s name
and/or trademarks shall be displayed on the packaging and
disk labels for the Product at least as prominently as
the name “Microsoft.” Upon request, COMPANY shall submit
the Product in proposed finished goods form (including
software and documentation) to MS for approval prior to
distribution, which approval shall not be unreasonably
withheld. COMPANY shall, upon request, provide MS
samples of all COMPANY literature which uses Product
name(s). COMPANY shall provide MS with five (5) copies
of the Product in finished goods form.
* * * * * * *
13. NONDISCLOSURE AGREEMENT
COMPANY expressly undertakes to retain in confidence and
to require its distributors to retain in confidence all
information and know how transmitted to COMPANY by MS
that MS has identified as being proprietary and/or
confidential or that, by the nature of the circumstances
surrounding the disclosure, ought in good faith to be
treated as proprietary and/or confidential, and will make
no use of such information and know-how except under the
terms and during the existence of this Agreement.
However, COMPANY shall have no obligation to maintain the
confidentiality of information that (i) it received
rightfully from another party prior to its receipt from
MS; (ii) MS has disclosed to a third party without any
obligation to maintain such information in confidence; or
(iii) is independently developed by COMPANY. Further,
COMPANY may disclose confidential information as required
by governmental or judicial order, provided COMPANY gives
MS prompt notice of such order and complies with any
protective order (or equivalent) imposed on such
disclosure. COMPANY shall treat all Product adaptation
materials (including source code) as confidential
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