(g) Exceptions. The foregoing provisions of this Section 5 shall not prevent or limit the Advisor from complying with any applicable law or with the directive of any court or administrative body or agency having the legal authority to compel testimony from or the production of documents by the Advisor; provided, however, that the Advisor shall, to the extent not prohibited by law, (i) promptly notify Parent of any such intended disclosure prior to such disclosure, (ii) at the written request of Parent, diligently contest such disclosure at the expense of Parent, and (iii) at the written request of Parent, seek to obtain, at the expense of Parent, such confidential treatment as may be available under applicable laws for any information so disclosed. Notwithstanding any provision of this Agreement to the contrary (including this Section 5), nothing contained herein is intended to, or shall be interpreted in a manner that does, limit or restrict the Advisor from exercising any legally protected whistleblower rights (including pursuant to Rule 21F under the Exchange Act).
(h) Certain Definitions. For purposes of this Agreement, the following terms have the meanings set forth below.
Area means the geographic area within the boundaries of the Atlanta-Sandy Springs-Roswell, Georgia metropolitan statistical area (MSA), the Athens-Clarke County, Georgia MSA, the Gainesville, Georgia MSA, the Savannah, Georgia MSA, the Macon, Georgia MSA, the Warner Robins, Georgia MSA, and the Augusta-Richmond County, Georgia MSA.
Business mean the business conducted by Parent and its affiliates, which is the business of banking, including the solicitation of time and demand deposits and the making of residential, consumer, commercial and corporate loans.
Confidential Information means data and information relating to the Business and its affiliates (which does not rise to the status of a Trade Secret) that is or has been disclosed to the Advisor or of which the Advisor became aware as a consequence of or through the Advisors relationship to Parent or its affiliates and which has value to Parent or its affiliates and is not generally known to its competitors. Without limiting the foregoing, Confidential Information shall include: (i) all items of information that could be classified as a trade secret pursuant to Georgia law; (ii) the names, addresses, and banking requirements of the customers of Parent and its affiliates and the nature and amount of business done with such customers; (iii) the names and addresses of employees and other business contacts of Parent and its affiliates; (iv) the particular names, methods, and procedures utilized by Parent and its affiliates in the conduct and advertising of its business; (v) application, operating system, communication, and other computer software and derivatives thereof, including, without limitation, sources and object codes, flow charts, coding sheets, routines, subrouting, and related documentation and manuals of Parent and its affiliates; and (vi) marketing techniques, purchasing information, pricing policies, loan policies, quoting procedures, financial information, customer data, and other materials or information relating to Parent and its affiliates manner of doing business.
Parent Information means Confidential Information and Trade Secrets.
Trade Secrets means information, without regard to form, including, but not limited to, technical or nontechnical data, formulas, patterns, compilations, programs, devices, methods, techniques, drawings, processes, financial data, financial plans, product plans, or lists of actual or potential customers or suppliers that (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.