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confirm such designation in writing to the other party no later than 30 days after disclosure. Each party's <br /> obligation of confidentiality shall extend for three years from disclosure and shall not apply to <br /> information that: (a)was in recipient's possession on a non-confidential basis prior to receipt from <br /> disclosing party; (b) is in the public domain or is general or public knowledge prior to disclosure, or after <br /> disclosure, enters the public domain or becomes general or public knowledge through no fault of <br /> recipient; (c) is properly obtained by recipient from a third party not under a confidentiality obligation to <br /> disclosing party; (d) is explicitly approved for release by written authorization of disclosing party; (e) is or <br /> has been developed by recipient independent of recipient's access to disclosing party's Confidential <br /> Information; or(f) is required by law or court order to be disclosed. <br /> 5.2 Response to Information Request. If UNIVERSITY receives a request under the Illinois Freedom of <br /> Information Act or a request by legal process to disclose Confidential Information, UNIVERSITY will use <br /> reasonable efforts to provide prompt notice to COMPANY and will reasonably cooperate with COMPANY <br /> to protect any COMPANY Confidential Information; provided, however,that UNIVERSITY's good faith <br /> compliance with any such request shall not constitute a breach of this Agreement. <br /> Article 6: Rights in Deliverable(s) <br /> "Deliverables" are those tangible items, as distinguished from intangible (intellectual) property,that are <br /> to be delivered by UNIVERSITY to COMPANY as part of the Services in accordance with Exhibit A. Title to <br /> existing intellectual property used by UNIVERSITY in performing the Services shall remain vested in the <br /> original owner. Title to all intellectual property conceived or made by UNIVERSITY employees and <br /> agents in performance of the Services shall vest in UNIVERSITY. Deliverables will be the property of <br /> COMPANY; however, all methodologies,existing data,technologies and know-how described in the <br /> Deliverables, or used by UNIVERSITY to create the Deliverables, shall be the exclusive property of <br /> UNIVERSITY. UNIVERSITY retains the right to use the Deliverables for all non-profit education, research, <br /> and public service purposes. <br /> Article 7: Publication <br /> 7.1 Publication.Any public disclosure of the Service results by UNIVERSITY will be in collaboration with <br /> COMPANY, as scientifically appropriate and in accordance with this Article 7. <br /> 7.2 Review Period.At least 30 days prior to any publication, UNIVERSITY shall submit the manuscript or <br /> presentation material to COMPANY for review. If COMPANY determines that the manuscript or <br /> presentation material improperly discloses COMPANY's Confidential Information, or contains potentially <br /> patentable subject matter, COMPANY will notify UNIVERSITY of its determination in writing no later than <br /> thirty(30)days from its receipt of the manuscript or presentation material ("Review Period"). <br /> 7.3 Notification by COMPANY.After notification by COMPANY and prior to publication, UNIVERSITY will <br /> delete COMPANY's Confidential Information from the manuscript or presentation material. In the case <br /> of potentially patentable subject matter, UNIVERSITY may delay enabling disclosure of the subject <br /> matter for no more than ninety(90)days from the date of submission of the manuscript or presentation <br /> material to COMPANY to provide adequate time to file for statutory protection.Alternatively, <br /> UNIVERSITY may either delete the potentially patentable subject matter or modify the manuscript or <br /> presentation material to avoid enabling disclosure and proceed with publication without delay. <br /> Page 4 of 7 <br /> SPA Form 12032021 <br />