Customer Firm Associates, L.P.
c/o Customer Firm Management Corporation
123 Fifth Avenue, 35th Floor
New York, New York 10019
04 June, 2008
Broker Dealer Inc.
15 West 11th Street
New York NY 12319
In connection with the opening and operation of accounts (the “Accounts”) by and
between Broker Dealer USA, Inc. (together with a successor-in-interest and affiliates, “Dealer”)
and Customer Firm Associates, L.P. (together with its affiliates, “Customer Firm”), and the
investment of funds by Customer Firm with the Dealer, Customer Firm is furnishing to Dealer
certain organizational and financial documentation, and may provide additional information
concerning Customer Firm in the future, all of which are strictly confidential. By accepting such
information, Dealer agrees that any such information furnished to it by the employees or agents
of Customer Firm will be kept strictly confidential. Dealer agrees: (i) to maintain such
information in strict confidence; (ii) to protect the information with the same degree of care as it
would its own confidential information; (iii) to advise those persons to whom the information is
disclosed of their obligation to maintain the confidentiality of the information and require such
persons to be bound by the terms of this Confidentiality Agreement; and (iv) to use the
information solely for purposes of evaluating Customer Firm pursuant to the Master Agreement
and the Accounts.
Dealer agrees to provide such information only to its officers, employees or
agents who need to know such information for the exclusive purpose of assisting in the
evaluation of Customer Firm, all of whom shall be informed by it of this Confidentiality
Agreement and shall agree to be bound by the terms hereof.
The foregoing restrictions with respect to information furnished to Dealer shall
not apply to any information which Dealer demonstrates: (i) becomes generally available to the
public, other than as a result of a disclosure by it or its representatives, (ii) was available to it on
a non-confidential basis prior to disclosure to it by Customer Firm or Customer Firm’s
representatives, or (iii) becomes available to it on a non-confidential basis from a source other
than Customer Firm or Customer Firm’s representatives, which source was itself not bound by a
confidentiality agreement with Customer Firm or Customer Firm’s representatives.
Dealer acknowledges that breach of this Confidentiality Agreement may cause
irreparable damage to Customer Firm, for which a remedy at law may not be adequate.
Accordingly, in the event of any breach or threatened breach, Customer Firm shall be entitled to
appropriate injunctive relief in any court of competent jurisdiction, in addition to any other
remedies to which Customer Firm would otherwise be entitled.
This Confidentiality Agreement shall be governed by and construed in accordance
with the internal laws of the State of New York.
This Confidentiality Agreement shall inure to the benefit of Customer Firm and
its respective successors and assigns and shall be binding upon Dealer and its agents,
representatives, successors and assigns.
Very truly yours,
CUSTOMER FIRM ASSOCIATES, L.P.
By: Customer Firm Capital Advisors, L.P., General
By: Legal Firm Associates, Inc., General
Jeo Blow, Vice President
Accepted and Agreed to as
of the date written below: