Freddie Mac 2015 Annual Report Download - page 423

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that are of the type and nature rendered or performed by you during the past two years of your
employment with Freddie Mac. Executive acknowledges and agrees that this covenant has unique,
substantial and immeasurable value to Freddie Mac, that Executive has sufficient skills to provide a
livelihood for Executive while this covenant remains in force, and that this covenant will not interfere
with Executive’s ability to work consistent with Executive’s experience, training and education. This
non-competition covenant applies regardless of whether Executive’s employment is terminated by
Executive, by Freddie Mac, or by a joint decision.
If Executive is a licensed lawyer, this non-competition covenant shall be interpreted in a manner
consistent with any rule applicable to a licensed legal professional in the jurisdiction(s) of the
Executive’s licensure or registration that concerns the Executive’s employment as counsel with, or
provision of legal services to, a Competitor.
III. Non-Solicitation and Non-Recruitment
During Executive’s employment with Freddie Mac and for a period of twelve (12) months after
Executive’s termination date, Executive will not solicit or recruit, attempt to solicit or recruit or assist
another in soliciting or recruiting any Freddie Mac managerial employee (including manager-level,
Executive-level, or officer-level employee) with whom Executive worked, or any employee whom
Executive directly or indirectly supervised at Freddie Mac, to leave the employee’s employment with
Freddie Mac for purposes of employment or for the rendering of professional services. This prohibition
against solicitation does not apply if Freddie Mac has notified the employee being solicited or recruited
that his/her employment with the Company will be terminated pursuant to a corporate reorganization or
reduction-in-force.
If Employee is a licensed lawyer, this non-solicitation covenant shall be interpreted in a manner
consistent with any rule applicable to a licensed legal professional in the jurisdiction(s) of Employee’s
licensure or registration.
IV. Treatment of Confidential Information
A. Non-Disclosure. Executive recognizes that Freddie Mac is engaged in an extremely competitive
business and that, in the course of performing Executive’s job duties, Executive will have access to and
gain knowledge about Confidential Information. Executive further recognizes the importance of
carefully protecting this Confidential Information in order for Freddie Mac to compete successfully.
Therefore, Executive agrees that Executive will neither divulge Confidential Information to any persons,
including to other Freddie Mac employees who do not have a Freddie Mac business-related need to
know, nor make use of the Confidential Information for the Executive’s own benefit or for the benefit of
anyone else other than Freddie Mac. Executive further agrees to take all reasonable precautions to
prevent the disclosure of Confidential Information to unauthorized persons or entities, and to comply
with all Company policies, procedures, and instructions regarding the treatment of such information.
B. Return of Materials. Executive agrees that upon termination of Executive’s employment with
Freddie Mac for any reason whatsoever, Executive will deliver to Executive’s immediate supervisor all
tangible materials embodying Confidential Information, including, but not limited to, any documentation,
records, listings, notes, files, data, sketches, memoranda, models, accounts, reference materials, samples,
machine-readable media, computer disks, tapes, and equipment which in any way relate to Confidential
Information, whether developed by Executive or not. Executive further agrees not to retain any copies of
any materials embodying Confidential Information.
C. Post-Termination Obligations. Executive agrees that after the termination of Executive’s
employment for any reason, Executive will not use in any way whatsoever, nor disclose any Confidential