8. Confidential Information.
(a) Executive acknowledges that the Corporation shall give Executive access to certain highly-sensitive, confidential, and proprietary information belonging to the Corporation or third parties who may have furnished such information under obligations of confidentiality, relating to and used in the Corporations Business (collectively, Confidential Information). Executive acknowledges that, unless otherwise available to the public, Confidential Information includes, but is not limited to, the following categories of Corporation related confidential or proprietary information and material: financial statements and information; budgets, forecasts, and projections; business and strategic plans; marketing, sales, and distribution strategies; research and development projects; records relating to any intellectual property developed by, owned by, controlled, or maintained by the Corporation; information related to the Corporations inventions, research, products, designs, methods, formulae, techniques, systems, processes; customer lists; non-public information relating to the Corporations customers, suppliers, distributors, or investors; the specific terms of the Corporations agreements or arrangements, whether oral or written, with any customer, supplier, vendor, or contractor with which the Corporation may be associated from time to time; and any and all information relating to the operation of the Corporations business which the Corporation may from time to time designate as confidential or proprietary or that Executive reasonably knows should be, or has been, treated by the Corporation as confidential or proprietary. Confidential Information encompasses all formats in which information is preserved, whether electronic, print, or any other form, including all originals, copies, notes, or other reproductions or replicas thereof.
(b) Confidential Information does not include any information that: (i) at the time of disclosure is generally known to, or readily ascertainable by, the public; (ii) becomes known to the public through no fault of Executive or other violation of this Agreement; or (iii) is disclosed to Executive by a third party under no obligation to maintain the confidentiality of the information.
(c) Executive acknowledges that the Confidential Information is owned or licensed by the Corporation; is unique, valuable, proprietary and confidential; derives independent actual or potential commercial value from not being generally known or available to the public; and is subject to reasonable efforts to maintain its secrecy. Executive hereby relinquishes, and agrees that he shall not at any time claim any right, title or interest of any kind in or to any Confidential Information.
(d) During and after his employment with the Corporation and service on the Board, Executive shall hold in trust and confidence all Confidential Information, and shall not disclose any Confidential Information to any person or entity, except in the course of performing duties assigned by the Corporation or as authorized in writing by the Corporation. Executive further agrees that during and after his employment with the Corporation and service on the Board, Executive shall not use any Confidential Information for the benefit of any third party, except in the course of performing duties assigned by the Corporation or as authorized in writing by the Corporation.
(e) The restrictions in Section 8(d) above shall not apply to any information to the extent that Executive is required to disclose such information by law, provided that Executive (i) notifies the Corporation of the existence and terms of such obligation, (ii) gives the Corporation a reasonable opportunity to seek a protective or similar order to prevent or limit such disclosure, and (iii) only discloses the information actually required to be disclosed.