Delta Airlines 2008 Annual Report Download - page 189

(b) Confidential or Proprietary Information. You further agree that you will hold in a fiduciary capacity for the benefit of Delta, and, during the
term of your employment with Delta and for the two year period after such employment terminates, shall not directly or indirectly use or disclose, any
Confidential or Proprietary Information, as defined hereinafter, that you acquire (whether or not developed or compiled by you and whether or not you
were authorized to have access to such Confidential or Proprietary Information) during the term of, in the course of, or as a result of your employment
by Delta. Subject to the provisions set forth below, the term "Confidential or Proprietary Information" as used in this Agreement means the following
secret, confidential and proprietary information of Delta not otherwise included in the definition of Trade Secret: all marketing, alliance, advertising and
sales plans and strategies; all pricing information; all financial, advertising and product development plans and strategies; all compensation and
incentive programs for employees; all alliance agreements, plans and processes; all plans, strategies, and agreements related to the sale of assets; all
third party provider agreements, relationships, and strategies; all business methods and processes used by Delta and its employees; all personally
identifiable information regarding Delta employees, contractors, and applicants; and all lists of actual or potential customers or suppliers maintained by
Delta. The term "Confidential or Proprietary Information" does not include information that has become generally available to the public by the act of
one who has the right to disclose such information. Nothing in this Agreement is intended, or shall be construed, to limit the protections of any
applicable law protecting confidential or proprietary information.
(c) Employee Non-Solicitation Agreement. During the term of your employment with Delta and during the one-year period following the
termination of such employment, you will not directly or indirectly (on your own behalf or on behalf of any other person, company, partnership,
corporation or other entity), employ or solicit for employment any individual who is a management or professional employee of Delta for employment
with any entity or person other than Delta or solicit, encourage or induce any such person to terminate their employment with Delta. The restrictions set
forth in this Section shall be limited to those Delta management or professional employees who: (i) were employed by Delta during your employment in
a supervisory or administrative job; and (ii) with whom you had material professional contact during your employment with Delta.
(d) Non-Competition Agreement. You acknowledge that Delta competes in a worldwide passenger air travel market, and Delta's business plan is
increasingly international in scope. You also acknowledge that although Delta's business plan focuses on international air travel as a growing and
important component, domestic air travel service will continue to be critical to Delta's success and will remain a primary focus of its overall air travel
business. You acknowledge that the airlines listed below are particular competitors to Delta in the domestic or international market, and employment or
consulting with any of the listed carriers would create more harm to Delta than relative to your possible employment or consulting with other air
passenger carriers or air cargo carriers. You agree that the restrictions placed on you under this paragraph will not prevent you from earning a
livelihood, given the large number of worldwide and domestic passenger and cargo air carriers not included in the list below. During the term of your
employment with Delta and for the one-year period following the termination of such employment, you will not on your own behalf or on behalf of any
person, firm, partnership, association, corporation or business organization, entity or enterprise, provide the same or substantially similar services, as an
employee, consultant, partner, or in any other capacity, to any of the following entities, which you hereby acknowledge are all competitors of Delta:
AMR Corporation, American Airlines, Inc., Continental Airlines, Inc., Southwest Airlines Co., UAL Corporation, United Air Lines, Inc., US Airways
Group, Inc., US Airways, Inc., JetBlue Airways
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