The Confidential Information Agreement. Employee will enter into and comply with the terms of the Non-Disclosure and Invention Agreement in substantially the form attached hereto as [Schedule B] (the “Confidential Information Agreement”).

Confidential Information. You understand and acknowledge that during the Term, You will have access to and learn about Confidential Information, as defined below.

Employee understands that during the course of his employment relationship with the Company and his new position as Consultant, Employee has and will continue to have access to valuable information relating to the business and operations of the Company that is non-public, confidential, proprietary, and/or trade secret in nature and would be particularly valuable to the Company’s competitors, and that the Company desires and makes efforts to safeguard the confidentiality of all such information. For purposes of this Agreement, “Confidential Information” means any information, knowledge or data of any nature and in any form (including information that is electronically transmitted or stored on any form of magnetic or electronic storage media) relating to the past, current or prospective business or operations of the Company that is not generally known to persons engaged in businesses similar to those conducted or contemplated by the Company, whether produced by the Company or any of its consultants, agents or independent contractors or by Employee, and whether or not marked confidential, including, without limitation, information relating to the Company’s salary information, benefit information, any special employment arrangements, personnel issues, financial matters, cash position, any plans that management may have concerning the operations of the Company in general or any specific department, any and all information regarding products and services, business plans, manuals, works of authorship, service techniques, processes, research and development methods or techniques, operating procedures, trade secrets, purchasing methods or practices, employment or personnel data, marketing strategies or techniques, financial information, employee lists, customer lists, vendor lists, and internal notes and memoranda relating to any of the foregoing provided, however, that the term “Confidential Information” shall exclude # any information, knowledge or data which is publicly available from widely circulated information (unless such information has become publicly available due to Employee’s breach of his obligations under this Agreement) or was acquired prior to employment with the Company and # information, knowledge or data provided to Employee by a third person who, by the provision of such information, knowledge or data, is not violating his own duty of confidentiality to the Company. This applies to all matters discussed in monthly sales meetings, annual review meetings, personnel meetings, and any other meetings where confidential or sensitive information is discussed.

Confidential Information. For purposes of this Agreement, “Confidential Information” means: any confidential, proprietary or trade secret data or information of each Seller Party or Buyer concerning the Business or Purchased Assets that is not generally known by the public. To the extent consistent with the foregoing definition, Confidential Information includes without limitation: customer lists; business plans and financial statements, reports and projections of the businesses conducted by any Seller; or information or materials relating to contemplated product or service plans, product characteristics, functions or attributes, marketing or business strategies, third party relationships, or pricing or financial information.

Confidential Information. Executive understands and agrees that during the Employment Period he will have access to and/or possession of “Confidential Information” (as defined below), that Executive will be entrusted with business opportunities of the Company, and that Executive will be in a position to develop business

You will not disclose or use at any time any Confidential Information (as defined below in Section 6(c)), whether or not such information is developed by you, except to the extent that such disclosure or use is required in the performance or exercise by you in good faith of # duties assigned to you under this letter agreement or otherwise by the Board, # rights as an employee, officer, director or shareholder of the Company or any of its Affiliates or # rights under any agreement with the Company or any Affiliates.

Executive recognizes and acknowledges that the knowledge of the business activities and plans for business activities of the Company and its affiliates, as it may exist from time to time, is a valuable, confidential, proprietary, and unique asset of the business of the Company. Executive will not, during or after the term of his employment, disclose any knowledge of the past, present, planned or considered business activities of the Company or affiliates thereof to any person, firm, corporation, or other entity for any reason or purpose whatsoever. Notwithstanding the foregoing, Executive may disclose any knowledge of principles, concepts or ideas which are not solely and exclusively derived from the business plans and activities of the Company, and

Confidential Information. Executive agrees that Executive will continue to be bound by the Confidential Information, Invention Assignment, Restricted Activities, and Arbitration Agreement (the “Confidential Information Agreement”) by and between Executive and the Company, dated as of February 7th, 2019, in accordance with its terms.

Confidential Information. Except to the extent expressly permitted by this Agreement and subject to the provisions of [Sections 7.1.2 and 7.1.3], at all times during the Term and for ​ following the expiration or termination hereof, each Party (“Receiving Party”) receiving any Confidential Information of the other Party (“Disclosing Party”) in connection with this Agreement shall: # keep completely confidential and shall not publish or otherwise disclose any Confidential Information furnished to it by the Disclosing Party; and # not use Confidential Information of the Disclosing Party directly or indirectly for any purpose other than performing its obligations or exercising its rights hereunder. The Receiving Party shall be liable for any breach by any of its Recipients of the restrictions set forth in this Agreement, including, without limitation, those set forth in [Section 7.1.3].

The Executive acknowledges that the Company and its Affiliates continually develop Confidential Information, that the Executive has developed and may develop Confidential Information for the Company or its Affiliates and that the Executive has learned and may learn of Confidential Information during the course of employment. The Executive will comply with the policies and procedures of the Company and its Affiliates for protecting Confidential Information and shall never disclose to any Person (except as required by applicable law or for the proper performance of his/her duties and responsibilities to the Company and its Affiliates), or use for his/her own benefit or gain, any Confidential Information obtained by the Executive incident to his/her employment or other association with the Company or any of its Affiliates. The Executive understands that the restriction shall continue to apply after his/her employment terminates, regardless of the reason for such termination. Nothing in this Agreement limits, restricts or in any other way affects the Executive’s communicating with any governmental agency or entity, or communicating with any official or staff person of a governmental agency or entity, concerning matters relevant to the governmental agency or entity. The Executive cannot be held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret # in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, or # in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, the Executive may be held liable if the Executive unlawfully accesses trade secrets by unauthorized means.