### ATTACHMENT K(1) - NON-DISCLOSURE AGREEMENT (SOLICITATION)

THIS , made this \_\_\_\_\_\_ day of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, 20\_\_\_\_\_, by THIS , made this \_\_\_\_\_\_ day of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, 20\_\_\_\_\_, by AGREEMENT and between the State of Maryland (hereinafter "the State"), acting by and through its Department of Health &Mental Hygiene (hereinafter the 'Department'), and \_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, a corporation with its principal business offices located at \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (hereinafter the 'Offeror').

######## RECITALS

WHEREAS, intends to submit a proposal in response to a Request for Proposals numbered WHEREAS, intends to submit a proposal in response to a Request for Proposals numbered DHMH-OPASS (enter solicitation number) and titled (enter RFP title) (the 'RFP') , and

WHEREAS in order for the Offeror to submit such a proposal, it will be necessary for the State to WHEREAS in order for the Offeror to submit such a proposal, it will be necessary for the State to provide the Offeror with access to certain confidential information regarding the State's (enter the type or nature of the information to be used by the Offeror in preparing a proposal) , collectively, the 'Confidential Information'.

NOW, consideration of being given access to the Confidential Information in NOW, consideration of being given access to the Confidential Information in THEREFORE, connection with the Offeror's proposal to the RFP (hereinafter referred to as the 'Proposal'), and for other good and valuable consideration, the receipt and sufficiency of which the parties acknowledge, the parties do hereby agree as follows:

- 1. Recitals. The Recitals are not merely prefatory but are an integral part hereof.
- 2. Offeror's qualifications . Offeror represents and warrants that:
- A. It is qualified to do business in the State and that it will take such actions, from time to time hereafter, as may be necessary to remain so qualified during the period covered by this Agreement;
- B. It is not in arrears with respect to the payment of any monies due and owing the State, or any department or unit thereof, including but not limited to the payment of taxes and employee benefits, and that it shall not become so in arrears during the period covered by this Agreement;
- C. It is in compliance with all federal, State and local laws, regulations, and ordinances applicable to its business and it is not aware of any actual or threatened actions, claims, suits, orders, or other matters that would prevent or limit its ability to satisfactorily and fully perform its obligations under this Agreement or under any subsequent agreement that it may enter into with the State in connection with its Proposal; and
- D. It is the correctly named and identified entity that intends to submit the Proposal and it is not controlling, controlled by, or under common control with the entity that intends to submit the Proposal. If the Proposal will be submitted by a joint venture or any other group of separate

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