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15 <br /> without limitation, all modifications, enhancements, and updates existing as of the Effective Date and <br /> thereafter developed during the term of this Agreement. <br /> 1.10 "Enrollment Fee" means the annual fee charged to Developer for participation in the ADN <br /> Program. <br /> 1.11 "Licensed Site(s)" means the licensed site(s)specified in Developer's ADN Membership Application. <br /> 1.12 "Software" means the Autodesk software programs, and any updates thereto, provided by <br /> Autodesk to Developer pursuant to and in accordance with this Agreement. <br /> 1.13 "Software License" means the then-current license agreement provided with, and/or incorporated <br /> in, a Software product which agreement states the terms and conditions pursuant to which an end-user <br /> may use such Software. <br /> 2. CONFIDENTIAL INFORMATION. <br /> 2.1 Confidential Information.For purposes of this Agreement, "Confidential Information" means: <br /> 2.1.1 Unless otherwise indicated in writing by Autodesk, all information of any nature <br /> whatsoever described or otherwise made available by Autodesk, in writing or verbally, relating to <br /> any alpha, beta or other pre-release or restricted version of any Software pursuant to the terms of <br /> this Agreement, including, without limitation, software features, specifications, product <br /> development plans, platform support, information relating to product lines which utilize the <br /> Software, release dates and any related-documentation and materials;and <br /> 2.1.2 Any other information designated as Confidential Information, in writing or verbally, <br /> proprietary to Autodesk relating to its past, present or future research, product, marketing or <br /> business activities including, without limitation, computer programs, code, documentation, <br /> algorithms, names and expertise of employees and consultants, know-how, trade secrets, <br /> formulas, processes, ideas, inventions(whether patentable or not),schematics and other technical <br /> and financial information, product development plans,forecasts,strategies,customer information, <br /> customer data or other information. <br /> 2.2 Exclusions.Confidential Information does not include of any of the foregoing items which: <br /> 2.2.1 are already known to Developer without restriction on use or disclosure prior to first receipt <br /> from Autodesk; <br /> 2.2.2 are or become available to the public other than by breach of this Agreement by Developer; <br /> 2.2.3 are released for general disclosure by an official release or announcement made by <br /> Autodesk; <br /> 2.2.4 are rightfully received by Developer from a third party without breach of any obligation of <br /> confidentiality and without restriction on subsequent disclosure; <br /> 2.2.5 are independently developed by Developer employees without access to Confidential <br /> Information;or <br /> 2.2.6 are required to be disclosed by a court of competent jurisdiction provided Autodesk is given <br /> prompt prior written notice of such requirement and the scope of such disclosure is limited to the <br /> extent possible. <br /> 2.3 Restrictions. Developer shall: <br /> ADN Program Agreement-Americas Page 2 0111 <br /> 11-Nov-09 <br /> 97 <br />