Confidentiality Agreement

You agree not to disclose or to attempt to use or personally benefit from (e.g., use to trade securities or make investment decisions) any Restricted Information (as defined below) that is disclosed to or known by you because of your participation in TheMagnet® until such time as the Restricted Information has become publicly available through no action of your own, except to the extent required by law or as expressly permitted by TheMagnet® for the purpose of facilitating a particular Project. The following should be considered strictly confidential:

• the identity of Clients (e.g., do not list Clients on your resume or website);
• information about Projects;
• information about any actual or potential business, investment or trading decisions, or transactions of any Client; or
• any other nonpublic or proprietary information of TheMagnet®or its Clients (collectively, “Restricted Information”).

If you are compelled by order of a court or other governmental or legal body (or have notice that such an order is being sought) to divulge any Restricted Information to anyone, you will promptly notify TheMagnet®, unless prohibited from doing so by the express terms of a government subpoena or court order, and will cooperate fully with TheMagnet® in protecting such information to the extent possible under applicable law. Upon request by TheMagnet® or the applicable Client, you agree to return or destroy all Restricted Information in your possession.