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as is necessary or prudent to preserve the attorney-client or work-product <br /> privileges. The confidentiality obiigations of a Party that has received , <br /> documents or other Information pursuant to this Agreement shall survive and <br /> remain in effect following any such termination of this Agreement. <br /> (D) This Agreement shall be binding on alf parents, subsidiaries, affiliates and I <br /> successors of the Parties. ' <br /> (E) This Agreement shali be governed by, and shall be construed in accordance I�, <br /> with, principles of Illinois law without regard to its conflict of laws provisions. I, <br /> (F) The undersigned represent that they are fully authorized to enter into the <br /> terms and conditions of and execute this Agreement on their own behalf. <br /> (G) Before a Party may reveal, disclose or describe, in whole or in part, any <br /> Information to any person pursuant to this Agreement, other than counsel or <br /> counsel's employees, that Party must inform the person receiving such <br /> information of its confidential nature, the existence of this Agreement and his <br /> or her duty and agreement to abide by the terms of this Agreement and to <br /> maintain the confidentiality of the Information. <br /> (H) This Agreement is not superseded by any agreement that may impose a <br /> lesser burden upon the Parties related to any portion of the subject matter of <br /> this Agreement, including, without limitation, the confidentiality provisions of <br /> this Agreement. This Agreement only may be amended or modified by the <br /> mutual written agreement of the Parties. <br /> (I) Except as provided in Section II.(A)(8), nothing in this Agreement shall be <br /> used or asserted by either Party as a basis upon which to assert a waiver of <br /> an otherwise valid conflict of interest barring representation by counsel, or <br /> engagement and use of consultants and experts, of the other Party. <br /> (J) This Agreement may be signed in one or more counterparts, each of which <br /> shall be deemed an original and all of which together shall constitute one and <br /> the same agreement. Signature pages may be transmitted by facsimile and <br /> any signature transmitted by facsimile will be given the same force and effect <br /> as an original signature. <br /> [Signature page follows.] <br /> 8 <br />