premise: 5.4 Each party agrees  (i) to hold the other party's Confidential Information in strict confidence,  (ii) not to disclose such Confidential Information to any third parties, and  (iii) not to use any Confidential Information for any purpose except for the Business Purpose.  Each party may disclose the other party's Confidential Information to its responsible employees with a bona fide need to know, but only to the extent necessary to carry out the Business Purpose.  Each party agrees to instruct all such employees not to disclose such Confidential Information to third parties, including consultants, without the prior written permission of the disclosing party.