to any and all current or potential client for EPD’s Net List, Printed Circuit Board or Schematic Conversion Services ("CLIENT").

In connection with the evaluation of electronic files and data, in order to quote pricing for and perform conversions on same, CLIENT may disclose valuable proprietary information to EPD relating to database conversions.

EPD assumes all material received from CLIENT is confidential, and will treat same as such. EPD will not disclose any information received from CLIENT to anyone not directly associated with EPD.

EPD shall take reasonable security precautions, at least as great as the precautions it takes to protect its own confidential information, to keep confidential any information received from CLIENT.

EPD agrees to use the CLIENT’s information only for evaluation purposes or to provide services to the CLIENT.

EPD agrees that the CLIENT’s confidential information is and shall at all times remain the property of the CLIENT.

EPD will irrevocably destroy any and all of CLIENT’s documents, whether in any printed or electronic format, immediately at the request of the CLIENT, or upon 90 days subsequent to completion of the conversion project, or in the case where the CLIENT declines to use EPD’s conversion cervices.

This guarantee shall be construed and controlled in accordance with the laws of the State of Oklahoma, and both parties further consent to jurisdiction by the state and federal courts sitting in the State of Oklahoma.

All obligations created by this guarantee shall survive change or termination of the parties' business relationship. Subject to the limitations set forth herein, this guarantee shall inure to the benefit of and be binding upon all parties, their successors and assigns.

In WITNESS WHEREOF, EPD has caused this guarantee to be executed by it's duly authorized representative.

By:

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