premise: 2. The party receiving any Proprietary Information: a) shall not use or duplicate said Proprietary Information, in whole or in part, for any purpose other than the Purpose, without the prior written consent of the disclosing party; b) shall protect and keep in confidence said Proprietary Information by using the same degree of care and safeguard as it uses to protect its own Proprietary Information of like importance, but in any event no less than a reasonable degree of care; c) shall not disclose or permit that said Proprietary Information be disclosed, in any manner whatsoever, other than to its directors, officers, employees, investment advisers, legal counsel or other agents (and for CAE, as applicable, a member of the CAE Group) who have a need to know, and this, only if it is strictly necessary to disclose said Proprietary Information to these persons for the Purpose.  The receiving party undertakes to advise such persons of the confidential nature of this information and shall ensure that such persons are bound by confidentiality undertakings; d) shall not reverse engineer, decompile or disassemble any product (hardware or software) received from the other party;