(a) keep strictly confidential and, except as expressly permitted in this Agreement, not to disclose, copy or otherwise modify any Confidential Information, without HQIP`s prior written consent, which may be given or withheld at its discretion and/or (b) was lawfully in my possession before it was disclosed to me by HQIP, neither I nor my alternative source of information owed HIPQ any obligation of confidentiality in this regard; (c) any modification or waiver of any of the terms of this Agreement must be in writing and signed by me and on behalf of HQIP; (d) If HQIP authorizes the disclosure of confidential information by me to third parties, I will ensure that such third party complies with this agreement as if it were a party. The undersigned, a potential counterparty (« interested ») of CCPA Purchasing Partners, LLC (« CCPA PP »), is reviewing potential business opportunities and/or considering entering into an agreement with CCPA PP and, therefore, has or has access to supplier prices and other proprietary information. (a) is publicly available in a manner other than a breach of one of the obligations or a breach of another obligation of confidentiality that a person owes to HQIP; (ii) The Supplier`s specific prices provided for in the agreement between CCPA PP and Prospect Prospect agree to exempt, defend and maintain without damages CCPA PP and its employees, senior officers and directors from any claim (including the costs of investigating and defending such damages and all damages assessed) resulting from a breach or breach of this agreement by the interested party. Please read the confidentiality agreement below and fill out the form at the end of the page to confirm your confidentiality agreement. (d) This Agreement is governed by English law and shall be subject to the exclusive jurisdiction of the English courts. Please complete this form and send it to accept this confidentiality agreement. (b) this Agreement represents the overall agreement between myself and HQIP regarding Confidential Information; (c) return all confidential information to HQIP upon written request and/or 3) The obligations referred to in paragraph 2 (the « Commitments ») do not apply to approved information: (d) by HQIP`s prior written permission to disclose it. . . .