public domain through no wrongful act of the recipient, or (iii) information received by Executive from a third party who was free to disclose it. Executive understands that Comerica’s Confidential Information, including its trade secrets, is highly sensitive information relating to the business of Comerica and of Comerica’s clients, which has had its secrecy protected both internally and externally and which is a competitive asset of Comerica. Executive hereby agrees that Executive shall not use, commercialize or disclose such Confidential Information to any person or entity, except to such individuals as approved by Comerica in writing prior to any such disclosure or as otherwise required by law. Nothing in this Agreement shall prohibit or limit Executive’s ability to make disclosures that are protected by Rule 21F-17 of the Securities and Exchange Act of 1934 or similar provisions of federal law or regulation, including, without limitation, disclosures pursuant to Section 922 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Executive’s obligations pursuant to this Paragraph shall survive the termination of this Agreement.
Cooperation. Executive agrees that in the event of a legal proceeding (whether threatened or pending, whether investigative, administrative, or judicial) involving matters of which Executive has knowledge by virtue of the positions Executive held during Executive’s employment at Comerica, Executive shall disclose to Comerica and its counsel any facts known to Executive which might be relevant to said legal proceeding and shall cooperate fully with Comerica and its counsel so as to enable Comerica to present any claim or defense which it may have relating to such matters. For purposes of this paragraph, “cooperate fully” shall mean that
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