confidentiality of the Confidential Information. For purposes hereof, Confidential Information shall mean information, knowledge or data (whether or not a trade secret or protected by laws pertaining to intellectual property and including, without limitation, information relating to data, finances, marketing, pricing, profit margins, claims, legal matters, loss control, marketing and business plans and strategies, software, processing, vendors, administrators, customers or prospective customers, products, brokers and employees), other than information, knowledge or data that (x) has previously been disclosed to the public, or is in the public domain, other than as a result of the Grantees breach of this Section 5(a) or other obligation of confidentiality, or (y) is known or generally available to the public. For the avoidance of doubt, (1) nothing in the Plan or this Agreement is intended to or shall (A) prohibit or restrict the Grantee from communicating about or reporting any possible violation of federal, state or local law or regulation to any governmental agency or entity, including, but not limited to, the Securities and Exchange Commission, or any applicable self-regulatory organization, or making any other disclosure that is protected under the whistleblower provisions of federal, state or local law or regulation, in each case without notice to the Company, or (B) limit the right of the Grantee to receive an award for information provided to any such governmental agency or entity or self-regulatory organization and (2) the Company hereby confirms its consent to any such disclosure that is protected under the whistleblower provisions of federal, state or local law or regulation by the Grantee, notwithstanding anything to the contrary in the Plan or this Agreement, except for information that is protected from disclosure by any applicable law or privilege.
(b) Solicitation of Employees. The Grantee covenants and agrees that during the Grantees employment and for a period of two (2) years after the termination of the Grantees employment, whether such termination occurs at the insistence of the Company or the Grantee (for whatever reason), the Grantee shall not, individually or jointly with others, directly or indirectly:
(i) recruit, hire, encourage, or attempt to recruit or hire, alone or by assisting others, any employees of the Company or any of its subsidiaries or former employees of the Company or any of its subsidiaries with whom the Grantee worked, had business contact, or about whom the Grantee gained non-public or Confidential Information (hereinafter, Companys employees or former employees);
(ii) contact or communicate with Companys employees or former employees for the purpose of inducing, assisting, encouraging and/or facilitating Companys employees or former employees to terminate their employment with the Company or any of its subsidiaries or find employment or work with another person or entity;
(iii) provide or pass along to any person or entity the name, contact and/or background information about any of Companys employees or former employees or provide references or any other information about them;
(iv) provide or pass along to Companys employees or former employees any information regarding potential jobs or entities or persons to work for, including but not limited to, job openings, job postings, or the names or contact information of individuals or companies hiring people or accepting job applications; or