What does Advanced Mobile Iv And Amiv require regarding the confidentiality of the agreement's terms?

ble protection from E-problems. This may include taking reasonable steps to secure your systems (including firewalls, password protection, and anti-virus systems), and to provide backup systems.

• 5.4 Working Capital Requirements. At all times during the term of this Agreement, you will maintain and employ as much working capital as may be required to enable you to properly and fully perform all your duties, obligations, and responsibilities.
• 5.5 Confidentiality; Confidential Information. The Licensed Methods and Operations Manual include valuable proprietary and confidential information. The Licensed Methods is a technologically advanced program of accounting, identification procedures, management systems, techniques and business operations and systems that would, if used by other persons, firms or entities, give a substantial competitive advantage which we presently enjoy. You agree that these contents and information are confidential. They include information that is our exclusive property, and you may only use them in the Franchise subject to the provisions and duration of this Agreement. You agree to fully and strictly adhere to all security procedures we prescribe for maintaining the confidentiality of the information.

You specifically acknowledge that you will receive valuable specialized and confidential or proprietary "Confidential Information" in the course of your relationship with us and our franchise system. "Confidential Information" includes, knowledge and information that we designate as propriety or confidential or which you know, or should reasonably know, we regard as confidential, including without limitation information concerning: (i) the Licensed Methods, the Operations Manual, standards, specifications, systems, procedures, techniques, processes, practices; (ii) our supply relationships, inventory requirements and control procedures, customer data, and cost data; (iii) promotional and marketing methods and techniques, sales techniques and strategies, pricing, sales, profit performance or other results of operations of any franchise, including your Franchise, or group of franchises or our entire chain; (iv) financial information, accounts, customer lists, demographic data; (v) the results of customer surveys and promotional programs; and (vi) in general, manuals, business methods, trade secrets, specifications, procedures, information systems, know-how and knowledge about the Licensed Methods, whether it is now known or exists or is acquired or created in the future, and whether or not the information is included in the Operations Manual or we expressly designate the information as confidential. Confidential Information does not include (x) information which you can demonstrate came to your attention independent of entering into this Agreement; and (y) information that we agree is, or has become, generally known in the public domain, except where public knowledge is the result of your wrongful disclosure (whether or not deliberate or inadvertent).

The Confidential Information shall include information in any form in which such information exists, whether oral, written, electronic, digital, or other form of media. You acknowledge and agree that our Licensed Methods and all Confidential Information is and shall continue to be our sole and exclusive property, whether or not disclosed or entrusted to you in connection with your relationship with us. Nothing in this Agreement will give you or others any right, title, or interest whatsoever in or to them. The Confidential

24 – ADVANCED MOBILE IV FRANCHISE AGREEMENT

Information shall be considered our trade secrets and shall be entitled to all protections provided by applicable law to trade secrets.

You agree to exercise the highest degree of care in safeguarding Confidential Information against loss, theft, or other inadvertent disclosure. You agree to accord to the Confidential Information the same degree of care and use the same confidentiality protection practices as you exercise or employ with respect to your confidential or proprietary information. This includes obligating employees and consultants who receive Confidential Information to covenants of confidentiality and non-use.

You agree not to disclose Confidential Information to any third party and to limit disclosure within your association to designated employees approved by us. Disclosures to designated employees will be done on a "need to know" basis to the extent necessary for them to perform the duties of their employment with you. Unless required by court order or applicable law, you agree not to copy, download, send, or divulge any Confidential Information directly or indirectly to any other person or enterprise outside of our system. During the term of this Agreement and after it expires or is terminated, you will never communicate, divulge, or use in any manner, either for your benefit or the benefit or any other person, persons, partnerships, associations, companies or corporations any Confidential Information or proprietary information, knowledge or know-how concerning the Licensed Methods or any information we have communicated to you in written, verbal or electronic form, including intranet passwords, for the operation of your business.

You will assure that all communications and media connections with us and with your customers and access to Confidential Information (especially financial information and especially bank account and credit card information) are at all times kept secure. This includes wireless, cable, internet, broadband or other communications and media connections. Your security measures must be in compliance with all legal requirements and, particularly, with all security requirements of the relevant banks and issuing credit card companies.

Source: Item 23 — RECEIPTS (FDD pages 54–202)