Neiman Marcus 2008 Annual Report Download - page 737

Affiliates, or their respective businesses or employees, that is otherwise obtained by the other Party in connection with providing
Services hereunder, in each case including: (A) information concerning marketing plans, objectives and financial results;
(B) information regarding business systems, methods, processes, financing data, programs and products; (C) information
regarding any products offered or proposed to be offered under the Program Agreement or the manner of offering of any such
products; (D) information unrelated to the Program obtained by Servicer or the Household Companies in connection with this
Agreement, including by accessing or being present at the business location of the other Party; and (E) proprietary technical
information, including source codes, or other proprietary information developed in connection with the Program; and (iii) the
terms and conditions of this Agreement.
(ii) The restrictions on disclosure of Confidential Information under this Section 8.01 shall not apply to information
received or obtained by Servicer or the Household Companies, as the case may be, that: (i) is or becomes generally available to
the public other than as a result of disclosure in breach of this Agreement or any other confidentiality obligations; (ii) is lawfully
received on a non-confidential basis from a third party authorized to disclose such information without restriction and without
breach of this Agreement; (iii) is contained in, or is capable of being discovered through examination of, publicly available
records or products; (iv) is required to be disclosed by Applicable Law; provided that the Party subject to such Applicable Law
shall use reasonable efforts to avoid such disclosure and notify the other Party of any such use or requirement prior to disclosure
of any Confidential Information obtained from the other Party in order to afford such other Party an opportunity to seek a
protective order to prevent or limit disclosure of the Confidential Information to third Parties; provided, further, that such
information shall be disclosed only to the extent required by such Applicable Law and shall otherwise remain Confidential
Information; or (v) is developed by Servicer or the Household Companies, as the case may be, without the use or knowledge of
any proprietary, non-public information provided by the other Party under, or otherwise made available to such Party as a result
of, this Agreement. Nothing herein shall be construed to permit the Receiving Party (as defined below) to disclose to any third
party any Confidential Information that the Receiving Party is required to keep confidential under Applicable Law.
(iii) The terms and conditions of this Agreement shall each be the Confidential Information of Servicer and the Household
Companies and each of the Parties to this Agreement shall be deemed to be a Receiving Party of each of them; provided,
however, that the terms of this Agreement may be filed by either Party with any Governmental Authority (including public
filings with the Securities and Exchange Commission) to the extent required by Applicable Law.
(iv) If Servicer, on the one hand, or the Household Companies, on the other hand, receives Confidential Information of the
other Party ("Receiving Party"), the Receiving Party shall do the following with respect to the Confidential Information of the
other Party ("Disclosing Party"): (i) keep the Confidential Information of the Disclosing Party secure and confidential; (ii) treat
all Confidential Information of the Disclosing Party with the same degree of care as it accords its own Confidential Information,
but in
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