Burger King 2009 Annual Report Download - page 172

Executive’s lawyer, financial advisor or immediate family members. If Executive discloses any information contained in this Agreement to his
lawyer, financial advisor or immediate family members as permitted herein, Executive agrees to immediately tell each such individual that he
or she must abide by the confidentiality restrictions contained herein and keep such information confidential as well.
(ii) Executive agrees that during his employment with the Company and thereafter, Executive will not, directly or indirectly (A) disclose
any Confidential Information to any Person (other than, only with respect to the period that Executive is employed by the Company, to an
employee or outside advisor of the Company who requires such information to perform his or her duties for the Company), or (B) use any
Confidential Information for Executive’s own benefit or the benefit of any third party. “Confidential Information” means confidential, proprietary
or commercially sensitive information relating to (Y) the Company or its Affiliates, or members of their respective management or boards or
(Z) any third parties who do business with the Company or its Affiliates, including franchisees and suppliers. Confidential Information includes,
without limitation, marketing plans, business plans, financial information and records, operation methods, personnel information, drawings,
designs, information regarding product development, other commercial or business information and any other information not available to the
public generally. The foregoing obligation shall not apply to any Confidential Information that has been previously disclosed to the public or is
in the public domain (other than by reason of a breach of Executive’s obligations to hold such Confidential Information confidential). If
Executive is required or requested by a court or governmental agency to disclose Confidential Information, Executive must notify the General
Counsel of the Company of such disclosure obligation or request no later than three (3) business days after Executive learns of such
obligation or request, and permit the Company to take all lawful steps it deems appropriate to prevent or limit the required disclosure.
(b) Non−Competition. Executive agrees that during his employment with the Company, Executive shall devote all of his skill,
knowledge, commercial efforts and business time to the conscientious and good faith performance of his duties and responsibilities to the
Company to the best of his ability and Executive shall not, directly or indirectly, be employed by, render services for, engage in business with
or serve as an agent or consultant to any Person other than the Company. Executive further agrees that during his employment with the
Company and for the period of one (1) year following Executive’s Separation from Service with the Company, Executive shall not directly or
indirectly engage in any activities that are competitive with the quick service restaurant business conducted by the Company, and Executive
shall not, directly or indirectly, become employed by, render services for, engage in business with, serve as an agent or consultant to, or
become a partner, member, principal, stockholder or other owner of, any Person or entity that engages in the quick serve restaurant business,
provided that Executive shall be permitted to hold a one percent (1%) or less interest in the equity or debt securities of any publicly traded
company. Executive’s duties and responsibilities involve, and/or will affect, the operation and management of the Company on a worldwide
basis. Executive will obtain Confidential Information that will affect the Company’s operations throughout the world. Accordingly, Executive
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