Common use of Nondisclosure of Confidential Information Clause in Contracts

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited to the extent permitted by law, (i) Executive shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive Participant acknowledges that Participant is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Participant’s services are of special, unique and extraordinary value to the Company. Participant acknowledges that the Confidential Information obtained by Executive Participant while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive Participant agrees that Executive Participant shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for ExecutiveParticipant’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of ExecutiveParticipant’s acts or omissions in violation of this Agreement; provided, however, that if Executive Participant receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited to the extent permitted by law, (i) Participant shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive Participant shall disclose only that portion of the Confidential Information which which, in the written opinion of Participant’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) The Executive acknowledges that the Confidential Information obtained by the Executive while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, the Executive agrees that Executive he shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s his own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of the Executive’s acts or omissions in violation of this Agreement; provided, however, that if the Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) the Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, the Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of the Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information Information, except in connection with the performance of his duties under this Agreement or the enforcement of his rights under this Agreement, as may be required by law or otherwise, without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, on the advice of Executive’s legal counsel, is legally required to be disclosed disclosed, and shall exercise best reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (ai) Executive Employee acknowledges that Employee is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Employee’s services are of special, unique and extraordinary value to the Company. Employee acknowledges that the Confidential Information obtained by Executive Employee while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive Employee agrees that Executive Employee shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for ExecutiveEmployee’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of ExecutiveEmployee’s acts or omissions in violation of this Agreement; provided, however, that if Executive Employee receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, Employee shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive Employee shall disclose only that portion of the Confidential Information which which, in the written opinion of Employee’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment PeriodTerm, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatories, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (ai) Executive acknowledges that The parties agree that, during the Confidential Information obtained by Executive while employed hereunder by course of Executive’s employment with the Company and its Affiliates is the property of the Company or its Affiliates, Executive has had and will continue to have access to, and has gained and will continue to gain knowledge with respect to, Confidential Information (as applicabledefined below). Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to during the extent that the aforementioned matters become generally known to and available for use by the public other than as a result period of Executive’s acts employment with the Company and its Affiliates and thereafter for so long as it remains Confidential Information, use or omissions disclose, or knowingly permit any unauthorized Person (as defined in violation Section 13(d) of this Agreementthe Securities Exchange Act of 1934) to use, disclose or gain access to, any Confidential Information; provided, however, that if Executive receives a request to may disclose Confidential Information pursuant to (x) as required by law or (y) as ordered by a depositioncourt, interrogation, request for information provided that in any event described in the preceding clause (x) or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process(y), (A) Executive shall, unless prohibited by law, shall promptly notify the Company in writing the Companywriting, and consult with and assist the Company or its Affiliates in seeking a protective order or request for other another appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereofof the preceding clause (A), Executive shall disclose only that portion of the Confidential Information which that, in the opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide assure that confidential treatment shall be accorded to such Confidential Information by the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) to the extent permitted by applicable law, the Company and its Affiliates shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive Consultant acknowledges that Consultant is and shall become familiar with the Company’s Confidential Information, including trade secrets, and that Consultant’s services are of special, unique and extraordinary value to the Company. Consultant acknowledges that the Confidential Information obtained by Executive Consultant while employed hereunder by providing services to the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive Consultant agrees that Executive Consultant shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for ExecutiveConsultant’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of ExecutiveConsultant’s acts or omissions in violation of this Agreement; provided, however, that if Executive Consultant receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, Consultant shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive Consultant shall disclose only that portion of the Confidential Information which which, in the written advice of Consultant’s legal counsel, is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information Information, except in connection with the performance of his duties under this Agreement or the enforcement of his rights under this Agreement, as may be required by law or otherwise, without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, . that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that a. The parties agree that, during the Confidential Information obtained by Executive while employed hereunder by course of Executive’s employment with the Company Company, the Bank and its Affiliates is the property of the Company or its their respective Affiliates, Executive has had and will continue to have access to, and has gained and will continue to gain knowledge with respect to, “Confidential Information” (as applicabledefined below). Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to during the extent that the aforementioned matters become generally known to and available for use by the public other than as a result period of Executive’s acts employment with the Company, the Bank and their respective Affiliates and thereafter for so long as it remains Confidential Information, use or omissions disclose, or knowingly permit any unauthorized Person (as defined in violation Section 13(d) of this Agreementthe Exchange Act) to use, disclose or gain access to, any Confidential Information; provided, however, that if Executive receives a request to may disclose Confidential Information pursuant to (x) as required by law or (y) as ordered by a depositioncourt, interrogation, request for information provided that in any event described in the preceding clause (x) or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process(y), (A) Executive shall, unless prohibited by law, shall promptly notify the Company in writing the Companywriting, and consult with and assist the Company in seeking a protective order or request for other another appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereofof the preceding clause (A), Executive shall disclose only that portion of the Confidential Information which that, in the opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide assure that confidential treatment shall be accorded to such Confidential Information by the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) to the extent permitted by applicable law, the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) The Company and the Executive acknowledges that agree that, during the course of the Executive’s employment with the Company, the Executive will have access to, and has gained and will gain knowledge with respect to, the Company’s Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, (as applicabledefined below). Therefore, The Executive agrees that the Executive shall notwill not (except as may be required by law), whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to Company during the extent that period of the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts employment with the Company and thereafter for so long as it remains Confidential Information, use or omissions in violation of this Agreementdisclose, or knowingly permit any unauthorized Person to use, disclose or gain access to, any Confidential Information; provided, however, that if the Executive receives a request to may disclose Confidential Information pursuant to a depositionPerson to whom disclosure is reasonably necessary or appropriate in connection with the performance by the Executive of the Executive’s duties under this Agreement or as required by law or as ordered by a court, interrogation, request for information or documents provided that in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar processany such event, (Ai) the Executive shall, unless prohibited by law, shall promptly notify the Company in writing the Companywriting, and consult with and assist the Company (at the Company’s sole cost) in seeking a protective order or request for other another appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, the Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of the Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide assure that confidential treatment shall be accorded to such Confidential Information by the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process entity and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (ai) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, if permitted by law, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) The Executive acknowledges that the Confidential Information obtained by the Executive while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, the Executive agrees that the Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person person or entity or use for the Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters (i) become generally known to and available for use by the public other than as a result of the Executive’s acts or omissions in violation of this AgreementAgreement or (ii) were within the Executive’s possession prior to its being obtained by the Executive in the course of the Executive’s employment with the Company and its subsidiaries and Affiliates; provided, however, that if the Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) the Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives waive compliance with the terms hereof, the Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of the Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide assure that the receiving Person confidential treatment shall agree be accorded to treat such Confidential Information as confidential to by the extent possible (and permitted under applicable law) in respect of the applicable proceeding receiving person or process entity and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatories, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges You acknowledge that you shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets. You acknowledge that the Confidential Information obtained by Executive you while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees you agree that Executive you shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person person or entity or use for Executive’s your own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s your acts or omissions in violation of this AgreementExhibit A; provided, however, that if Executive receives you receive a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, you shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, if permitted by law, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive you shall disclose only that portion of the Confidential Information which which, based on the written advice of your legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person person or entity shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company's Confidential Information (as defined below), including trade secrets, and that Executive's services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s 's own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s 's acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited to the extent permitted by law, (i) Executive shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive's legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment PeriodTerm, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, not at any time disclose, share, transfer or provide access to any unauthorized Person Person, or use for Executive’s own purposes or purposes, any unauthorized Person any “Confidential Information Information” (as defined in Section 11(b) below) without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreementduties owed to HRG; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedingsinterrogatories, subpoena, civil investigative demand, governmental or regulatory process or similar process, or a request for information or documents in any judicial, arbitral, regulatory, self-regulatory, investigative, or other proceeding, (A) Executive shall, unless prohibited by lawlaw or by a representative of any governmental, regulatory or self-regulatory authority, promptly notify the Company in writing the Companywriting, and consult with and assist the Company (at the Company’s sole cost and expense) in seeking a protective order or request for other appropriate remedy, (B) in the event that no such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which that he determines (on advice of counsel and at the Company’s sole cost and expense) is legally required to be disclosed and shall (at the Company’s sole cost and expense) exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s 's own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s 's acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (ai) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates or serving as a consultant during the Advisory Services Period is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and ​ ​ ​ extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, on the advice of Executive’s legal counsel, is legally required to be disclosed disclosed, and shall exercise best reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. As used herein, the term “Confidential Information” means all information (ai) relating to the Company of a confidential or non-public nature, including without limitation all data, technology, inventions, discoveries, processes, techniques, trade secrets, formulae, results of investigations and experiments, marketing, production, pricing, buying and sales information, and vendor lists, or (ii) of a third party which is of a confidential or non-public nature to the extent the Company remains subject to confidentiality or use restrictions in favor of such third party with respect to such information. Confidential Information shall not include (A) the Executive’s own personal personnel records or (B) any information that (1) the Executive possessed before the date of initial employment (including periods before the Effective Date) with the Company that was a matter of public knowledge, (2) became or becomes a matter of public knowledge through authorized sources independent of the Executive or otherwise is or becomes within the public domain other than through a breach of this Agreement, (3) has been or is disclosed by the Company without restriction on its use, (4) has been or is required to be disclosed by law or governmental order or regulation or (5) is germane (but only to the extent that it is germane) to enforcement of the Executive’s rights under this Agreement and only if its disclosure is a necessary part of any arbitration proceedings described in this Agreement. The Executive also agrees that, if there is any reasonable doubt whether an item is public knowledge, he will not regard the item as public knowledge until and unless the Company’s CEO (other than the Executive) or General Counsel confirms to the Executive in writing that the information is public knowledge or an adjudicator finally decides that the information is public knowledge. The Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company is and its Affiliates is shall remain the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that The Executive shall not, whether either during or after employment with the Employment PeriodCompany, discloseexcept in connection with employment with or the provision of services for the Company, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person (i) disclose any Confidential Information without to any Person unless required to do so by applicable law or any governmental authority, and then, only to the extent permitted by law and only after notifying the Company in writing as promptly as practicable prior written consent to any such disclosure or (ii) use any Confidential Information. Upon request of the Company, unless and to at any time during the extent that the aforementioned matters become generally known to and available for use by the public other than as a result course of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing employment with the Company, and consult upon termination of employment with and assist the Company or thereafter, the Executive shall promptly return to the Company all records relating to Confidential Information in seeking a protective order or request for other appropriate remedywhatever form they exist, (B) and by whomever prepared, which are then in the event that such protective order or remedy is not obtainedExecutive’s custody, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereofpossession and/or control.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company's Confidential Information (as defined below), including trade secrets, and that Executive's services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s 's own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s 's acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited to the extent permitted by law, (i) Executive shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive's legal counsel, is legally required to be disclosed disclosed. and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity opportunity, to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. As used herein, the term “Confidential Information” means all information (ai) Executive acknowledges that relating to the Company or Allied of a confidential or non-public nature, including without limitation all data, technology, inventions, discoveries, processes, techniques, trade secrets, formulae, results of investigations and experiments, marketing, production, pricing, buying and sales information, and vendor lists, or (ii) of a third party which is of a confidential or non-public nature to the extent the Company remains subject to confidentiality or use restrictions in favor of such third party with respect to such information. Confidential Information obtained by shall not include (A) the Executive’s own personal personnel records or (B) any information that (1) became or becomes a matter of public knowledge through authorized sources independent of the Executive while employed hereunder or otherwise is or becomes within the public domain other than through a breach of this Agreement, (2) has been or is disclosed by the Company and or Allied without restriction on its Affiliates use, (3) has been or is required to be disclosed by law or governmental order or regulation or (4) is germane (but only to the property extent that it is germane) to enforcement of the Company or Executive’s rights under this Agreement and only if its Affiliates, as applicabledisclosure is a necessary part of any arbitration proceedings described in this Agreement. Therefore, Executive agrees that The Executive shall not, whether either during or after employment with the Employment PeriodCompany, discloseexcept in connection with employment or the performance of his duties for the Company, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person (i) disclose any Confidential Information without to any Person unless required to do so by applicable law or any governmental authority, and then, only to the extent permitted by law and only after notifying the Company in writing as promptly as practicable prior written consent to any such disclosure or (ii) use any Confidential Information. Upon request of the Company, unless and upon termination of employment with the Company or thereafter, the Executive shall promptly return to the extent that Company all records relating to Confidential Information in whatever form they exist, and by whomever prepared, which are then in the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; providedcustody, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereofpossession and/or control.

Nondisclosure of Confidential Information. (a) The Executive acknowledges that the Confidential Information obtained by the Executive while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, the Executive agrees that Executive he shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s her own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of the Executive’s acts or omissions in violation of this Agreement; provided, however, that if the Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) the Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, the Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of the Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (ai) Executive acknowledges that The parties agree that, during the Confidential Information obtained by Executive while employed hereunder by the Company course of Executive’s employment with Parent and its Affiliates is the property of the Company or its Affiliates, Executive has had and will continue to have access to, and has gained and will continue to gain knowledge with respect to, “Confidential Information” (as applicabledefined below). Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of Parent, during the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result period of Executive’s acts employment with Parent and its Affiliates and thereafter for so long as it remains Confidential Information, use or omissions disclose, or knowingly permit any unauthorized Person (as defined in violation Section 13(d) of this Agreementthe Securities Exchange Act of 1934) to use, disclose or gain access to, any Confidential Information; provided, however, that if Executive receives a request to may disclose Confidential Information pursuant to (x) as required by law or (y) as ordered by a depositioncourt, interrogation, request for information provided that in any event described in the preceding clause (x) or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process(y), (A) Executive shall, unless prohibited by law, shall promptly notify Parent in writing the Companywriting, and consult with and assist the Company Parent in seeking a protective order or request for other another appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company Parent waives compliance with the terms hereofof the preceding clause (A), Executive shall disclose only that portion of the Confidential Information which that, in the opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide assure that confidential treatment shall be accorded to such Confidential Information by the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) to the Company extent permitted by applicable law, Parent shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company Company, at the Company’s expense, in seeking a protective order or request for other appropriate remedy, if permitted by law, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Subsidiaries and Affiliates is the property of the Company or its Subsidiaries and Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, based on the written advice of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment PeriodTerm, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s own purposes or for the benefit of any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request Exhibit 10.16 to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited to the extent permitted by law, (i) Executive shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges You acknowledge that you shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets. You acknowledge that the Confidential Information obtained by Executive you while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees you agree that Executive you shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person person or entity or use for Executive’s your own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s your intentional acts or omissions in violation of this AgreementExhibit A; provided, however, that if Executive receives you receive a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, you shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, if permitted by law, at its expense (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive you shall disclose only that portion of the Confidential Information which which, based on the written advice of your legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person person or entity shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (ai) Executive Employee acknowledges that Employee is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Employee’s services are of special, unique and extraordinary value to the Company. Employee acknowledges that the Confidential Information obtained by Executive Employee while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive Employee agrees that Executive Employee shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for ExecutiveEmployee’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of ExecutiveEmployee’s acts or omissions in violation of this Agreement; provided, however, that if Executive Employee receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, Employee shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive Employee shall disclose only that portion of the Confidential Information which which, in the written opinion of Employee’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.. ​

Nondisclosure of Confidential Information. (a) Executive acknowledges You acknowledge that you shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets. You acknowledge that the Confidential Information obtained by Executive you while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees you agree that Executive you shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person person or entity or use for Executive’s your own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s your acts or omissions in violation of this AgreementExhibit A; provided, however, that if Executive receives you receive a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, you shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, if permitted by law, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive you shall disclose only that portion of the Confidential Information which which, based on the written advice of your legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person person or entity shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive The Optionee acknowledges that the Confidential Information obtained by Executive the Optionee while employed hereunder by the Company and its Affiliates is the property of the Company or its AffiliatesSubsidiaries, as applicable. Therefore, Executive the Optionee agrees that Executive the Optionee shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executivethe Optionee’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executivethe Optionee’s acts or omissions in violation of this Agreement; provided, however, that if Executive the Optionee receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, the Optionee shall promptly notify in writing the Company, Company prior to making a disclosure of Confidential Information and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive Optionee shall disclose only that portion of the Confidential Information which which, based on the written advice of the Optionee’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (CB) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) a)Executive acknowledges that Executive is and shall become familiar with the Company’s Confidential Information (as defined below), including trade secrets, and that Executive’s services are of special, unique and extraordinary value to the Company. Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicableCompany. Therefore, Executive agrees that Executive shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executive’s own purposes or any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the 11 ​ event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which which, in the written opinion of Executive’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive i. The Optionee acknowledges that the Confidential Information obtained by Executive the Optionee while employed hereunder by the Company and its subsidiaries and Affiliates is the property of the Company or its subsidiaries and Affiliates, as applicable. Therefore, Executive the Optionee agrees that Executive the Optionee shall not, whether during or after the Employment Period, disclose, share, transfer or provide access not disclose to any unauthorized Person or use for Executivethe Optionee’s own purposes or any unauthorized Person any Confidential Information Information, except in connection with the performance of the Optionee’s duties to the Company or the enforcement of the Optionee’s rights under this Option Agreement, as may be required by law or otherwise, without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executivethe Optionee’s acts or omissions in violation of this Option Agreement; provided, however, that if Executive the Optionee receives a request to disclose Confidential Information pursuant to a deposition, interrogation, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (Ai) Executive shall, unless prohibited by law, the Optionee shall promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (Bii) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive the Optionee shall disclose only that portion of the Confidential Information which which, based on the written advice of the Optionee’s legal counsel, is legally required to be disclosed and shall exercise reasonable best efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process and (Ciii) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.

Nondisclosure of Confidential Information. (a) Executive acknowledges that the Confidential Information obtained by Executive while employed hereunder by the Company and its Affiliates is the property of the Company or its Affiliates, as applicable. Therefore, Executive agrees that Executive shall not, whether during or after the Employment PeriodTerm, disclose, share, transfer or provide access to any unauthorized Person or use for Executive’s 's own purposes or for the benefit of any unauthorized Person any Confidential Information without the prior written consent of the Company, unless and to the extent that the aforementioned matters become generally known to and available for use by the public other than as a result of Executive’s 's acts or omissions in violation of this Agreement; provided, however, that if Executive receives a request to disclose Confidential Information pursuant to a deposition, interrogationinterrogatory, request for information or documents in legal proceedings, subpoena, civil investigative demand, governmental or regulatory process or similar process, (A) Executive shall, unless prohibited by law, promptly notify in writing the Company, and consult with and assist the Company in seeking a protective order or request for other appropriate remedy, (B) in the event that such protective order or remedy is not obtained, or if the Company waives compliance with the terms hereof, Executive shall disclose only that portion of the Confidential Information which is legally required to be disclosed and shall exercise reasonable efforts to provide that the receiving Person shall agree to treat such Confidential Information as confidential to the extent possible (and permitted under applicable law) in respect of the applicable proceeding or process process, and (C) the Company shall be given an opportunity to review the Confidential Information prior to disclosure thereof.