Common use of Confidentiality, Disclosure of Information Clause in Contracts

Confidentiality, Disclosure of Information. (a) Executive recognized and acknowledges that he will have access to Confidential Information (as defined below) relating to the business or interests of Company or of persons with whom Company may have business relationships. Except as permitted herein or as may be approved by Company from time to time, Executive will not during the Employment Period or at any time thereafter, use or disclose to any other person or entity, any Confidential Information of Company (except as required by applicable law or in connection with performance of Executive's duties and responsibilities hereunder). If Executive is requested or becomes legally compelled to disclose any of the Confidential Information, he will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do so. The term "Confidential Information" means information relating to Company's business affairs, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive lists, employment agreements (other than this Employment Agreement), personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer lists, commercial arrangements, or any other information relating to Company's business which is treated as confidential or proprietary by Company in accordance with its policies. Notwithstanding the immediately preceding sentence, the provisions of this Paragraph 7.8

Confidentiality, Disclosure of Information. (a) Executive recognized recognizes and acknowledges that he will have access to Confidential Information (as defined below) relating to the business or interests of Company or of persons with whom Company may have business relationships. Except as permitted herein or as may be approved by Company from time to time, Executive will not during the Employment Period or at any time thereafter, use or disclose to any other person or entity, any Confidential Information of Company (except as required by applicable law or in connection with performance of Executive's ’s duties and responsibilities hereunderhereunder or to Executive’s legal and financial advisors so long as such advisors agree to be bound by the terms and conditions of this paragraph 7.8(a)). Executive may disclose the existence of the obligations under this paragraph 7.8 (a) to future employers. If Executive is requested or becomes legally compelled to disclose any of the Confidential Information, he he, if permitted by applicable law, will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do so. The term "“Confidential Information" ” means information relating to Company's ’s business affairs, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive lists, employment agreements (other than this Employment Agreement), personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer lists, commercial arrangements, or any other information relating to Company's ’s business which is treated as confidential or proprietary by Company in accordance with its policies. Notwithstanding the immediately preceding sentence, the provisions of this Paragraph 7.8paragraph 7.8(a) shall not apply to any information that (1) is in the public domain; (2) is or becomes available to the public other than as a result of a disclosure by Executive in violation of this paragraph 7.8(a); (3) was available to Executive on a non-confidential basis prior to the date of this Employment Agreement; (4) was already lawfully in Executive’s possession prior to the date of this Employment Agreement; or (5) becomes available to Executive on a non-confidential basis from a source other than Company (other than through a known breach of a confidentiality obligation). This obligation shall continue until such Confidential Information becomes publicly available, other than pursuant to a breach of this paragraph 7.8(a) by the Executive, regardless of whether the Executive continues to be employed by the Company.

Confidentiality, Disclosure of Information. (a) Executive recognized The Employee recognizes and acknowledges that he will have access to Confidential Information (as defined below) relating to the business or interests of the Company or of persons with whom the Company may have business relationships. Except as permitted herein or as may be approved by Company from time to timeherein, Executive the Employee will not during the Employment Period Term, or at any time thereafterfollowing the Term, use disclose or disclose permit to be known to any other person or entity, any Confidential Information of Company entity (except as required by applicable law or in connection with the performance of Executive's the Employee’s duties and responsibilities hereunder). If Executive is requested , or becomes legally compelled to disclose any of use for the Confidential InformationEmployee’s personal benefit or gain, he will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do soCompany. The term "“Confidential Information" means ” includes, without limitation, information relating to the Company's ’s business affairs, proprietary technology, trade secrets, patented processes, plans, products, source codes, sources of supply and material, operating or other cost-data, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive price lists or data relating to pricing of the Company’s products or services, training materials, supplier information, operating procedures, employee lists, employment agreements (other than this Employment Agreement)agreements, personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, and customer lists, customer proposals, and information relating to business operations and strategic plans of third parties with which the Company has or may be assessing commercial arrangements, any of which information is not generally known to the public or any to actual or potential competitors of the Company (other than through a breach of this Agreement). Therefore, the Employee will not, without the prior written consent of the Board, disclose such Confidential Information or use the same. This obligation shall continue until such Confidential Information becomes publicly available, other than pursuant to a breach of this Section 4 by the Employee, regardless of whether the Employee continues to be employed by the Company. It is further agreed and understood by and between the parties to this Agreement that all information and records relating to the Company's business which is treated , as confidential hereinabove described, shall be the exclusive property of the Company and, upon termination of Employee’s employment with the Company, all documents, records, reports, writings and other similar documents containing Confidential Information, including copies thereof, then in the Employee’s possession or proprietary by Company in accordance control shall be returned to and left with its policies. Notwithstanding the immediately preceding sentence, the provisions of this Paragraph 7.8Company.

Confidentiality, Disclosure of Information. (a) Executive recognized recognizes and acknowledges that he will have access to Confidential Information (as defined below) relating to the business or interests of Company or of persons with whom Company may have business relationships. Except as permitted herein or as may be approved by Company from time to time, Executive will not during the Employment Period or at any time thereafter, use or disclose to any other person or entity, any Confidential Information of Company (except as required by applicable law or in connection with performance of Executive's ’s duties and responsibilities hereunderhereunder or to Executive’s legal and financial advisors so long as such advisors agree to be bound by the terms and conditions of this paragraph 7.8(a)). Executive may disclose the existence of the obligations under this paragraph 7.8 (a) to future employers. If Executive is requested or becomes legally compelled to disclose any of the Confidential Information, he he, if permitted by applicable law, will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do so. The term "“Confidential Information" ” means information relating to Company's ’s business affairs, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive lists, employment agreements (other than this Employment Agreement), personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer lists, commercial arrangements, or any other information relating to Company's ’s business which is treated as confidential or proprietary by Company in accordance with its policies. Notwithstanding the immediately preceding sentence, the provisions of this Paragraph 7.8paragraph 7.8(a) shall not apply to any information that (1) is in the public domain; (2) is or becomes available to the public other than as a result of a disclosure by Executive in violation of this paragraph 7.8(a); (3) was available to Executive on a non-confidential basis prior to the date of this Employment Agreement; (4) was already lawfully in Executive’s possession prior to June 1, 2009; or (5) becomes available to Executive on a non-confidential basis from a source other than Company (other than through a known breach of a confidentiality obligation). This obligation shall continue until such Confidential Information becomes publicly available, other than pursuant to a breach of this paragraph 7.8(a) by the Executive, regardless of whether the Executive continues to be employed by the Company.

Confidentiality, Disclosure of Information. All information, files, records, memoranda, and other data of Client, which Client provides to Piper, marked as “confidential” in writing (“Client Information”), shall be deemed by the parties to be the property of Client. In the event Piper is required by law to disclose any Client Information (including by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process) that is prohibited or otherwise constrained by this Agreement, it will, to the extent practicable, provide the Client (only in the event that it is not prohibited from doing so by court or regulatory order or otherwise) with prompt notice so that the Client may seek a protective order or other appropriate remedy. Such disclosure is specifically authorized by this Agreement, but Xxxxx will furnish only that portion of the Client Information that is legally required Client Information shall not include any information that: (a) Executive recognized and acknowledges was in Financial Service Provider’s or its Representative’s possession prior to receipt thereof from the Client (including all or any part of the information that he will is substantially related or similar to any product or program which the Financial Service Provider’s or its Representatives have access designed, developed, structured, offered or sold on or prior to the date of this Agreement); (b) is or hereafter becomes, through no act or failure to act on the part of Piper, part of the public or is otherwise available to the public or can be readily derived, in whole or in part, from information which is or becomes part of the public domain or is otherwise available to the public; (c) is provided by a third party not known by Xxxxx to be under any obligation of confidentiality to the Client (d) is independently developed by Xxxxx without recourse to the Confidential Information (as defined belowe) relating was disclosed pursuant to Client’s consent (f) is required to be disclosed pursuant to MSRB Rule G-47 or (g) is information included in a preliminary or final official statement which is compliant with SEC Rule 15c2-12. Notwithstanding anything to the business contrary in this Agreement, nothing in this Agreement shall be deemed to (a) restrict or interests affect the rights or ability of Company or of persons Piper to comply with whom Company may have business relationships. Except as permitted herein or as may be approved by Company from time to timeall applicable disclosure laws, Executive will not during the Employment Period or at any time thereafter, use or disclose to any other person or entity, any Confidential Information of Company (except as required by applicable law or regulations and principles in connection with performance the offering and sale of Executive's duties and responsibilities hereunder). If Executive is requested securities by Client, (b) prevent the Financial Services Provider from retaining documents or becomes legally compelled other information in connection with the offering of securities by Client, including any document or other information disclosed to disclose any of the Confidential Information, he will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do so. The term "Confidential Information" means information relating to Company's business affairs, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive lists, employment agreements (other than this Employment Agreement), personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer lists, commercial arrangementsClient, or (c) restrict or affect the rights or ability of Piper to use any such documents or other information relating to Company's business which is treated as confidential in investigating or proprietary defending itself against allegations or claims made or threatened by Company purchasers, regulatory authorities or others in accordance connection with its policies. Notwithstanding the immediately preceding sentence, the provisions such an offering or sale of this Paragraph 7.8securities.

Confidentiality, Disclosure of Information. (a) The Executive recognized recognizes and acknowledges that he will have access to Confidential Information (as defined below) relating to the business or interests of the Company or of persons with whom the Company may have business relationships. Except as permitted herein or as may be approved by Company from time to timeherein, the Executive will not during the Employment Period Term, or at any time thereafterfollowing the Term, use disclose or disclose permit to be known to any other person or entity, any Confidential Information of Company entity (except as required by applicable law or in connection with the performance of the Executive's ’s duties and responsibilities hereunder). If Executive is requested , or becomes legally compelled to disclose any of use for the Confidential InformationExecutive’s personal benefit or gain, he will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do soCompany. The term "“Confidential Information" means ” includes, without limitation, information relating to the Company's ’s business affairs, proprietary technology, trade secrets, patented processes, plans, products, source codes, sources of supply and material, operating or other cost-data, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive price lists or data relating to pricing of the Company’s products or services, training materials, supplier information, operating procedures, employee lists, employment agreements (other than this Employment Agreement)agreements, personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, and customer lists, customer proposals, and information relating to business operations and strategic plans of third parties with which the Company has or may be assessing commercial arrangements, any of which information is not generally known to the public or any to actual or potential competitors of the Company (other than through a breach of this Agreement). Therefore, the Executive will not, without the prior written consent of the Board, disclose such Confidential Information or use the same; provided, however, that in the course of the Executive’s services to the Company, the Executive may disclose such Confidential Information as the Executive deems necessary to carry out the Executive’s duties to the Company. This obligation shall continue until such Confidential Information becomes publicly available, other than pursuant to a breach of this Section 4 by the Executive, regardless of whether the Executive continues to be employed by the Company. It is further agreed and understood by and between the parties to this Agreement that all information and records relating to the Company's business which is treated , as confidential hereinabove described, shall be the exclusive property of the Company and, upon termination of Executive’s employment with the Company, all documents, records, reports, writings and other similar documents containing Confidential Information, including copies thereof, then in the Executive’s possession or proprietary by Company in accordance control shall be returned to and left with its policies. Notwithstanding the immediately preceding sentence, the provisions of this Paragraph 7.8Company.

Confidentiality, Disclosure of Information. (a) Executive recognized and acknowledges that he will have access to Confidential Information (as defined below) relating to the business or interests of Company or of persons with whom Company may have business relationships. Except as permitted herein or as may be approved by Company from time to time, Executive will not during the Employment Period or at any time thereafter, use or disclose to any other person or entity, any Confidential Information of Company (except as required by applicable law or in connection with performance of Executive's duties and responsibilities hereunder). If Executive is requested or becomes legally compelled to disclose any of the Confidential Information, he will give prompt notice of such request or legal compulsion to Company. Company may waive compliance with this Paragraph 7.8(a) or will provide Executive with legal counsel at no cost to Executive to seek an appropriate remedy; provided however Executive may disclose any Confidential Information in the event notwithstanding all such efforts of the Company and such legal counsel Executive if compelled by court order to do so. The term "Confidential Information" means information relating to Company's business affairs, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, competitive analyses, pricing policies, executive lists, employment agreements (other than this Employment Agreement), personnel policies, the substance of agreements with customers, suppliers and others, marketing arrangements, customer lists, commercial arrangements, or any other information relating to Company's business which is treated as confidential or proprietary by Company in accordance with its policies. Notwithstanding the immediately preceding sentence, the provisions of this Paragraph 7.8,