Common use of CONFIDENTIALITY & DATA PROTECTION Clause in Contracts

CONFIDENTIALITY & DATA PROTECTION. (a) The following shall be considered “Confidential Information” under this Agreement: all proprietary or confidential information, provided or received in connection with the provision or receipt of the Services hereunder, concerning the business, business relationships (including prospective Properties, tenants and business partners) and financial affairs of any party hereto or its Affiliates (in each case, the party disclosing such information, the “Disclosing Party” and the party receiving such information, the “Receiving Party”), whether or not in writing, including trade secrets, know-how, research and development activities and information disclosed by third parties of a proprietary or confidential nature or under an obligation of confidence; provided, that Confidential Information does not include, and there shall be no obligation hereunder, with respect to information that (i) becomes available on a non-confidential basis to any Receiving Party or its Affiliates from a third-party source that is not known by such Receiving Party to be under any obligation of confidentiality with respect to such information or (ii) that is in the public domain or enters into the public domain through no fault of any Receiving Party. The foregoing shall not be in limitation of any restrictions set forth in the Separation and Distribution Agreement. (b) Each party hereto agrees to safeguard the other parties’ Confidential Information with the same degree of care used by such party to protect its own similar Confidential Information, but in no event less than a reasonable degree of care. Each Receiving Party further agrees that it shall not disclose the Disclosing Party’s Confidential Information; provided that (i) a Receiving Party may, to the extent reasonably necessary to provide the Services pursuant to this Agreement, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; (ii) a Receiving Party may, to the extent reasonably necessary to receive the Services pursuant to this Agreement, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; and (iii) as directed by the Disclosing Party. The agreements and obligations set forth in this Section 17(b) shall survive the expiration or termination of this Agreement until the second anniversary thereof. (c) Notwithstanding anything contained herein to the contrary, Sections 17(a) and (b) shall not restrict the Receiving Party from disclosing the Disclosing Party’s Confidential Information to the extent reasonably necessary in connection with the enforcement of this Agreement or as required by applicable Law, rules, regulations or legal or regulatory process (including to the extent requested by any Governmental Authority in connection with any such Law, rules, regulations or legal or regulatory process), including any tax audit or litigation. In the event that Receiving Party or its Affiliates become legally required by deposition, interrogatory, request for documents, subpoena, civil investigative demand, regulatory request or similar judicial or administrative process to disclose any Confidential Information of the Disclosing Party, the Receiving Party shall, to the extent permitted by Law, provide the Disclosing Party with prompt prior Notice of such requirement so that the Disclosing Party may seek, at its expense, a protective order or other similar remedy to cause such Confidential Information not to be disclosed, and the Receiving Party shall reasonably cooperate with the Disclosing Party in connection with the Disclosing Party’s seeking of such protective order or similar remedy. (d) Each party hereto shall process personal information owned by the other solely for the performance of its obligations under and in accordance with this Agreement, and in accordance with applicable data security and privacy laws.

CONFIDENTIALITY & DATA PROTECTION. (a1) The following Parties agree to keep secret and secure against unauthorized access, both during and after the duration of the Connection Agreement, any information to which they have been granted access to within the context of the cooperation by the respective other Party, its affiliated companies, advisors or by other third parties acting on its behalf, or of which they have gained knowledge within the context of the cooperation. (2) Each Party shall be considered “Confidential Information” under this Agreement: also impose the obligations to maintain secrecy which such Party has agreed to on all proprietary persons or confidential information, provided or received in connection companies which have been entrusted with the provision or receipt of services on the basis of the Services hereunder, concerning Connection Agreement. The Parties are entitled to disclose the business, information to affiliated companies within the meaning of § 15 AktG (Aktiengesetz; German Stock Corporation Act) as well as to their service providers to the extent such disclosure is necessary for business relationships (including prospective Properties, tenants operations and business partners) and financial affairs that the recipients of any party hereto or its Affiliates (in each case, the party disclosing such information, the “Disclosing Party” and the party receiving such information, the “Receiving Party”), whether or not in writing, including trade secrets, know-how, research and development activities and information disclosed by third parties of a proprietary or confidential nature or under an obligation of confidence; provided, that Confidential Information does not include, and there shall be no obligation hereunder, with respect to information that (i) becomes available on a non-confidential basis to any Receiving Party or its Affiliates from a third-party source that is not known by such Receiving Party to be under any obligation of confidentiality with respect to such information or (ii) that is in the public domain or enters into the public domain through no fault of any Receiving Party. The foregoing shall not be in limitation of any restrictions set forth in the Separation and Distribution Agreement. (b) Each party hereto agrees are obligated to safeguard the other parties’ Confidential Information with the same degree of care used by keep such party to protect its own similar Confidential Information, but in no event less than a reasonable degree of careinformation strictly confidential. Each Receiving Party further agrees that it shall not is entitled to disclose the Disclosing Party’s Confidential Information; provided that (i) a Receiving Party mayinformation to third parties, in particular to public bodies, to the extent reasonably necessary such disclosure is required due to provide applicable law or acts of authorities. The respective other Party is to be provided with advance notification of such disclosure in writing; in case such notification is prohibited by law, notification shall be provided immediately upon such prohibition becoming ineffective. (3) Any information (i) which is publicly available and which was already known to the Services pursuant to this Agreementreceiving Party at the time of receipt or which was subsequently published by the disclosing Party, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; or (ii) which was developed independently and autonomously by the receiving Party without knowledge or use of equivalent information of the respectively other Party, or (iii) which was disclosed to the receiving Party by a Receiving Party maythird party which, to the best of the knowledge of the receiving Party, is authorized to disclose such information and which is not subject to an obligation to maintain secrecy, is exempt from the obligation to maintain secrecy. Only companies affiliated with Eurex Clearing pursuant to § 15 AktG are entitled to record, process and use such information (a) to the extent such affiliated companies are obligated to keep such information secret, and (b) to the extent such recording, processing and use takes place in order to execute the Connection Agreement, in order to analyse or improve the quality of their service or their service portfolio or in order to provide information to customers, and (c), to the extent reasonably necessary such information consists of personal data, provided that the companies to receive which such personal data is transmitted have their registered office in an EU Member State or in another contracting state of the Services pursuant to this European Economic Area Agreement, disclose Confidential Information to any or that such companies guarantee compliance with an adequate level of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; and (iii) as directed by the Disclosing Party. The agreements and obligations set forth in this Section 17(b) shall survive the expiration or termination of this Agreement until the second anniversary thereofdata protection. (c4) Notwithstanding anything contained herein The Contractual Party agrees to receive advertisements via electronic mail by Eurex Clearing and by its affiliated companies pursuant to § 15 AktG. This consent may be revoked at any time and free of charge by sending a notification to the contrary, Sections 17(a) and (b) shall not restrict the Receiving Party from disclosing the Disclosing Party’s Confidential Information to the extent reasonably necessary in connection with the enforcement of this Agreement or as required by applicable Law, rules, regulations or legal or regulatory process (including to the extent requested by any Governmental Authority in connection with any such Law, rules, regulations or legal or regulatory process), including any tax audit or litigation. In the event that Receiving Party or its Affiliates become legally required by deposition, interrogatory, request for documents, subpoena, civil investigative demand, regulatory request or similar judicial or administrative process to disclose any Confidential Information of the Disclosing Party, the Receiving Party shall, to the extent permitted by Law, provide the Disclosing Party with prompt prior Notice of such requirement so that the Disclosing Party may seek, at its expense, a protective order or other similar remedy to cause such Confidential Information not to be disclosed, and the Receiving Party shall reasonably cooperate with the Disclosing Party in connection with the Disclosing Party’s seeking of such protective order or similar remedyfollowing email address: xxxxxxxxxxxxxx@xxxxxxxxxxxxx.xxx. (d) Each party hereto shall process personal information owned by the other solely for the performance of its obligations under and in accordance with this Agreement, and in accordance with applicable data security and privacy laws.

CONFIDENTIALITY & DATA PROTECTION. a. All data and information of either party that is received or otherwise accessed by the other party or its personnel under this LA (a) The following shall be considered “Confidential Information” ”) is to be treated as strictly confidential and shall not be disclosed or used except as permitted under this Agreement: all proprietary LA or confidential information, provided or received disclosed to anyone other than the recipient's personnel as required in connection with the provision or receipt performance of the Services hereunder, concerning LA. The aforementioned restrictions on disclosure do not apply to: i. information which at the business, business relationships (including prospective Properties, tenants and business partners) and financial affairs time of any party hereto or its Affiliates (in each case, the party disclosing such information, the “Disclosing Party” and the party receiving such information, the “Receiving Party”), whether or not in writing, including trade secrets, know-how, research and development activities and information disclosed by third parties of a proprietary or confidential nature or disclosure under an obligation of confidence; provided, that Confidential Information does not include, and there shall be no obligation hereunder, with respect to information that (i) becomes available on a non-confidential basis to any Receiving Party or its Affiliates from a third-party source that is not known by such Receiving Party to be under any obligation of confidentiality with respect to such information or (ii) that this LA is in the public domain or enters into the public domain through no fault of any Receiving Partythe receiving party; ii. The foregoing shall not be information which, after disclosure under this LA, lawfully becomes part of the public domain by publication or otherwise through no fault of the receiving party; iii. information which the receiving party can show was, at the time of receipt under this LA, already in limitation its lawful possession, free from restrictions on disclosure; iv. Information which the receiving Party can show was independently developed by such of any restrictions set forth in its employees who had no knowledge of the Separation and Distribution Agreement. (b) Each party hereto agrees to safeguard the other parties’ Confidential Information with the same degree of care used by such party to protect its own similar Confidential Information, but in no event less than a reasonable degree of care. Each Receiving Party further agrees that it shall not disclose the Disclosing Party’s Confidential Informationdisclosed; provided that (i) a Receiving Party may, to the extent reasonably necessary to provide the Services pursuant to this Agreement, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; (ii) a Receiving Party may, to the extent reasonably necessary to receive the Services pursuant to this Agreement, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; and (iii) as directed by the Disclosing Party. The agreements and obligations set forth in this Section 17(b) shall survive the expiration or termination of this Agreement until the second anniversary thereof.and (c) Notwithstanding anything contained herein to the contrary, Sections 17(a) and (b) shall not restrict the Receiving Party from disclosing the Disclosing Party’s v. Confidential Information to the extent reasonably necessary required by law, regulation or order of a competent authority (including any regulatory or governmental body or securities exchange) to be disclosed by the receiving party. In these circumstances, the receiving party shall give the disclosing party immediate advance written notice of the disclosure (where lawful and practical to do so) so that the disclosing party has sufficient opportunity (where possible) to prevent or control the manner of disclosure by appropriate legal means. b. A receiving party may disclose Confidential Information to its personnel, and the personnel of its affiliates, who are bound by confidentiality obligations no less onerous than those set out in this Agreement and have a need to know the relevant Confidential Information under this LA. c. Each party agrees that to the extent any personal data is processed in connection with this LA, each party will comply with all applicable data protection laws and, depending on the enforcement scope of the personal data processing, enter into relevant and applicable clauses under GDPR (i.e. Controller to Processor, Controller to Controller, Joint Controller clauses). d. Notwithstanding any failure to so identify it, the following types of information of either party shall automatically be deemed to be Confidential Information requiring protection hereunder: unreleased product or service information; pricing, financial or customer information; marketing plans or business strategies; software and hardware; APIs; specifications or designs, proprietary formulae and proprietary algorithms. This confidentiality obligation shall survive any termination of this Agreement LA for a period of five (5) years. e. Neither party shall make (or as required by applicable Lawhave made on its behalf) any oral or written release or publication of any statement, rulesinformation, regulations advertisement or legal or regulatory process (including to the extent requested by any Governmental Authority publicity in connection with any such Law, rules, regulations or legal or regulatory process), this LA (including any tax audit or litigation. In the event that Receiving Party or its Affiliates become legally required by deposition, interrogatory, request for documents, subpoena, civil investigative demand, regulatory request or similar judicial or administrative process to disclose any Confidential Information existence of the Disclosing Party, the Receiving Party shall, to the extent permitted by Law, provide the Disclosing Party with prompt prior Notice LA and any of such requirement so that the Disclosing Party may seek, at its expense, a protective order or other similar remedy to cause such Confidential Information not to be disclosed, and the Receiving Party shall reasonably cooperate with the Disclosing Party in connection with the Disclosing Party’s seeking of such protective order or similar remedy. (dcontents) Each party hereto shall process personal information owned by which uses the other solely for party’s name, symbols, or trademarks without the performance of its obligations under and in accordance with this Agreement, and in accordance with applicable data security and privacy lawsother party's prior written approval.

CONFIDENTIALITY & DATA PROTECTION. ‌ (a1) The following Parties agree to keep secret and secure against unauthorized access, both during and after the duration of the Connection Agreement, any information to which they have been granted access to within the context of the cooperation by the respective other Party, its affiliated companies, advisors or by other third parties acting on its behalf, or of which they have gained knowledge within the context of the cooperation. (2) Each Party shall be considered “Confidential Information” under this Agreement: also impose the obligations to maintain secrecy which such Party has agreed to on all proprietary persons or confidential information, provided or received in connection companies which have been entrusted with the provision or receipt of services on the basis of the Services hereunder, concerning Connection Agreement. The Parties are entitled to disclose the business, information to affiliated companies within the meaning of § 15 AktG (Aktiengesetz; German Stock Corporation Act) as well as to their service providers to the extent such disclosure is necessary for business relationships (including prospective Properties, tenants operations and business partners) and financial affairs that the recipients of any party hereto or its Affiliates (in each case, the party disclosing such information, the “Disclosing Party” and the party receiving such information, the “Receiving Party”), whether or not in writing, including trade secrets, know-how, research and development activities and information disclosed by third parties of a proprietary or confidential nature or under an obligation of confidence; provided, that Confidential Information does not include, and there shall be no obligation hereunder, with respect to information that (i) becomes available on a non-confidential basis to any Receiving Party or its Affiliates from a third-party source that is not known by such Receiving Party to be under any obligation of confidentiality with respect to such information or (ii) that is in the public domain or enters into the public domain through no fault of any Receiving Party. The foregoing shall not be in limitation of any restrictions set forth in the Separation and Distribution Agreement. (b) Each party hereto agrees are obligated to safeguard the other parties’ Confidential Information with the same degree of care used by keep such party to protect its own similar Confidential Information, but in no event less than a reasonable degree of careinformation strictly confidential. Each Receiving Party further agrees that it shall not is entitled to disclose the Disclosing Party’s Confidential Information; provided that (i) a Receiving Party mayinformation to third parties, in particular to public bodies, to the extent reasonably necessary such disclosure is required due to provide applicable law or acts of authorities. The respective other Party is to be provided with advance notification of such disclosure in writing; in case such notification is prohibited by law, notification shall be provided immediately upon such prohibition becoming ineffective. (3) Any information (i) which is publicly available and which was already known to the Services pursuant to this Agreementreceiving Party at the time of receipt or which was subsequently published by the disclosing Party, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; or (ii) which was developed independently and autonomously by the receiving Party without knowledge or use of equivalent information of the respectively other Party, or (iii) which was disclosed to the receiving Party by a Receiving Party maythird party which, to the best of the knowledge of the receiving Party, is authorized to disclose such information and which is not subject to an obligation to maintain secrecy, is exempt from the obligation to maintain secrecy. Only companies affiliated with Eurex Clearing pursuant to § 15 AktG are entitled to record, process and use such information (a) to the extent such affiliated companies are obligated to keep such information secret, and (b) to the extent such recording, processing and use takes place in order to execute the Connection Agreement, in order to analyse or improve the quality of their service or their service portfolio or in order to provide information to customers, and (c), to the extent reasonably necessary such information consists of personal data, provided that the companies to receive which such personal data is transmitted have their registered office in an EU Member State or in another contracting state of the Services pursuant to this European Economic Area Agreement, disclose Confidential Information to any or that such companies guarantee compliance with an adequate level of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; and (iii) as directed by the Disclosing Party. The agreements and obligations set forth in this Section 17(b) shall survive the expiration or termination of this Agreement until the second anniversary thereofdata protection. (c4) Notwithstanding anything contained herein The Contractual Party agrees to receive advertisements via electronic mail by Eurex Clearing and by its affiliated companies pursuant to § 15 AktG. This consent may be revoked at any time and free of charge by sending a notification to the contrary, Sections 17(a) and (b) shall not restrict the Receiving Party from disclosing the Disclosing Party’s Confidential Information to the extent reasonably necessary in connection with the enforcement of this Agreement or as required by applicable Law, rules, regulations or legal or regulatory process (including to the extent requested by any Governmental Authority in connection with any such Law, rules, regulations or legal or regulatory process), including any tax audit or litigation. In the event that Receiving Party or its Affiliates become legally required by deposition, interrogatory, request for documents, subpoena, civil investigative demand, regulatory request or similar judicial or administrative process to disclose any Confidential Information of the Disclosing Party, the Receiving Party shall, to the extent permitted by Law, provide the Disclosing Party with prompt prior Notice of such requirement so that the Disclosing Party may seek, at its expense, a protective order or other similar remedy to cause such Confidential Information not to be disclosed, and the Receiving Party shall reasonably cooperate with the Disclosing Party in connection with the Disclosing Party’s seeking of such protective order or similar remedyfollowing email address: xxxxxxxxxxxxxx@xxxxxxxxxxxxx.xxx. (d) Each party hereto shall process personal information owned by the other solely for the performance of its obligations under and in accordance with this Agreement, and in accordance with applicable data security and privacy laws.

CONFIDENTIALITY & DATA PROTECTION. (a) The following A. Contractor and Anaheim shall be considered “each hold the other’s Confidential Information in confidence. For avoidance of doubt, Contractor' Confidential Information shall include Contractor’s subcontractors’ Confidential Information” under . Neither Party shall make the other's Confidential Information available in any form to any third party or use the other's Confidential Information for any purpose other than as specified in this Agreement: all proprietary or confidential information, provided or received in connection with the provision or receipt of the Services hereunder, concerning the business, business relationships . The Party providing Confidential Information (including prospective Properties, tenants and business partners) and financial affairs of any party hereto or its Affiliates (in each case, the party disclosing such information, the “Disclosing Party” and ”) to the party receiving such information, the other Party (“Receiving Party”), whether ) shall remain the sole owner of such information. Nothing contained in this Agreement shall be construed as granting or not conferring any right or license in writing, including trade secrets, know-how, research and development activities and information disclosed by third parties of a proprietary or confidential nature or under an obligation of confidence; provided, that the Confidential Information does or in any patents, software or other technology, either expressly or by implication to the other Party, or to its Representatives or to others. The term Confidential Information shall not includeinclude any of the following: (1) information already in possession of, and there shall be no obligation hereunderor already known to, with respect to information that (i) becomes available on a non-confidential basis to any the Receiving Party or its Affiliates from a third-party source that is not known by such Receiving Party to be under any obligation as of confidentiality with respect to such the Effective Date; (2) information or (ii) that is in the public domain at the time of the disclosure, or which, after such disclosure, enters into the public domain through no fault breach of this Agreement by the Receiving Party or its Representative(s); (3) information lawfully furnished or disclosed to the Receiving Party by a non-party to this Agreement without any obligation of confidentiality and through no breach of this Agreement by the Receiving Party or its Representative(s); (4) information independently developed by either Party without use of any Receiving Party. The foregoing shall not be in limitation of any restrictions set forth in the Separation and Distribution Agreement. (b) Each party hereto agrees to safeguard the other parties’ Confidential Information with the same degree of care used by such party to protect its own similar Confidential Information, but in no event less than a reasonable degree of care. Each Receiving Party further agrees that it shall not disclose the Disclosing Party’s Confidential Information; provided that or (i5) a Receiving Party may, to the extent reasonably necessary to provide the Services pursuant to this Agreement, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; (ii) a Receiving Party may, to the extent reasonably necessary to receive the Services pursuant to this Agreement, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; and (iii) as directed information authorized in writing by the Disclosing PartyParty to be released from the confidentiality obligations herein. B. This Agreement does not diminish, revoke or supersede any existing confidentiality, non-disclosure or similar agreement between the Parties. The agreements and obligations of the Parties set forth in this Section 17(b) shall survive the expiration or termination of this Agreement until the second anniversary thereof. (c) Notwithstanding anything contained herein are in addition to the contraryobligations of the Parties set forth in any existing confidentiality, Sections 17(a) and (b) shall not restrict the Receiving Party from disclosing the Disclosing Party’s Confidential Information to the extent reasonably necessary in connection with the enforcement of this Agreement non-disclosure or as required by similar agreement or otherwise arising under applicable Law, rules, regulations or legal or regulatory process (including to the extent requested by any Governmental Authority in connection with any such Law, rules, regulations or legal or regulatory process), including any tax audit or litigationlaw. In the event that this Section is in conflict with any provision of an existing agreement covering confidentiality or non-disclosure obligations, the provision that provides stronger protection to the Disclosing Party shall govern. C. The Receiving Party will treat all Confidential Information, no matter written, electronic, or oral, as confidential and proprietary, and the Receiving Party shall only use the information for Anaheim-authorized Project uses. As such, the Receiving Party shall hold in confidence the Confidential Information, and ensure that the Confidential Information is not disclosed to any other person or entity, except as expressly permitted by this Agreement. Receiving Party shall not disclose Confidential Information received under this Agreement to any person other than its Affiliates become Representatives who require knowledge of the Confidential Information in furtherance of Anaheim-authorized Project uses. The Receiving Party shall inform its Representatives of the confidential nature of the Confidential Information and advise such Representatives of the limitations on the use and disclosure and prohibition on making copies or summaries of the Confidential Information. The Receiving Party shall be responsible for any breach of this Agreement by its Representatives. Neither Contractor nor its Representatives shall use the Confidential Information for any commercial purpose. D. If the Receiving Party becomes legally required compelled (by depositionoral questions, interrogatoryinterrogatories, request for information or documents, subpoena, civil investigative demand, regulatory request or similar judicial or administrative process process) to disclose any Confidential Information of the Disclosing PartyInformation, the Receiving Party shall, to the extent permitted by Law, will provide the Disclosing Party with prompt prior Notice of such requirement written notice so that the Disclosing Party may seek, at its expense, seek a protective order or other similar remedy to cause such Confidential Information appropriate remedy, or waive compliance with the provisions of this Agreement. So long as it is consistent with applicable law, the Receiving Party will not to be disclosedoppose action by, and the Receiving Party shall reasonably will cooperate with with, the Disclosing Party in connection with Party, at the Disclosing Party’s seeking of sole cost and expense, to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the Confidential Information. If the Disclosing Party fails to obtain such protective order or similar other remedy, or if the Disclosing Party waives compliance with the requirements of the preceding sentence, the Receiving Party will disclose only that Confidential Information that it is legally required to disclose, and will exercise commercially reasonable efforts, at Disclosing Party’s expense, to obtain reliable assurance that confidential treatment will be accorded the Confidential Information so disclosed. (d) Each party hereto shall process personal information owned E. In the event the Receiving Party discloses, disseminates or releases any Confidential Information, except as expressly permitted by the other solely for the performance of its obligations under and in accordance with this Agreement, such disclosure, dissemination or release will be deemed a material breach of this Agreement and the Disclosing Party may demand prompt return of all Confidential Information previously provided to the Receiving Party. As soon as the Receiving Party becomes aware that it has made an unauthorized disclosure of Confidential Information, the Receiving Party shall take any and all necessary actions to recover the improperly disclosed Confidential Information and immediately notify Disclosing Party regarding the nature of the unauthorized disclosure and the corrective measures being taken. Each Party agrees that any breach of their confidentiality obligations could cause irreparable harm to the other Party, the amount of which would be extremely difficult to estimate. Accordingly, it is understood and agreed that monetary damages would not be a sufficient remedy for any material breach of this Agreement and that specific performance and injunctive relief in accordance addition to monetary damages shall be appropriate remedies for any breach or any threat of such breach. The provisions of this Paragraph are in addition to any other legal rights or remedies the Receiving Party may have under federal or state law. F. Contractor acknowledges that although Anaheim will endeavor to include in the Confidential Information those materials that are believed to be reliable and relevant, Anaheim makes no representation or warranty as to the accuracy or completeness of the Confidential Information. Contractor agrees that neither Anaheim nor its Representatives shall have any liability to Contractor or its representatives for use of the Confidential Information. G. Contractor agrees to provide Anaheim with applicable data security copies of all data, reports, and privacy lawspublications that are produced as a result of having access to Confidential Information. H. Within two (2) weeks of the termination of this Agreement, each Party will return to the other Party any and all Confidential Information, including all originals, copies, translations, transcriptions or any other form of said material, without retaining any copy or duplicate thereof. To the extent permitted by law, and if authorized in writing by the Fire Chief, Contractor shall promptly destroy any and all electronic and hardcopy versions of the Anaheim Confidential Information, as well as any documents consisting of excerpts or portions of the Confidential Information. Contractor shall certify in writing the destruction of the Confidential Information. To the extent permitted by law, and if authorized in writing by the Contractor, Anaheim shall promptly destroy any and all electronic and hardcopy versions of the Contractor Confidential Information, as well as any documents consisting of excerpts or portions of the Confidential Information. Anaheim shall certify in writing the destruction of the Confidential Information. Anaheim may perform an audit of Contractor’s records to confirm the return or destruction of the Confidential Information at Contractor’s sole cost and expense. Anaheim shall have this audit right for three (3) years after the termination of this Agreement.

CONFIDENTIALITY & DATA PROTECTION. (a1) The following Parties agree to keep secret and secure against unauthorized access, both during and after the duration of the Connection Agreement, any information to which they have been granted access to within the context of the cooperation by the respective other Party, its affiliated companies, advisors or by other third parties acting on its behalf, or of which they have gained knowledge within the context of the cooperation. (2) Each Party shall be considered “Confidential Information” under this Agreement: also impose the obligations to maintain secrecy which such Party has agreed to on all proprietary persons or confidential information, provided or received in connection companies which have been entrusted with the provision or receipt of services on the basis of the Services hereunder, concerning Connection Agreement. The Parties are entitled to disclose the business, information to affiliated companies within the meaning of § 15 AktG (Aktiengesetz; German Stock Corporation Act) as well as to their service providers to the extent such disclosure is necessary for business relationships (including prospective Properties, tenants operations and business partners) and financial affairs that the recipients of any party hereto or its Affiliates (in each case, the party disclosing such information, the “Disclosing Party” and the party receiving such information, the “Receiving Party”), whether or not in writing, including trade secrets, know-how, research and development activities and information disclosed by third parties of a proprietary or confidential nature or under an obligation of confidence; provided, that Confidential Information does not include, and there shall be no obligation hereunder, with respect to information that (i) becomes available on a non-confidential basis to any Receiving Party or its Affiliates from a third-party source that is not known by such Receiving Party to be under any obligation of confidentiality with respect to such information or (ii) that is in the public domain or enters into the public domain through no fault of any Receiving Party. The foregoing shall not be in limitation of any restrictions set forth in the Separation and Distribution Agreement. (b) Each party hereto agrees are obligated to safeguard the other parties’ Confidential Information with the same degree of care used by keep such party to protect its own similar Confidential Information, but in no event less than a reasonable degree of careinformation strictly confidential. Each Receiving Party further agrees that it shall not is entitled to disclose the Disclosing Party’s Confidential Information; provided that (i) a Receiving Party mayinformation to third parties, in particular to public bodies, to the extent reasonably necessary such disclosure is required due to provide applicable law or acts of authorities. The respective other Party is to be provided with advance notification of such disclosure in writing; in case such notification is prohibited by law, notification shall be provided immediately upon such prohibition becoming ineffective. (3) Any information (i) which is publicly available and which was already known to the Services pursuant to this Agreementreceiving Party at the time of receipt or which was subsequently published by the disclosing Party, disclose Confidential Information to any of its Affiliates, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; or (ii) which was developed independently and autonomously by the receiving Party without knowledge or use of equivalent information of the respectively other Party, or (iii) which was disclosed to the receiving Party by a Receiving Party maythird party which, to the best of the knowledge of the receiving Party, is authorized to disclose such information and which is not subject to an obligation to maintain secrecy, is exempt from the obligation to maintain secrecy. Only companies affiliated with Eurex Clearing pursuant to § 15 AktG are entitled to record, process and use such information (a) to the extent such affiliated companies are obligated to keep such information secret, and (b) to the extent such recording, processing and use takes place in order to execute the Connection Agreement, in order to analyse or improve the quality of their service or their service portfolio or in order to provide information to customers, and (c), to the extent reasonably necessary such information consists of personal data, provided that the companies to which such personal data is transmitted have their registered office in an EU Member State or in another contracting state of the European Economic Area Agreement, or that such companies guarantee compliance with an adequate level of data protection. (4) The Contractual Party agrees to receive the Services advertisements via electronic mail by Eurex Clearing and by its affiliated companies pursuant to § 15 AktG. This consent may be revoked at any time and free of charge by sending a notification to the following email address: xxxxxxxxxxxxxx@xxxxxxxxxxxxx.xxx. A § 13 Duration, termination and expiration of the Connection Agreement (1) The Connection Agreement shall come into effect upon signature. The Connection Agreement is concluded for an unlimited duration, unless expressly agreed between the Parties in writing. (2) Eurex Clearing as well as the Contractual Party shall be entitled to terminate the Connection Agreement with a notice period of two weeks to the end of a month. If the Contractual Party has a clearing license pursuant to the Clearing Conditions of Eurex Clearing or the FCM Regulations of Eurex Clearing, the termination becomes effective only by the end of the month in which all clearing licenses of the Clearing Member have expired. If the Contractual Party is a Multi-Member-Service Operator, the termination becomes effective only by the end of the month in which all participants that were connected to the Clearing EDP via the Multi-Member-Service Operator have reported to Eurex Clearing that they are no longer being connected to the Clearing EDP via this AgreementMulti-Member-Service Operator (see also § 3, disclose Confidential Information Paragraph 6). (3) If the Contractual Party has a clearing license pursuant to the Clearing Conditions of Eurex Clearing or the FCM Regulations of Eurex Clearing, the Connection Agreement will automatically expire at the end of the month in which all Clearing licenses of the Clearing Member will have expired. (4) Eurex Clearing as well as the Contractual Party shall be entitled to terminate connections beyond the minimum connection to the Clearing EDP at any time at the end of its Affiliatesa month. (5) The right of the parties for termination without notice for material reason shall not be affected. A particular material reason for Eurex Clearing shall exist if (i) the Contractual Party has been in default with the payment of a considerable amount of fees for two months; (ii) the Contractual Party has not prevented the breach of essential, employees or other representatives or to third-party service providers that have agreed to maintain the confidentiality thereof; and contractual duties within 14 calendar days despite notice or (iii) as directed by the Disclosing Party. The agreements and obligations set forth in this Section 17(b) shall survive the expiration Contractual Party is unable to pay, insolvency proceedings are opened against its assets or termination a respective application is rejected due to lack of this Agreement until the second anniversary thereoffunds. (c6) Notwithstanding anything contained herein to the contrary, Sections 17(a) and (b) Any termination of contract shall not restrict the Receiving Party from disclosing the Disclosing Party’s Confidential Information to the extent reasonably necessary be made in connection with the enforcement of this Agreement or as required by applicable Law, rules, regulations or legal or regulatory process (including to the extent requested by any Governmental Authority in connection with any such Law, rules, regulations or legal or regulatory process), including any tax audit or litigation. In the event that Receiving Party or its Affiliates become legally required by deposition, interrogatory, request for documents, subpoena, civil investigative demand, regulatory request or similar judicial or administrative process to disclose any Confidential Information of the Disclosing Party, the Receiving Party shall, to the extent permitted by Law, provide the Disclosing Party with prompt prior Notice of such requirement so that the Disclosing Party may seek, at its expense, a protective order or other similar remedy to cause such Confidential Information not to be disclosed, and the Receiving Party shall reasonably cooperate with the Disclosing Party in connection with the Disclosing Party’s seeking of such protective order or similar remedywriting. (d) Each party hereto shall process personal information owned by the other solely for the performance of its obligations under and in accordance with this Agreement, and in accordance with applicable data security and privacy laws.