Seagate 2009 Annual Report Download - page 238

professional relationships. A conflict of interest occurs when the private interest of an employee or director interferes—or appears to interfere—
in any way with the interests of the Company. Conflicts of interest can occur when an Employee or Director takes action or has interests that
could reasonably be expected to make it difficult to make objective decisions on behalf of the Company or to perform his or her duties
effectively. Conflicts of interest also arise when an Employee or Director, or a member of his or her family, receives improper personal benefits
as a result of his or her position with the Company. An Employee or Director will not be deemed to have a conflict of interest solely on the basis
of his service on the board of directors of a company that is under common ownership, or has a business relationship, with the Company.
As a matter of corporate policy, Employees and Directors must avoid business and personal situations that may give rise to a conflict of
interest. Employees who become aware of a conflict or potential conflict, or who have a question about whether a conflict exists, should bring it
to the attention of the Company’s General Counsel or the Company’s Chief Executive Officer. Directors who become aware of a conflict or
potential conflict, or have questions about whether a conflict exists should bring it to the attention of the Chairman of the Board.
Receiving personal benefits as a result of one’s position with the Company may also create a conflict of interest. The acceptance of
gifts from individuals or organizations that do business or are seeking to do business with the Company is discussed below under “Gifts and
Gratuities.”
4. Corporate Opportunities.
Employees and Directors are prohibited from taking for themselves personally any potential business opportunities that the Company
may have an interest in or that arise through the use of corporate property, information, or position. The use of corporate property, information,
or position for personal gain is also prohibited. Employees and Directors are further prohibited from competing with the Company directly or
indirectly. Employees and Directors owe a duty to the Company to advance its legitimate interests when the opportunity to do so arises.
5. Confidentiality.
Employees and Directors may learn information about the Company that is not known to the general public or to competitors.
Confidential information includes all non-public information that might be of use to competitors, or harmful to the Company or its customers if
disclosed, or information that associates of the Company have entrusted to it.
Employees and Directors must maintain the confidentiality of information entrusted to them by the Company by using the Company’s
confidential information only for business purposes, and limiting dissemination of the Company’s confidential information, both inside and
outside the Company, to people who need to know the
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