For purposes of this Section 2, “Confidential Information” means all non-public or proprietary data or information (other than Trade Secrets) concerning the business and operations of the J.Jill Companies, including, but not limited to, any non-public information (regardless of whether in writing or retained as personal knowledge) pertaining to research and development; product costs, designs and processes; equityholder information; pricing, cost, or profit factors; quality programs; annual budget and long-range business plans; marketing plans and methods; contracts and bids; business ideas and methods, store concepts, inventions, innovations, developments, graphic designs, website designs, patterns, specifications, procedures, databases and personnel. “Trade Secret” means trade secret as defined by applicable state law. In the absence of such a definition, Trade Secret means information including, but not limited to, any technical or nontechnical data, formula, pattern, compilation, program, device, method, technique, drawing, process, financial data, financial plan, product plan, list of actual or potential customers or suppliers or other information similar to any of the foregoing, which # derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can derive economic value from its disclosure or use, and # is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.

Confidential Information and Trade Secrets. Employee acknowledges Employee’s ongoing legal and fiduciary obligations to maintain, and hereby contractually agrees to maintain, the confidentiality of Employer’s confidential business-related information and trade secrets, including, but not limited to, Employer’s strategy, future plans, merchandising, marketing and sales initiatives, proprietary business methods and processes.

For purposes of this Section 2, “Confidential Information” means all non-public or proprietary data or information (other than Trade Secrets) concerning the business and operations of the J.Jill Companies, including, but not limited to, any non-public information (regardless of whether in writing or retained as personal knowledge) pertaining to research and development; product costs, designs and processes; equityholder information; pricing, cost, or profit factors; quality programs; annual budget and long-range business plans; marketing plans and methods; contracts and bids; business ideas and methods, store concepts, inventions, innovations, developments, graphic designs, website designs, patterns, specifications, procedures, databases and personnel. “Trade Secret” means trade secret as defined by applicable state law. In the absence of such a definition, Trade Secret means information including, but not limited to, any technical or nontechnical data, formula, pattern, compilation, program, device, method, technique, drawing, process, financial data, financial plan, product plan, list of actual or potential customers or suppliers or other information similar to any of the foregoing, which # derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can derive economic value from its disclosure or use, and # is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.

Trade Secrets and Confidential Information/Company Information. Employee agrees that Employee will not disclose or use the Company’s trade secrets and confidential and proprietary information, and that Employee will continue to abide by the terms of the Confidentiality Agreement.

Trade Secrets. During the course of Executive's employment, Executive will have access to various trade secrets, confidential information and inventions of Company as defined below.

Trade Secrets and Confidential Information/Company Property. Employee acknowledges that, separate from this Agreement, Employee remains under continuing obligations to the Company under the Confidentiality Agreement, including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information. Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has returned all documents and other items provided to Employee by the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to Employee), developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company. Notwithstanding the foregoing, Employee may retain his Company-provided laptop and Company-provided cell phone during the Consulting Period for use in performing the Consulting Services and for no other purpose. Employee will be expected to return both the laptop and cell phone immediately upon expiration or termination of the Consulting Agreement.

Trade Secrets and Confidential Information of Employer. Employee, during the term of this Agreement, will develop, have access to and become acquainted with various trade secrets and confidential information which are owned by Employer and/or its affiliates and which are regularly used in the operation of the businesses of such entities. Employee shall not disclose such trade secrets or confidential information, directly or indirectly, or use them in any way, either during the term of this Agreement or at any time thereafter, except as required in the course of his employment by Employer; provided that the foregoing provisions shall not apply to information that is or becomes public at any time due to no fault of Employee, or which Employee is required to disclose in direct response to a judicial or regulatory order or process. All files, contracts, manuals, reports, letters, forms, documents, notes, notebooks, lists, records, documents, customer lists, vendor lists, purchase information, designs, computer programs and similar items and information, relating to the businesses of such entities, whether prepared by Employee or otherwise and whether now existing or prepared at a future time, coming into his possession shall remain the exclusive property of such entities.

Trade Secrets and Confidential Information/Company Property. Employee reaffirms and agrees to observe and abide by the terms of the Company’s insider trading policy as well as the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information, and nonsolicitation of Company employees. Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has conducted a reasonable and diligent search and has returned all documents and other items provided to Employee by the Company (with the exception of a copy of the Employee Handbook, personnel and compensation records specifically relating to Employee, this Agreement and the Indemnification Agreement, and documents related to Employee’s Company Equity Grants and ownership of Company stock), developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company.

Trade Secrets and Confidential Information/Company Property. Executive reaffirms and agrees to observe and abide by the terms of any confidentiality, inventions assignment, restrictive covenant, and/or non-disclosure agreement entered into with the Company (collectively, the “Confidentiality Agreement”), specifically including any provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information. Executive’s signature below constitutes Executive’s certification that Executive has returned all documents and other items provided to Executive by the Company, developed or obtained by Executive in connection with Executive’s employment with the Company, or otherwise belonging to the Company. Notwithstanding the foregoing, Executive shall be entitled to keep his laptop, tablet and mobile phone that he received from the Company, but # all confidential or proprietary information belonging to the Company or its affiliates must be deleted; # such devices will no longer be able to access the Company’s network or services after the Separation Date, and # Executive shall be responsible for all costs and expenses associated with such devices after the Separation Date. Executive shall also be entitled to return to the Company’s Burbank office when he returns to California to collect his personal items. Without limiting the foregoing in any way, Executive explicitly agrees not to use any of the Company’s confidential, proprietary, or trade secret information, at any time, to engage in any activities that would be competitive with or otherwise detrimental to the interests of the Company. Executive further agrees not to tortiously interfere, at any time, with the Company’s contractual relations or prospective economic advantage.

Trade Secrets and Confidential Information/Company Property. Employee acknowledges that, separate from this Agreement, Employee remains under continuing obligations to the Company under the Confidentiality Agreement, including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information. Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has returned all documents and other items provided to Employee by the Company (with the exception of personnel documents specifically relating to Employee), developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company.