Kraft 2014 Annual Report Download - page 161

employee of Kraft to leave Kraft and to work for any other entity, whether as an employee, independen
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contractor or in any other capacity.
Nothing contained in this Paragraph 5 shall preclude the Executive from accepting employment with a company
that provides consulting services whose existing clients include a Competitive Business prior to the Restriction
Termination Date, so long as, in addition to honoring all other obligations under this Agreement, the Executive does no
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rovide specific advice or services directly to a Competitive Business. It will not be a violation of this Agreement for the
Executive to have people reporting to him who have responsibility for a Competitive Business so long as the Executive
does not provide advice to said companies directly or in any way assist his direct reports, or anyone else, in performing
services for a Competitive Business prior to the Restriction Termination Date.
Should the Executive engage in Prohibited Conduct at any time through the Restriction Termination Date, he will
be obligated to pay back to Kraft all payments received pursuant to this Agreement, and Kraft will have no obligation to
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ay the Executive any payments that may be remaining due under this Agreement. This will be in addition to any othe
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remedy that Kraft may have in respect of such Prohibited Conduct. Kraft and the Executive acknowledge and agree tha
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Kraft will or would suffer irreparable injury in the event of a breach or violation or threatened breach or violation of the
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rovisions set forth in Paragraphs 5, 6 and 7 and agree that in the event such provisions are violated or breached, Kraf
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will be entitled to injunctive relief prohibiting any such violation or breach, and that such right to injunctive relief will be
in addition to any other remedy to which Kraft may be entitled.
6. The Executive acknowledges that during the course of his employment with Kraft, he receive
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“Confidential Information”, with Confidential Information meaning information that was: (i) disclosed to o
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known by the Executive as a consequence of or through his employment with Kraft; (ii) not publicly available
and/or not generally known outside of Kraft; and (iii) that relates to the business and development of Kraft.
Without in any way limiting the foregoing and by way of example, Confidential Information includes: all non-
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ublic information or trade secrets of Kraft or its affiliates that gives Kraft or its affiliates a competitive business
advantage, the opportunity of obtaining such advantage or disclosure of which might be detrimental to the
interests of Kraft or its affiliates; information regarding Kraft’ s or its affiliates’
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usiness operations, such as
financial and sales data (including budgets, forecasts and historical financial data), operational information, plans
and strategies; business and marketing strategies and plans for various products and services; information
regarding suppliers, consultants, employees, and contractors; technical information concerning products,
equipment, services, and processes; procurement procedures; pricing and pricing techniques; information
concerning past, current and prospective customers, investors and business affiliates; plans or strategies fo
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expansion or acquisitions; budgets; research; trading methodologies and terms; communications information;
evaluations, opinions, and interpretations of information and data; marketing and merchandising techniques;
electronic databases; models; specifications; computer programs; contracts; bids or proposals; technologies an
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methods; training methods and processes; organizational structure; personnel information; payments or rates pai
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to consultants or other service providers; and Kraft files, physical or electronic documents, equipment, an
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roprietary data or material in whatever form including all copies of all such materials. Confidential Information
does not include any of the Executive’ s expertise, experience, and knowledge gained throughout his career tha
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falls outside of the three-
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ronged definition in the first sentence above. The Executive agrees that he will no
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communicate or disclose any Confidential Information to any third party, or use it for his own account, withou
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the written consent of Kraft.
7. Executive agrees not to knowingly make any public statement that would disparage Kraft and its
affiliates or persons who are officers and directors of Kraft and its affiliates as of the