American Home Shield 2010 Annual Report Download - page 298

Subject to a request for confidential treatment, certain portions of this agreement have been intentionally omitted. The omitted
portions subject to the confidential treatment request are designated by three asterisks ([***]). A complete version of this
agreement has been separately filed with the Securities and Exchange Commission.
Exhibit 6
Attachment 6-1
CONFIDENTIALITY AGREEMENT
This Confidentiality Agreement (the "Agreement"), effective as of November 1, 2010, is entered into between
(the "Company") and Deloitte & Touche LLP ("Deloitte & Touche").
WHEREAS, Deloitte & Touche has been engaged to perform certain audit services (the "Services") for the Company; and
WHEREAS, in connection with the provision of such Services, the Company may disclose to Deloitte & Touche certain
information which the Company considers to be confidential, proprietary or non-public business information or trade secrets of the
Company, or information of a third party which the Company is obligated to keep confidential (the "Confidential Information"); and
WHEREAS, the Company desires for Deloitte & Touche to maintain the confidentiality of any Confidential Information
disclosed by the Company to Deloitte & Touche, and Deloitte & Touche desires to maintain the confidentiality of such Confidential
Information, in each case on the terms and conditions set forth herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the
Company and Deloitte & Touche hereby agree as follows:
1. Deloitte & Touche shall protect the confidentiality of the Confidential Information from third parties by exercising at least
the same degree of care as Deloitte & Touche employs in maintaining the confidentiality of its own confidential, proprietary or non-
public business information or trade secrets, but in no event less than a reasonable degree of care.
2. There shall be no obligation of confidentiality with respect to any information which: (a) is required to be disclosed by
Deloitte & Touche by any law, regulation, judicial or administrative process, or is disclosed by Deloitte & Touche in accordance with
applicable professional standards or in connection with litigation pertaining to this Agreement or the Services, (b) has otherwise
become publicly available (including, without limitation, any information filed with any governmental agency and available to the
public) other than as the result of a disclosure by Deloitte & Touche in breach hereof, (c) becomes available to Deloitte & Touche on a
nonconfidential basis from a source other than the Company which Deloitte & Touche believes is not prohibited from disclosing such
information to Deloitte & Touche by obligation to the Company, (d) is known by Deloitte & Touche prior to its receipt from the
Company hereunder without any obligation of confidentiality with respect thereto, or (e) is
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