Confidentiality. You agree that you will not, directly or indirectly, use, make available, sell, disclose or otherwise communicate to any person or entity, other than in the course of your assigned duties hereunder and for the benefit of the ​ Group, either while you are employed by the Company hereunder or at any time thereafter, any business and technical information or trade secrets, nonpublic, proprietary or confidential information, knowledge or data relating to the ​ Group, whether the foregoing will have been obtained by you during your employment or otherwise. The foregoing will not apply to information that # was known to the public prior to its disclosure to you; # becomes generally known to the public or in the industry subsequent to disclosure to you through no wrongful act by you or any of your representatives; or # you are required to disclose by applicable law, regulation or legal process (provided that you provide the Company with prior notice of the contemplated disclosure and cooperate with the Company in seeking a protective order or other appropriate protection of such information). Notwithstanding the foregoing or any other provision in this Agreement or otherwise, nothing herein shall prohibit you from reporting possible violations of federal or state law or regulation to any governmental agency or entity or self-regulatory organization including but not limited to the Department of Justice, the Securities and Exchange Commission, Congress, and any agency Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal or state law or regulation (it being understood that you do not need the Company’s prior authorization to make any such reports or disclosures and you are not required to notify the Company that you have made such reports or disclosures).

Confidential Information. You agree that you will not, directlyshall not use for any purpose or indirectly, use, make available, sell, disclose or otherwise communicate to any person or entity, other than in the course of your assigned duties hereunder and for the benefit of the ​ Group, either while you are employed by the Company hereunder or atthird party any time thereafter, any business and technical information or trade secrets, nonpublic, proprietary or confidential information, knowledge or data relating to the ​ Group, whetherCompany, the foregoing will have been obtained by you during your employmentCompany’s clients or otherwise. The foregoing will not apply to informationother parties with which the Company has a relationship, or that # was known to the public prior to its disclosure to you; # becomes generally known to the public or in the industry subsequent to disclosure to you through no wrongful act by you or any of your representatives; or # you are required to disclose by applicable law, regulation or legal process (provided that youmay provide the Company with prior noticea competitive advantage (“Confidential Information”), other than # in the performance of the contemplated disclosure and cooperateyour duties under this Agreement consistent with the CompanyCompany’s policies or # as may otherwise be required by law or legal process; provided, however, that nothing in seeking a protective order or other appropriate protection of such information). Notwithstanding the foregoing or any other provision in this Agreement or otherwise, nothing herein shall prohibitprohibits you from reporting possiblewhat you in good faith believe to be violations of federal or state law or regulation to any governmental agency you in good faith believe to have responsibility for enforcement of such law or entity or self-regulatory organization including but not limited to the Department of Justice, the Securities and Exchange Commission, Congress, andfrom making any agency Inspector General, or making other disclosuresdisclosure that areis protected under the whistleblower protections of federal law. Additionally, you are hereby notified that the immunity provisions in [Section 1833] of title 18 of the United States Code provide that an individual cannot be held criminally or civilly liable under any federal or state trade secret law for any disclosure of a trade secret that is made # in confidence to federal, state or regulation (it being understoodlocal government officials, either directly or indirectly, or to an attorney, and is solely for the purpose of reporting or investigating a suspected violation of the law, # under seal in a complaint or other document filed in a lawsuit or other proceeding, or # to your attorney in connection with a lawsuit for retaliation for reporting a suspected violation of law (and the trade secret may be used in the court proceedings for such lawsuit) as long as any document containing the trade secret is filed under seal and the trade secret is not disclosed except pursuant to court order. Confidential Information shall include, without limitation, trade secrets; inventions (whether or not patentable); technology and business processes; business, product or marketing plans; negotiating strategies; sales and other forecasts; financial information; client lists or other intellectual property; information relating to compensation and benefits; public information that you do not needbecomes proprietary as a result of the Company’s prior authorizationcompilation of that information for use in its business; documents (including any electronic record, videotapes or audiotapes) and oral communications incorporating Confidential Information. You shall also comply with any and all confidentiality obligations of the Company to make any such reports or disclosures anda third party of which you are aware, whether arising under a written agreement or otherwise. Information shall not requiredbe deemed Confidential Information if it is or becomes generally available to notify the Company thatpublic other than as a result of an unauthorized disclosure or action by you have made such reports or disclosures).at your direction.

You agree that you will not, directly or indirectly, use, make available, sell, disclose or otherwise communicate to any person or entity, other than inacknowledge that, during the course of your assigned duties hereunderengagement, you will have access to, and be in close contact with, confidential and proprietary information about the Group Companies. In recognition of the foregoing, you agree, at all times from and after the Effective Date, to hold in confidence, and not to use (except for the benefit of the ​ Group, either whileGroup Companies and in connection with your services hereunder), or to disclose to any person, firm, corporation or other entity without written authorization of the Company, any Confidential Information (as defined below) that you are employed by the Company hereunderobtain or at any time thereafter, any business and technical informationcreate. You understand that “Confidential Information” means confidential or proprietary trade secrets, nonpublic, proprietaryclient lists, client identities and information, information regarding service providers, investment methodologies, marketing plans, sales plans, management organization information, operating policies or confidential information, knowledgemanuals, business plans or dataoperations or techniques, financial records or data, or other financial, commercial, business or technical information relating to the ​ Group, whetherGroup Companies, or that any Group Company may receive belonging to clients, accounts, customers or others who do business with any Group Company. However, Confidential Information will not include (i) any of the foregoing willitems which have been obtained by you during your employment or otherwise. The foregoing will not apply to information that # wasbecome publicly and widely known to the public prior to its disclosure to you; # becomes generally known to the public or in the industry subsequent to disclosure to you through no wrongful act by youof yours or of others who were under confidentiality obligations as to the item or items involved; or (ii) any of your representatives; or #information that you are required to disclose by applicable law, regulationto, or legal process (providedby, any governmental or judicial authority; provided, however, that in such event you provideagree to give the Company with priorprompt written notice ofthereof so that the contemplated disclosure and cooperateGroup Companies may seek an appropriate protective order and/or waive in writing compliance with the Company in seeking a protective order or other appropriate protectionconfidentiality provisions of such information).this Agreement. Notwithstanding anything herein to the foregoing or any other provisioncontrary, nothing in this Agreement or otherwise, nothing herein shallwill be construed to prohibit you from (x) filing a charge or complaint with, participating in an investigation or proceeding conducted by, or reporting possible violations of federal or state law or regulation to any governmental agencyfederal, state or entitylocal government agency, or self-regulatory organization including but not limited(y) truthfully responding to the Department of Justice, the Securities and Exchange Commission, Congress, and any agency Inspector General, or makingcomplying with a subpoena, court order, or other disclosures that are protected under the whistleblower provisions of federal or state law or regulation (it being understoodlegal process, provided that you doagree to forgo any monetary benefit from the filing of a charge or complaint with a government agency except pursuant to a whistleblower program or where your right to receive such a monetary benefit is otherwise not need the Company’s prior authorization to make any such reports or disclosures and you are not required to notify the Company that you have made such reports or disclosures).waivable by law.