DISCLOSED SHALL BE USED ONLY AS
REQUIRED TO PERFORM THE SERVICES.
CUSTOMER AND ITS AFFILIATES SHALL USE THE
SAME DEGREE OF CARE TO PREVENT AND RESTRAIN THE UNAUTHORIZED USE OR DISCLOSURE
OF THE PROVIDER CONFIDENTIAL INFORMATION BY ANY OF THEIR REPRESENTATIVES AS THEY
CURRENTLY USE FOR THEIR OWN CONFIDENTIAL INFORMATION OF A LIKE NATURE, BUT IN NO
EVENT LESS THAN A REASONABLE STANDARD OF CARE.
FOR PURPOSES OF THIS
SECTION 11.B, ANY INFORMATION, MATERIAL OR DOCUMENTS RELATING TO THE BUSINESSES
CURRENTLY OR FORMERLY CONDUCTED, OR PROPOSED TO BE CONDUCTED, BY GE OR ANY OF
ITS AFFILIATES (OTHER THAN ANY MEMBER OF THE GENWORTH GROUP) FURNISHED TO OR IN
POSSESSION OF CUSTOMER OR ANY OF ITS AFFILIATES, IRRESPECTIVE OF THE FORM OF
COMMUNICATION, AND ALL NOTES, ANALYSES, COMPILATIONS, FORECASTS, DATA,
TRANSLATIONS, STUDIES, MEMORANDA OR OTHER DOCUMENTS PREPARED BY CUSTOMER OR ITS
OFFICERS, DIRECTORS AND AFFILIATES, THAT CONTAIN OR OTHERWISE REFLECT SUCH
INFORMATION, MATERIAL OR DOCUMENTS IS HEREINAFTER REFERRED TO AS
"PROVIDER
CONFIDENTIAL INFORMATION."
"PROVIDER CONFIDENTIAL INFORMATION" DOES NOT
INCLUDE, AND THERE SHALL BE NO OBLIGATION HEREUNDER WITH RESPECT TO, INFORMATION
THAT (I) IS OR BECOMES GENERALLY AVAILABLE TO THE PUBLIC, OTHER THAN AS A RESULT
OF A DISCLOSURE BY CUSTOMER OR ITS REPRESENTATIVES NOT OTHERWISE PERMISSIBLE
HEREUNDER, (II) CUSTOMER OR SUCH REPRESENTATIVE CAN DEMONSTRATE WAS OR BECAME
AVAILABLE TO IT FROM A SOURCE OTHER THAN PROVIDER AND ITS AFFILIATES, OR (III)
IS DEVELOPED INDEPENDENTLY BY CUSTOMER OR ITS REPRESENTATIVES WITHOUT REFERENCE
TO THE PROVIDER CONFIDENTIAL INFORMATION; PROVIDED, HOWEVER, THAT, IN THE CASE
OF CLAUSE (II), THE SOURCE OF SUCH INFORMATION WAS NOT KNOWN BY CUSTOMER TO BE
BOUND BY A CONFIDENTIALITY AGREEMENT WITH, OR OTHER CONTRACTUAL, LEGAL OR
FIDUCIARY OBLIGATION OF CONFIDENTIALITY TO, PROVIDER OR ITS AFFILIATES WITH
RESPECT TO SUCH INFORMATION.
13
C.
REQUIRED DISCLOSURES.
IF PROVIDER OR ITS AFFILIATES, ON THE ONE
HAND, OR CUSTOMER OR ITS AFFILIATES, ON THE OTHER HAND, ARE REQUESTED OR
REQUIRED (BY ORAL QUESTION, INTERROGATORIES, REQUESTS FOR INFORMATION OR
DOCUMENTS, SUBPOENA, CIVIL INVESTIGATIVE DEMAND OR SIMILAR PROCESS) BY ANY
GOVERNMENTAL AUTHORITY OR PURSUANT TO APPLICABLE LAW TO DISCLOSE OR PROVIDE ANY
CUSTOMER CONFIDENTIAL INFORMATION OR PROVIDER CONFIDENTIAL INFORMATION AS
APPLICABLE, THE ENTITY OR PERSON RECEIVING SUCH REQUEST OR DEMAND SHALL USE ALL
REASONABLE EFFORTS TO PROVIDE THE OTHER PARTY WITH WRITTEN NOTICE OF SUCH
REQUEST OR DEMAND AS PROMPTLY AS PRACTICABLE UNDER THE CIRCUMSTANCES SO THAT
SUCH OTHER PARTY SHALL HAVE AN OPPORTUNITY TO SEEK AN APPROPRIATE PROTECTIVE
ORDER.
THE PARTY RECEIVING SUCH REQUEST OR DEMAND AGREES TO TAKE, AND CAUSE ITS
REPRESENTATIVES TO TAKE, AT THE REQUESTING PARTY'S EXPENSE, ALL OTHER REASONABLE
STEPS NECESSARY TO OBTAIN CONFIDENTIAL TREATMENT BY THE RECIPIENT.
SUBJECT TO
THE FOREGOING, THE PARTY THAT RECEIVED SUCH REQUEST OR DEMAND MAY THEREAFTER
DISCLOSE OR PROVIDE ANY CUSTOMER CONFIDENTIAL INFORMATION OR PROVIDER
CONFIDENTIAL INFORMATION, AS THE CASE MAY BE, TO THE EXTENT REQUIRED BY SUCH LAW
(AS SO ADVISED BY COUNSEL) OR BY LAWFUL PROCESS OR SUCH GOVERNMENTAL AUTHORITY.
D.
HIPAA ADDENDUM.
IF PROVIDER IN CONNECTION WITH THE PROVISION OF