Common use of Confidentiality Covenant Clause in Contracts

Confidentiality Covenant. Employee covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals or other such materials or information (whether financial or otherwise, and including any files, data or information maintained electronically, on microfiche or otherwise) relating to Triad or UCB and their respective lending and deposit operations and related businesses, regulatory examinations, financing sources, financial results and condition, customers (including lists of customers and former customers and information regarding their accounts and business dealings with Triad or UCB), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers and directors (herein referred to as "Confidential Information") are confidential and proprietary to UCB and are valuable, special and unique assets of UCB's business which are not directly reproducible from any other source and to which Employee has had access as an officer and employee of Triad and will have access during his employment with UCB. Employee agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private and privileged records and information of UCB, and (ii) during the Term of Employment and at all times following the termination of this Agreement or his employment for any reason, and except as shall be required in the course of the performance by Employee of his duties on behalf of UCB or otherwise pursuant to the direct, written authorization of UCB, Employee will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's premises; or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCB. However, following the termination of Employee's employment with UCB, this Paragraph 7(b) shall not apply to any Confidential Information which then is in the public domain (provided that Employee was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's consent), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b) or which otherwise breached any duty of confidentiality.

Confidentiality Covenant. Employee covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals manuals, or other such materials or information (whether financial or otherwise, and including any files, data data, or information maintained electronically, on microfiche microfiche, or otherwise) relating to Triad or UCB the Bank and their respective its lending and deposit operations and related businessesbusiness, regulatory examinations, financing sources, financial results and condition, customers Customers (including lists of customers Customers and former customers and information regarding their accounts and business dealings with Triad or UCBThe Bank), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers officers, and directors (herein referred to as "“Confidential Information"”) are confidential and proprietary to UCB the Bank and are valuable, special special, and unique assets of UCB's the Bank’s business which are not directly reproducible from any other source and to which Employee has had access as an officer and employee of Triad the Bank and will have access during his continued employment with UCBthe Bank. Employee agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private private, and privileged records and information of UCBthe Bank, and (ii) during the Term of Employment and at all times following the termination of this Agreement or his employment for any reason, and except as shall be required in the course of the performance by Employee of his duties on behalf of UCB the Bank or otherwise pursuant to the direct, written authorization of UCBthe Bank, Employee will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's the Bank’s premises; or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCBthe Bank. However, following the termination of Employee's employment with UCB, this Paragraph 7(b7(c) shall not apply to any Confidential Information which then is in the public domain (provided that Employee was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's the Bank’s consent), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b7(c) or which otherwise breached any duty of confidentiality. Further, the above obligations of confidentiality shall not prohibit the disclosure of any such Confidential Information by Employee to the extent such disclosure is required by subpoena or order of a court or regulatory authority of competent jurisdiction or to the extent that, in the reasonable opinion of legal counsel to Employee, disclosure otherwise is required by law.

Confidentiality Covenant. Employee Executive covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals manuals, or other such materials or information (whether financial or otherwise, and including any files, data data, or information maintained electronically, on microfiche microfiche, or otherwise) relating to Triad the Bank or UCB Bancorp and either of their respective lending and deposit operations and related businessesbusiness, regulatory examinations, financing sources, financial results and condition, customers Customers (including lists of customers Customers and former customers and information regarding their accounts and business dealings with Triad or UCBthe Bank), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers officers, and directors (herein referred to as "“Confidential Information"”) are confidential and proprietary to UCB the Bank and Bancorp and are valuable, special special, and unique assets of UCB's the Bank’s and Bancorp’s business which are not directly reproducible from any other source and to which Employee Executive has had access as an officer of the Bank and employee of Triad Bancorp and will have access during his continued employment with UCBthe Bank. Employee Executive agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private private, and privileged records and information of UCBthe Bank and Bancorp, and (ii) during the Term of Employment Employment, and at all times following the termination of this Agreement or his employment for any reason, and except as shall be required in the course of the performance by Employee Executive of his duties on behalf of UCB the Bank and Bancorp or otherwise pursuant to the direct, written authorization of UCBthe Bank or Bancorp, Employee Executive will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's the Bank’s or Bancorp’s premises; or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCBthe Bank or Bancorp. However, following the termination of Employee's employment with UCB, this Paragraph 7(b10(c) shall not apply to any Confidential Information which then is in the public domain (provided that Employee Executive was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's the Bank’s consent), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee Executive from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b10(c) or which otherwise breached any duty of confidentiality. Further, the above obligations of confidentiality shall not prohibit the disclosure of any such Confidential Information by Executive to the extent such disclosure is required by subpoena or order of a court or regulatory authority of competent jurisdiction or to the extent that, in the reasonable opinion of legal counsel to Executive, disclosure otherwise is required by law.

Confidentiality Covenant. Employee covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals or other such materials or information (whether financial or otherwise, and including any files, data or information maintained electronically, on microfiche or otherwise) relating to Triad Seaboard or UCB and their respective lending and deposit operations insurance and related businesses, regulatory examinations, financing sources, financial results and condition, customers Customers (including lists of customers Customers of Seaboard and UCB and former customers and information regarding their accounts and business dealings with Triad Seaboard or UCB), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers and directors (herein referred to as "Confidential Information") are confidential and proprietary to UCB and are valuable, special and unique assets of UCB's business which are not directly reproducible from any other source and to which Employee has had access as an officer and employee of Triad Seaboard and will have access during his employment with UCB. Employee agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private and privileged records and information of UCB, and (ii) during the Term of Employment and at all times following the termination of this Agreement or his employment for any reason, and except as shall be required in the course of the performance by Employee of his duties on behalf of UCB or otherwise pursuant to the direct, written authorization of UCB, Employee will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's premises; or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCB. However, following the termination of Employee's employment with UCB, this Paragraph 7(b6(c) shall not apply to any Confidential Information which then is in the public domain (provided that Employee was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's consent), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b) or which otherwise breached any duty of confidentiality.apply

Confidentiality Covenant. Employee covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals manuals, or other such materials or information (whether financial or otherwise, and including any files, data data, or information maintained electronically, on microfiche , or otherwise) relating to Triad or UCB the Bank and their respective its lending and deposit operations and related businessesbusiness, regulatory examinations, financing sources, financial results and condition, customers Customers (including lists of customers Customers and former customers and information regarding their accounts and business dealings with Triad or UCBThe Bank), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers officers, and directors (herein referred to as "“Confidential Information"”) are confidential and proprietary to UCB the Bank and are valuable, special special, and unique assets of UCB's the Bank’s business which are not directly reproducible from any other source and to which Employee has had access as an officer and employee of Triad the Bank and will have access during his continued employment with UCBthe Bank. Employee agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private private, and privileged records and information of UCBthe Bank, and (ii) during the Term of Employment and at all times following the termination of this Agreement or his employment for any reason, and except as shall be required in the course of the performance by Employee of his duties on behalf of UCB the Bank or otherwise pursuant to the direct, written authorization of UCBthe Bank, Employee will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's the Bank’s premises; or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCBthe Bank. However, following the termination of Employee's employment with UCB, this Paragraph 7(b7(c) shall not apply to any Confidential Information which then is in the public domain (provided that Employee was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's the Bank’s consent), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b7(c) or which otherwise breached any duty of confidentiality. Further, the above obligations of confidentiality shall not prohibit the disclosure of any such Confidential Information by Employee to the extent such disclosure is required by subpoena or order of a court or regulatory authority of competent jurisdiction or to the extent that, in the reasonable opinion of legal counsel to Employee, disclosure otherwise is required by law.

Confidentiality Covenant. Employee covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals or other such materials or information (whether financial or otherwise, and including any files, data or information maintained electronically, on microfiche or otherwise) relating to Triad Seaboard or UCB and their respective lending and deposit operations and related businesses, regulatory examinations, financing sources, financial results and condition, customers Customers (including lists of customers Customers and former customers and information regarding their accounts and business dealings with Triad Seaboard or UCB), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers and directors (herein referred to as "Confidential Information") are confidential and proprietary to UCB and are valuable, special and unique assets of UCB's business which are not directly reproducible from any other source and to which Employee has had access as an officer and employee of Triad Seaboard and will have access during his employment with UCB. Employee agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private and privileged records and information of UCB, and (ii) during the Term of Employment and at all times following the termination of this Agreement or his employment for any reason, and except as shall be required in the course of the performance by Employee of his duties on behalf of UCB or otherwise pursuant to the direct, written authorization of UCB, Employee will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's premises; or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCB. However, following the termination of Employee's employment with UCB, this Paragraph 7(b) shall not apply to any Confidential Information which then is in the public domain (provided that Employee was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's consent), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b) or which otherwise breached any duty of confidentiality.or

Confidentiality Covenant. Employee Officer covenants and agrees that any and all data, figures, projections, estimates, lists, files, records, documents, manuals manuals, or other such materials or information (whether financial or otherwise, and including any files, data data, or information maintained electronically, on microfiche microfiche, or otherwise) relating to Triad or UCB 1st Financial, Mountain 1st and/or FCB and either of their respective lending and deposit operations and related businessesbusiness, regulatory examinations, financing sources, financial results and condition, customers Customers (including lists of customers Customers and former customers and information regarding their accounts and business dealings with Triad Mountain 1st or UCBFCB), prospective customers, contemplated acquisitions (whether of business or assets), ideas, methods, marketing investigations, surveys, research, policies and procedures, computer systems and software, shareholders, employees, officers officers, and directors (herein referred to as "“Confidential Information"”) are confidential and proprietary to UCB 1st Financial, and FCB, and are valuable, special special, and unique assets of UCB's their business which are not directly reproducible from any other source and, in the case of 1st Financial’s and to which Employee Mountain 1st’s Confidential Information, will be acquired by FCB in the Merger, and that Officer has had access to 1st Financial’s and Mountain 1st’s Confidential Information as an officer and employee of Triad 1st Financial and Mountain 1st before the Effective Time and will have access during his employment with UCBto FCB’s Confidential Information after the Effective Time. Employee Officer agrees that (i) all such Confidential Information shall be considered and kept as the confidential, private private, and privileged records and information of UCB1st Financial and Mountain 1st before the Effective Time, and of FCB following the Effective Time, and (ii) during following the Term date of Employment this Agreement, and at all times following the termination of this Agreement or his employment for Effective Time, Officer will not: divulge any reasonsuch Confidential Information to any other Person (except, and except prior to the Effective Time, as shall be required in the course of the performance by Employee Officer of his duties on behalf as an employee of UCB or otherwise pursuant to the direct1st Financial and Mountain 1st), written authorization of UCB, Employee will not: divulge any such Confidential Information to any other Person; remove any such Confidential Information in written or other recorded form from UCB's 1st Financial’s, Mountain 1st’s or FCB’s premises; , or make any use of any Confidential Information for his own purposes or for the benefit of any Person (as hereinafter defined) other than UCB1st Financial, Mountain 1st or FCB. However, following the termination of Employee's employment with UCB, this Paragraph 7(b8(b) shall not apply to any Confidential Information which then is in the public domain (provided that Employee Officer was not responsible, directly or indirectly, for permitting such Confidential Information to enter the public domain without UCB's consentdomain), which Employee is required to disclose to any governmental authority having jurisdiction over UCB, its attorneys or accountants, or which is obtained by Employee Officer from a third party which or who is not obligated under an agreement of confidentiality with respect to such information and who did not acquire such Confidential Information in a manner which constituted a violation of the covenants contained in this Paragraph 7(b8(b) or which otherwise breached any duty of confidentiality. Further, the above obligations of confidentiality shall not prohibit the disclosure of any such Confidential Information by Officer to the extent such disclosure is required by subpoena or order of a court or regulatory authority of competent jurisdiction or to the extent that, in the reasonable opinion of legal counsel to Officer, disclosure otherwise is required by law.