GNC 2010 Annual Report Download - page 219

production costs, costs of goods sold, costs of supplies and manufacturing materials, non-public financial statements and reports, profit and
loss information, margin information and financial performance information; (4) customer related information, such as customer related
contracts, engagement and scope of work letters, proposals and presentations, customer-related contacts, lists, identities and prospects,
practices, plans, histories, requirements and needs, price information and formulae and information concerning client or customer products.
services, businesses or equipment specifications; (5) vendor and supplier related information, such as the identities, practices, history or
services of any vendors or suppliers and vendor or supplier contacts; (6) sales, marketing and price information, such as marketing and
sales programs and related data, sales and marketing strategies and plans, sales and marketing procedures and processes, pricing methods,
practices and techniques and pricing schedules and lists; (7) database, software and other computer related information, such as computer
programs, data, compilations of information and records, software and computer files, presentation software and computer-stored or backed-up
information including, but not limited to, e-mails, databases, word processed documents, spreadsheets, notes, schedules, task lists, images and
video; (8) employee-related information, such as lists or directories identifying employees, representatives and contractors, and information
regarding the competencies (knowledge, skill, experience), compensation and needs of employees, representatives and contractors and
training methods; and (9) business- and operation-related information, such as operating methods, procedures, techniques, practices and
processes, information about acquisitions, corporate or business opportunities, information about partners and potential investors, strategies,
projections and related documents, contracts and licenses and business records, files, equipment, notebooks, documents, memoranda, reports,
notes. sample books, correspondence, lists and other written and graphic business records.
(e) "Misappropriate", or any form thereof, means:
(i) the acquisition of any Confidential Information by a Person who knows or has reason to know that the Confidential Information was
acquired by theft, bribery, misrepresentation, breach or inducement of a breach of a duty to maintain secrecy or espionage through electronic or
other means (each, an "Improper Means"); or
(ii) the disclosure or use of any Confidential Information without the express consent of the Company by a Person who (A) used
Improper Means to acquire knowledge of the Confidential Information, (B) at the time of disclosure or use, knew or had reason to know that his
or her knowledge of the Confidential Information was (x) derived from or through a Person who had utilized Improper Means to acquire it,
(y) acquired under circumstances giving rise to a duty to maintain its secrecy or limit its use or (z) derived from or through a Person who owed a
duty to the Company to maintain its secrecy or limit its use or (C) before a material change of his or her position, knew or had reason to know
that it was Confidential Information and that knowledge of it had been acquired by accident or mistake.
(f) "Person" means any individual, corporation, partnership, limited liability company, joint venture, association, business trust, joint-stock
company, estate, trust, unincorporated organization, government or other agency or political subdivision thereof or any other legal or
commercial entity. 16