Common use of Confidential Information and Restricted Activities Clause in Contracts

Confidential Information and Restricted Activities. By signing this Agreement, you represent that you have carefully read and considered all the terms and conditions of this Agreement, including the restraints imposed on you pursuant to the Employee Confidentiality, Assignment and Noncompetition Agreement (the “Restrictive Covenant Agreement”) attached as Exhibit B, the terms of which are incorporated by reference herein. You acknowledge and agree that the Restrictive Covenant Agreement was provided to you with this Agreement and at least 10 business days prior to the Start Date. You agree without reservation that the restraints in the Restrictive Covenant Agreement are necessary for the reasonable and proper protection of the Company and its affiliates, and that each and every one of the restraints is reasonable in respect to subject matter, length of time and geographic area. You further agree that, if you were to breach any of the covenants contained in this Agreement or the Restrictive Covenant Agreement, in addition to the Company’s other legal and equitable remedies, the Company may suspend or cease any Termination Benefits to which you might otherwise be entitled. Any such suspension or termination of the Termination Benefits by the Company in the event of a breach by you shall not affect your ongoing obligations to the Company, including under the Restrictive Covenant Agreement.

Confidential Information and Restricted Activities. By signing this Agreement, you represent that you have carefully read and considered all the terms and conditions of this Agreement, including the restraints imposed on you pursuant to the Employee ConfidentialityCompany’s Non-Compete, Xxxxx Xxxxxxxxx July 28, 2014 Non-Solicitation, Confidentiality and Assignment and Noncompetition Agreement (the “Restrictive Covenant Agreement”) attached as Exhibit B1, the terms of which are incorporated by reference herein. You acknowledge and agree that the Restrictive Covenant Agreement was provided to you with this Agreement and at least 10 business days prior to the Start Date. You agree without reservation that the these restraints in the Restrictive Covenant Agreement are necessary for the reasonable and proper protection of the Company and its affiliates, and that each and every one of the restraints is reasonable in respect to subject matter, length of time and geographic area. You further agree that, if were you were to breach (and, if curable, did not promptly cure such breach following reasonable notice of such breach) any of the covenants contained in this Agreement or the Restrictive Covenant Agreement, in addition to the Company’s other legal and equitable remedies, the Company may suspend or cease any Termination Benefits to which you might otherwise be entitled. Any such suspension or termination of the Termination Benefits by the Company in the event of a breach by you shall not affect your ongoing obligations to the Company, including under the Restrictive Covenant Agreement.

Confidential Information and Restricted Activities. By signing this Agreement, you represent that you have carefully read and considered all the terms and conditions of this Agreement, including the restraints imposed on you pursuant to the Company’s Employee ConfidentialityNon-competition, Non-solicitation, Confidentiality and Assignment and Noncompetition Agreement (the “Restrictive Covenant Agreement”) attached as Exhibit Bhereto in the Appendix, the terms of which are incorporated by reference herein. You acknowledge and agree that the Equity Award constitutes mutually agreed upon consideration, which is independent from the continuation of your employment, for your agreement to the Restrictive Covenant Agreement was provided to you with this Agreement and at least 10 business days prior to the Start DateAgreement. You agree without reservation that the these restraints in the Restrictive Covenant Agreement are necessary for the reasonable and proper protection of the Company and its affiliates, and that each and every one of the restraints is reasonable in respect to subject matter, length of time and geographic area. You further agree that, if were you were to breach any of the covenants contained in this Agreement or the Restrictive Covenant Agreement, in addition to the Company’s other legal and equitable remedies, the Company may suspend or cease any Termination Benefits to which you might otherwise be entitled. Any such suspension or termination of the Termination Benefits by the Company in the event of a breach by you shall not affect your ongoing obligations to the Company, including under the Restrictive Covenant Agreement.