HEALTH DIALOG SERVICES CORPORATION

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Execution Version information that: (i) was already known to the recipient prior to its contact with the disclosing Party; (ii) is or becomes generally available to the public other than through a breach of this Agreement or other improper conduct by the recipient; or (iii) is at any time furnished to recipient by a third party who is lawfully in possession of such information and who lawfully conveys such information to the recipient. 5.1.2. Given the sensitive nature of Confidential Information, each Party agrees to, subject to the provisions of the California Public Records Act and any other applicable public records laws: (a) maintain, and obligate its and its Affiliates' respective officers, directors, employees, subcontractors, representatives, partners and agents (collectively, "Representatives") to maintain, the other Party's Confidential Information as confidential; (b) use such Confidential Information only in connection with performing its obligations under this Agreement and as otherwise permitted by this Agreement and for no other purpose; and (c) not disclose any such Confidential Information to any third party other than its Representatives who need to know such information in connection with this Agreement, provided, however, that a Party may disclose the other Party's Confidential Information (x) to the extent that, in the reasonable opinion of that Party's counsel, such disclosure is required by law, but, only after such Party has given prior written notice of the disclosure to the Party who disclosed the Confidential Information, unless such notice is prohibited by law, or (y) that is necessary to be disclosed in connection with pursuing any legal action for remedies under (or asserting any defenses under) this Agreement. Each Party shall promptly notify the other Party in writing of any use or disclosure of Confidential Information that is in breach of this Agreement. 5.2. Remed . The Parties acknowledge that in the event of a breach of any of the confidentiality provisions of this Agreement, the non -breaching Party shall be entitled to injunctive or other similar relief. In the event the non -breaching Party seeks to enforce the confidentiality provisions of this Agreement by obtaining temporary or permanent injunctive relief, the breaching Party waives any requirement that bond be posted. SECTION 6. COMPLIANCE WITH HIPAA Client represents and warrants that, for purposes of this Agreement, it is not a "covered entity" under HIPAA, and the Parties will not need a business associate agreement. SECTION 7. TRADEMARKS, USE OF NAMES, PRESS RELEASES 7.1. Ownership of Trademarks. Client and Health Dialog each recognize that the other Party owns certain trademarks, service marks and trade names that identify the other Party and its products and services, and each Party acknowledges that it has no ownership right or interest in the trademarks, service marks or trade names of the other Party. 7.2. Use of Trademarks and Trade Names. Neither Party is authorized to use any trademark, service mark or trade name used to identify the other Party or the other Party's products or services without the other Party's prior written approval. Notwithstanding the above, Health Dialog may publicly identify Client as a client of Health Dialog and Client may publicly identify Health Dialog as a supplier to Client. 7.3. Public Statements. If either Party intends to issue a press release or other public announcement regarding this Agreement or the relationship between the Parties or to publish any information about the performance of Health Dialog under this Agreement, it may do so only with the prior written approval of the other Party, which approval shall not be unreasonably withheld. Notwithstanding the foregoing, the Parties hereby agree that Client and Health Dialog may publicly state that Client has engaged Health Dialog in connection with the provision of COVID-19 Nurse Line services. 2020 Health Dialoq - Confidential Page 4 Services Agreement