Confidentiality, Non-Disclosure and Non-Compete Agreement

Confidentiality and Non-Compete Agreements Exhibit 10-10
CONFIDENTIALITY, NON-DISCLOSURE AND NON-COMPETE AGREEMENT
As a condition of my being employed by, or of my continuing as an employee of the company,

I understand that, as a normal part of my duties, it will be necessary for me to receive and make use of
confidential information and to access and use confidential information from users’ systems.
I understand that the integrity of this information and data is essential in assuring the safety of blood
products and the effectiveness and success of the company’s business; consequently, I understand that all
necessary precautions must be taken to protect this information and data from coming into possession of
unauthorized persons, and from destruction or alteration except upon the direct instructions of an officer
of the company, or where appropriate, of a user. Any such request from a user must be fully
documented. I further understand that all such information and data must be treated in confidence and
can only be used as required in the performance of my duties at the company, or to respond to a user’s
request for assistance, or for the essential operation of the company. I am aware that data in users’
systems may be protected under State and Federal law to assure the confidentiality of medical
information.
I understand that I must not discuss site-specific information except as it is necessary to resolve
problems or to alert others to potential problems at other installations
I have been instructed to the effect that the company considers confidentiality and date integrity to be
essential aspects of its business and that failure to comply with this agreement will result in disciplinary
action, which could involve termination.
Although confidential company information does not include my technical skills and accumulated
experience in the computer and software field, specifically the company has called to my attention the
following categories of information, which I understand are not by any means all-inclusive:
1. Any documents, copies, notes, discs, or other tangible materials embodying or containing any
information relating to design goals, functional specifications, database architecture, code listings,
libraries or object code.
2. The contents, plans and schedules of the company’s current and future software products, together
with information as to their costs, revenues, profitability, strengths and weaknesses.
3. The contents of the company’s plans, including, without limitation, strategic and operating plans, as
well as the company’s software development methodology, standard operating procedures, method
of operation and technical and scientific know-how.
4. Knowledge and documents which I obtain during the performance of my duties relating to the
company’s customers, its customer relationships, and the company products used by those
customers, and also information and data obtained from customers which the company needs in the
conduct of its business.
5. Personnel plans, and data and information relating to the company’s personnel including, without
limitation, unique skills, knowledge, experience, salaries, employee lists and organization charts.
6. Plans, programs, dealings and relationships between the company and any third party distribution
Confidentiality and Non-Compete Agreements Exhibit 10-10 (continued)
channels such as, but not limited to, dealers, remarketers, systems builders and distributors.
If at any point I have questions as to whether the company regards certain information or data as
confidential, I will promptly inquire of the company’s Human Resources Department before making use
of such information or data in any way which might contravene the provisions of the Confidentiality,
Non-Disclosure and Non-Compete Agreement.
I commit myself to adhere faithfully to this Agreement and during the period of my employment by the
company and thereafter, to hold in strictest confidence, and not to disclose to any person, firm, or
corporation, without the express authorization of an officer of the company, any information, technique,
process, formula, development or experimental work, work in process, business or trade secret, or any
other confidential matters relating to the products, employees, sales, or business of the company, except
insofar as such disclosure or use is required in connection with my duties as an employee of the
company.
As an independent covenant, if I am in an exempt position grade level nine or higher in the company’s
job category scale, I agree, during the period of my employment by the company and for a period of two
years following the termination of my employment with the company, not to work for or to engage in
any capacity with any business or organization which is competitive with the company in the United
States in the development, installation, programming, selling, or servicing of computer software or
interfaces for processing information involving blood or blood components.
Employee Date
Witness Date

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Confidentiality and Non-Compete Agreements Exhibit 10-10

CONFIDENTIALITY, NON-DISCLOSURE AND NON-COMPETE AGREEMENT

As a condition of my being employed by, or of my continuing as an employee of the company,

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