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13.2 Reasonable Efforts. Performing Party agrees to use good faith and commercially
<br />reasonable efforts to avoid any damage to the information systems or data of Client or any third
<br />party, and, if possible, to provide Client and Counsel with advance notice of any activity for which
<br />there is a reasonable likelihood that such systems or data could bedamaged.
<br />14.CONFIDENTIAL INFORMATION
<br />14.1 Identification. The party disclosing Confidential Information or otherwise deemed
<br />the owner of the Confidential Information is the conveyor (ÐConveyorÑ) and the party receiving
<br />Confidential Information is the recipient (ÐRecipientÑ).
<br />14.2 Confidential Information. For the purpose of this Agreement, confidential
<br />information means information relating to the Conveyor or its current or proposed business,
<br />ClientÓs data, including, but not limited to, financial statements, budgets and projections, customer
<br />identifying information, potential and intended customers, employers, products, computer
<br />programs, specifications, manuals, software, hardware, methods, analyses, strategies, marketing
<br />plans, business plans, Derivative Materials (defined below), and other confidential information,
<br />whether provided or accessed orally, in writing, or by any other media, that was or will be provided
<br />or shown to, or obtained by, the Recipient. Confidential information also includes any information
<br />that is conspicuously marked or otherwise identified as confidential or proprietary at the time of
<br />disclosure; or should reasonably be understood by the Recipient to be confidential based upon the
<br />nature of the information disclosed or the circumstances of the disclosure (collectively,
<br />ÐConfidential InformationÑ).Arete will be providing Services under the direction of Counsel as
<br />legal counsel to Client in anticipation of litigation or other legal proceedings, and/or for the purpose
<br />of assisting Counsel in providing legal advice or related legal services to Client, Arete shall
<br />cooperate with Counsel in protecting the Parties' communications and work product from
<br />disclosure under the attorney-client privilege, work product doctrine or other applicable privileges
<br />or protections.If in the course of examination of computers, telephones, or other electronic
<br />devices, digital storage media or other electronic media, software content or materials in any
<br />format, Arete observes or otherwise encounters what it believes to be illegal contraband, including
<br />but not limited to child pornography, Arete reserves the right to disclose such materials and all
<br />facts concerning such materials and discovery to civil and/or criminal law enforcement authorities,
<br />with or without prior notice to Client or ClientÓs legal counsel.
<br />14.3 Derivative Materials. For the purpose ofthis Agreement, derivative materials mean
<br />all notes, analyses, compilations, studies, summaries, and other material, whether provided orally,
<br />in writing, or by any other media, that contain or are based on all or part of Confidential
<br />Information (the ÐDerivative MaterialsÑ).
<br />14.4 Notification. The Conveyor shall identify Confidential Information disclosed
<br />orally within three (3) days of disclosure. The ConveyorÓs failure to identify information as
<br />Confidential Information is not an acknowledgment or admission by the Conveyor that that
<br />information is not confidential, and is not a waiver by the Conveyor of any of its rights with respect
<br />to that information.
<br /> /ƚƓŅźķĻƓƷźğƌLƓŅƚƩƒğƷźƚƓ
<br />tğŭĻБ
<br />www.areteir.com
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