Confidentiality Agreement:

CONFIDENTIALITY POLICY

WEB SITE CONFIDENTIALITY AGREEMENT : By accepting the terms and conditions of UOP LLC's Web Site Use Agreement ("Web Site Agreement"), you have been granted access to the main UOP Web Site. In addition, by accepting the terms and conditions of the Web Site Agreement, you also agreed to accept and be bound by such other terms and conditions as UOP may require before providing you access to other Content and features on the UOP Web Site. You have requested access to certain Content on the UOP Web Site that contains UOP Confidential Information (as that term is hereinafter defined) owned or otherwise controlled by UOP, and that will only be provided to you, as a qualified user, subject to your agreement to the terms and conditions of this Web Site Confidentiality Agreement ("Confidentiality Agreement").
Any capitalized terms used herein, but not defined herein, shall carry the meaning specified in the Web Site Agreement.

1. YOU AGREE TO READ THIS CONFIDENTIALITY AGREEMENT CAREFULLY BEFORE USING ANY FEATURES OF THE UOP WEB SITE THAT PROVIDE YOU ACCESS TO UOP CONFIDENTIAL INFORMATION. For purposes of this Confidentiality Agreement, "UOP Confidential Information" means all information including, without limitation, inventions, discoveries, specifications, samples, manuals, data, drawings, materials, know-how, designs, processes, other technical, business or financial information that may be provided to you ("Receiving Party") by UOP granting you access to any feature or Content on the UOP Web Site that UOP has determined contains UOP Confidential Information. If you do not agree to these terms and conditions, you will not be granted access to any feature or Content on the UOP Web Site that contains any UOP Confidential Information. Your access to any Content on the UOP Web Site that contains any UOP Confidential Information signifies your agreement to the terms and conditions of this Confidentiality Agreement.

2. All UOP Confidential Information provided to Receiving Party via the UOP Web Site will remain UOP's property. Receiving Party will use the UOP Confidential Information only for its internal evaluation purposes (the "Permitted Activities"), except to the extent Receiving Party has greater use rights under a separate written agreement with UOP (or any of its affiliates) regarding the Confidential Information in question. Receiving Party will limit copying of the Confidential Information to that which is necessary for the Permitted Activities and will prevent disclosure of the Confidential Information to any third party. Within Receiving Party's company, the Confidential Information may only be provided to those employees who need access for the Permitted Activities.

3. The restrictions on use and disclosure in this Confidentiality Agreement shall not apply to any of the Confidential Information (a) which was developed by Receiving Party and was in Receiving Party's possession before Receiving Party's receipt of the Confidential Information under this Confidentiality Agreement; (b) which was in the public domain before Receiving Party's receipt of the Confidential Information under this Confidentiality Agreement, or which subsequently enters the public domain through no act or omission of Receiving Party; or (c) which has been rightfully provided to Receiving Party by a third party, not affiliated with UOP, and without restrictions on disclosure or use. The above exceptions shall not be construed as an express or implied grant of any rights under UOP's (or any of its affiliates') copyrights or patents. An individual feature of the UOP Confidential Information shall not be considered to be within the above exceptions merely because the feature is embraced by more general information within the exceptions. A combination of features of the UOP Confidential Information shall not be considered within the above exceptions unless the combination itself and its principle of operation are within the exceptions.

4. The restrictions on use and disclosure imposed on Receiving Party under this Confidentiality Agreement shall survive the expiration or any termination of Receiving Party's right to access any UOP Confidential Information via any feature or Content on the UOP Web Site and continue indefinitely.

5. Except to the extent inconsistent herewith, all the terms and conditions of the Web Site Agreement, expressly including all representations and warranties given by Receiving Party therein and all limitations and exclusions of liability specified by UOP therein, shall apply to this Confidentiality Agreement as though set forth herein in full text.