Common use of Covenants and Confidential Information Clause in Contracts

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his the Executive’s duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly do or suffer either of the following: (Ai) own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his the Executive’s employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive will not directly or indirectly during the term of this Employment Agreement and for a period of one (1) year after the expiration of this Employment Agreement or the termination of Executive’s employment for any reason, solicit or induce or attempt to solicit or induce any employee(s) of the Company and/or any subsidiary, affiliated or related companies to terminate their employment with the Company and/or any subsidiary, affiliated or related companies. (c) The Executive agrees and understands that the remedy at law for any breach by him the Executive of this Paragraph 6 7 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 67, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 7 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 7 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 67, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges Employee agrees that for the Company’s reliance and expectation applicable period specified below, he will not, directly or indirectly, do any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or Be engaged by or otherwise affiliated or associated as a consultantpartner, independent contractor officer, director, employee, shareholder or otherwise with, consultant by any other corporation, partnership, proprietorship, firm, association or other business entity which is engaged in the business ofoperation of health or fitness clubs within five (5) miles of any facility which (on the date Employee ceases to be employed hereunder) is owned, managed or under development to be owned or managed by BTFHC, its subsidiaries, affiliates and/or its successors and assigns, or otherwise engage in the business ofis owned by a franchisee of BTFHC, acquiringits subsidiaries, owning, developing or managing self-storage facilitiesaffiliates and/or its successor and assigns ("Facility"); provided, however, that the ownership of not more than one percent (1%) of any class the stock in a publicly-traded corporation shall not be deemed violative of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this subparagraph 6(a)(i); (ii) During and after the term Induce any person who is an employee, officer, or agent of this Employment AgreementBTFHC, the Executive shall notto terminate said relationship or employ, directly assist in employing or indirectlyotherwise associate in business with any present, discloseformer or future employee or officer of BTFHC; (iii) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests ofof BTFHC, the Companycustomer lists, any confidential information relating to the Company’s operationsinventions, properties ideas, discoveries, manufacturing methods, product research or otherwise to its particular business engineering data or other trade secrets of the CompanyBTFHC, it being acknowledged by the Executive Employee that all such information regarding the business of the Company BTFHC compiled or obtained by, or furnished to, the Executive Employee while the Executive he shall have been employed by or associated with the Company BTFHC is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason property of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyBTFHC. (b) The Executive agrees provisions of subparagraphs 6(a)(i), 6(a)(ii) and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company 6(a)(iii) shall be entitled to immediate injunctive relief operative during the Term hereof and may obtain a temporary order restraining any threatened or further breachas hereafter provided in this subparagraph 6(b). (ci) The Executive has carefully considered In the nature event of a "Change in Control" (as defined in subparagraph 9(c)), the provisions of subparagraphs 6(a)(i) and extent 6(a)(ii) shall be operative only so long as the Employee remains an employee of BTFHC. (ii) In all events, including a Change in Control or in the restrictions upon him and event Employee is terminated for illness or incapacity (as provided in subparagraph 7(a)) or for "Cause" (as defined in subparagraph 8(a)), the rights and remedies conferred upon provisions of subparagraph 6(a)(iii) shall be operative until such time as the Company under this Paragraph 6, and hereby acknowledges and agrees that information becomes public knowledge other than through the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience act of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, limited liability company, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing aviation services or managing self-storage facilitiescommercial security; provided, however, except that the ownership of Executive may own not more than one percent (1%) of any class of publicly traded securities of any entity is permitted entity, and own interests in the Company subject only to any restriction imposed by any agreement or instrument other than this Agreement; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information information: (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 5 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 65, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 5 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 5 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 65, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of During the Executive’s continued commitment to performance of his duties employment with the Company and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-for one year period following the after termination of this Employment Agreementthat employment, the Executive shall will not: (A) , directly or indirectly, own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in: (i) any business that, during the Executive’s employment with the Company in any capacity (including as a consultant), competes with the business ofof the Company or any of the Company’s affiliates or subsidiaries; or (ii) any business that, acquiringduring the one-year period following the Executive’s termination date, owningcompetes with the business of the Company as conducted on the date the Executive ceases to be employed by the Company in any capacity, developing or managing self-storage facilities(including as a consultant) (collectively, the “Covered Activities”); provided, however, that the ownership of not more than one percent (1%) % of the stock of any class of publicly traded securities corporation shall not be deemed a violation of this covenant; provided, further, that in the event of a Termination Without Cause, the Executive may engage in any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt Covered Activity if prior to employ or solicit for accepting any such employment competitive he enters into a confidentiality agreement with the Company, Company in form and substance satisfactory to the Company in its sole discretion (it being agreed that such confidentiality agreement may be broader in scope than the provisions of this Agreement and that such confidentiality agreement is intended to protect the Company from any Company employeesrisks which may arise in connection with the specific prospective employment of the Executive). (iib) During the Term of Employment and for one year after termination of the term of this Employment AgreementExecutive’s employment, the Executive shall will not, directly or indirectlyindirectly induce any person who is an employee, officer or agent of the Company or any of the Company’s affiliates or subsidiaries to terminate said relationship. (c) During the Term of Employment and any time thereafter, the Executive will not, directly or indirectly disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, manner in competition with, or contrary to the interests of, the Company, Company or any confidential information relating to of the Company’s operationsaffiliates or subsidiaries, properties the customer lists, or otherwise to its particular business or other trade secrets of the Company or any of the Company’s affiliates or subsidiaries, it being acknowledged by the Executive that all such information regarding the business of the Company and the Company’s affiliates or subsidiaries, compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions this subsection 9(c) shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach disclosure by the Executive of confidential information in the terms hereofcourse of carrying out his duties under this Agreement or when required to do so by a court of law, (C) was not acquired by to any governmental agency having jurisdiction over the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from business of the Company and its subsidiaries or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental any administrative body or agencylegislative body (including a committee thereof) with jurisdiction to order him to divulge, discuss or make accessible such information. (bd) The Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 9 will be inadequate and that the damages flowing from such breach are not readily susceptible to of being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6Section 9, the Company shall be entitled to seek immediate injunctive relief and may obtain a temporary order restraining any threatened or further breachbreach (all as determined by a court of competent jurisdiction). Nothing in this Section 9 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Section 9 that may be pursued or availed of by the Company. (ce) The Executive has carefully considered In the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees event that the same are reasonable Executive shall violate any legally enforceable provision of this Section 9 (as determined by a court of competent jurisdiction) as to which there is a specific time period during which he is prohibited from taking certain actions or from engaging in certain activities, as set forth in such provision, then such violation shall toll the running of that time and territory, are designed to eliminate competition which otherwise would be unfair to period from the Company, do not stifle date of its commencement until the inherent skill and experience date of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executiveits cessation.

Covenants and Confidential Information. (a) The Executive acknowledges agrees that during the Company’s reliance Term of Employment and expectation for so long as he is entitled to receive any benefits or payments under this Agreement (but in no event for less than one year after the Term of Employment) and, as to subsection 9(a)(iii) below, at any time after the Term of Employment he will not, directly or indirectly, do or suffer any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in any business that competes with, the business ofof the Company or any of the Company’s affiliates or subsidiaries (as conducted on the date the Executive ceases to be employed by the Company in any capacity, acquiringincluding as a consultant) (collectively, owning, developing or managing self-storage facilitiesthe “Covered Activities”); provided, however, that the ownership of not more than one percent (1%) % of the stock of any class of publicly traded securities corporation shall not be deemed a violation of this covenant; provided, further, however, that in the event of a Termination Without Cause, the Executive may engage in any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt Covered Activity if prior to employ or solicit for accepting any such employment competitive he enters into a confidentiality agreement with the Company, Company in form and substance satisfactory to the Company in its sole discretion (it being agreed that such confidentiality agreement may be broader in scope than the provisions of this Agreement and that such confidentiality agreement is intended to protect the Company from any Company employeesrisks which may arise in connection with the specific prospective employment of the Executive). (ii) During and after Induce any person who is an employee, officer or agent of the term Company or any of this Employment Agreement, the Executive shall not, directly Company’s affiliates or indirectly, disclosesubsidiaries to terminate said relationship. (iii) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, manner in competition with, or contrary to the interests of, the Company, Company or any confidential information relating to of the Company’s operationsaffiliates or subsidiaries, properties the customer lists, or otherwise to its particular business or other trade secrets of the Company or any of the Company’s affiliates or subsidiaries, it being acknowledged by the Executive that all such information regarding the business of the Company and the Company’s affiliates or subsidiaries, compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions this subsection 9(a)(iii) shall not apply to the extent that such disclosure by the Executive of confidential information (A) is clearly obtainable in the public domain, course of carrying out his duties under this Agreement or (B) becomes obtainable in when required to do so by a court of law, to any governmental agency having jurisdiction over the public domain, except by reason business of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment Company and its subsidiaries or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental any administrative body or agencylegislative body (including a committee thereof) with jurisdiction to order him to divulge, discuss or make accessible such information. (b) The Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 9 will be inadequate and that the damages flowing from such breach are not readily susceptible to of being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6Section 9, the Company shall be entitled to seek immediate injunctive relief and may obtain a temporary order restraining any threatened or further breachbreach (all as determined by a court of competent jurisdiction). Nothing in this Section 9 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Section 9 that may be pursued or availed of by the Company. (c) The Executive has carefully considered In the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees event that the same are reasonable Executive shall violate any legally enforceable provision of this Section 9 (as determined by a court of competent jurisdiction) as to which there is a specific time period during which he is prohibited from taking certain actions or from engaging in certain activities, as set forth in such provision, then such violation shall toll the running of that time and territory, are designed to eliminate competition which otherwise would be unfair to period from the Company, do not stifle date of its commencement until the inherent skill and experience date of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executiveits cessation.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his the Executive’s duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly do or suffer either of the following: (Ai) own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his the Executive’s employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive will not directly or indirectly during the term of this Employment Agreement and for a period of one (1) year after the expiration of this Employment Agreement or the termination of Executive’s employment for any reason, solicit or induce or attempt to solicit or induce any employee(s) of the Company and/or any subsidiary, affiliated or related companies to terminate their employment with the Company and/or any subsidiary, affiliated or related companies. (c) The Executive agrees and understands that the remedy at law for any breach by him the Executive of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted permitted; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him him/her of this Paragraph Section 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph Section 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph Section 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, management or control ofcontrol, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s 's reliance and expectation of the Executive’s Employee's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive Employee shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive Employee shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive Employee that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive Employee of the terms hereof, (C) was not acquired by the Executive Employee in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive Employee from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive Employee agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the Executive’s Employee's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information information. (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, including any periods during which Executive is not providing services to the Company but is receiving payments of compensation hereunder (but not including payments under Paragraphs 5, 6 or 7), Executive shall not: , directly or indirectly, do or suffer any of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business ofentity, or otherwise engage in any business, which is in competition with the business of, acquiring, owning, developing or managing self-storage facilitiesCompany (as described in Paragraph 10(b)); provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.shall not be deemed a violation of this covenant; (ii) During and after Employ, assist in employing, or otherwise associate in business with any senior executive of the term Company who was so employed or retained at any time during the one (1) year period preceding the date on which Executive's employment with the Company ceases; (iii) Induce any person who is a senior executive or officer of this Employment Agreement, the Executive shall not, directly or indirectly, discloseCompany to terminate said relationship; and (iv) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, Company any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The For purposes of this Agreement, an entity shall be deemed to be in competition with the Company if and only if more than twenty-five per cent (25%) of the gross revenues of such entity are derived from the business of selling office supplies, office furniture, computers, and such other products of the type as are sold at or from a majority of OfficeMax stores on the date of the termination of Executive's employment hereunder. (c) Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 10 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 610, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 10 shall be deemed to limit the Company's remedies at law or in equity for any breach by Executive of any of the provisions of this Paragraph 10 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 610, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, at any time during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information information: (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 5 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 65, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The . Nothing in this Paragraph 5 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive has carefully considered the nature and extent of any of the restrictions upon him and the rights and remedies conferred upon the Company under provisions of this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition 5 which otherwise would may be unfair to pursued or availed of by the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his the Executive’s duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly do or suffer either of the following: (Ai) own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his the Executive’s employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive will not directly or indirectly during the term of this Employment Agreement and for a period of one (1) year after the expiration of this Employment Agreement or the termination of Executive’s employment for any reason, solicit or induce or attempt to solicit or induce any employee(s) of the Company and/or any subsidiary, affiliated or related companies to terminate their employment with the Company and/or any subsidiary, affiliated or related companies. (c) The Executive agrees and understands that the remedy at law for any breach by him the Executive of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him her and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance on and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment AgreementTerm. In light of such reliance and expectation on the part of the Company, during the applicable period hereafter specified in Section 6(b), the Executive shall not, directly or indirectly, do or suffer either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing marketing or managing self-storage facilitiesproviding telecommunication services within the United States in competition with the Company; provided, however, that the beneficial and/or record ownership of not more than one four and nine-tenths percent (14.9%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, other than in competition with, or contrary to accordance with the interests of, the CompanyExecutive's duties hereunder, any confidential or proprietary information relating to the Company’s 's business, prospects, finances, operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential and/or proprietary information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information information: (A) is clearly obtainable in the public domain, ; (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, hereof or by another person barred by a similar duty of confidentiality; or (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The applicable periods shall be: (i) so long as the Executive is an employee of the Company; (ii) as to clause (ii) of Section 6(a), at any time after the Executive is no longer an employee of the Company; and (iii) as to clause (i) of Section 6(a), upon the payment by the Company to the Executive of $1,000,000 in cash as severance (which shall be paid at termination) in addition to payments otherwise required under this Agreement, for a period of one year after termination of employment for Cause or for Permanent Disability or without Good Reason. (c) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph Section 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, that the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Section 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Section 6 which may be pursued or availed of by the Company. (cd) THE EXECUTIVE HAS CAREFULLY CONSIDERED THE NATURE AND EXTENT OF THE RESTRICTIONS UPON HIM AND THE RIGHTS AND REMEDIES CONFERRED UPON THE COMPANY UNDER THIS SECTION 6, AND HEREBY ACKNOWLEDGES AND AGREES THAT THE SAME ARE REASONABLE IN TIME AND TERRITORY, ARE DESIGNED TO ELIMINATE COMPETITION WHICH OTHERWISE WOULD BE UNFAIR TO THE COMPANY, DO NOT STIFLE THE INHERENT SKILL AND EXPERIENCE OF THE EXECUTIVE, WOULD NOT OPERATE AS A BAR TO THE EXECUTIVE'S SOLE MEANS OF SUPPORT, ARE FULLY REQUIRED TO PROTECT THE LEGITIMATE INTERESTS OF THE COMPANY AND DO NOT CONFER A BENEFIT UPON THE COMPANY DISPROPORTIONATE TO THE DETRIMENT TO THE EXECUTIVE. (e) The Executive has carefully considered acknowledges that the nature and extent Executive's obligations under this Section 6 shall survive in accordance with paragraph (b) above regardless of whether the restrictions upon him and the rights and remedies conferred upon Executive's employment by the Company under this Paragraph 6is terminated, and hereby acknowledges and agrees that voluntarily or involuntarily, by the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of Company or the Executive, would not operate as a bar to with Cause or without Cause, or the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveExecutive with or without Good Reason.

Covenants and Confidential Information. (a) The Executive acknowledges Employee agrees that for the Company’s reliance and expectation applicable period specified below, he will not, directly or indirectly, do any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or Be engaged by or otherwise affiliated or associated as a consultantpartner, independent contractor officer, director, employee, shareholder or otherwise with, consultant by any other corporation, partnership, proprietorship, firm, association or other business entity which is engaged in the business ofoperation of health or fitness clubs within five (5) miles of any facility which (on the date Employee ceases to be employed hereunder) is owned, managed or under development to be owned or managed by BTFHC, its subsidiaries, affiliates and/or its successors and assigns, or otherwise engage in the business ofis owned by a franchisee of BTFHC, acquiringits subsidiaries, owning, developing or managing self-storage facilitiesaffiliates and/or its successor and assigns ("Facility"); provided, however, that the ownership of not more than one percent (1%) of any class the stock in a publicly-traded corporation shall not be deemed violative of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this subparagraph 6(a)(i); (ii) During and after the term Induce any person who is an employee, officer, or agent of this Employment AgreementBTFHC, the Executive shall notto terminate said relationship or employ, directly assist in employing or indirectlyotherwise associate in business with any present, discloseformer or future employee or officer of BTFHC; (iii) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests ofof BTFHC, the Companycustomer lists, any confidential information relating to the Company’s operationsinventions, properties ideas, discoveries, manufacturing methods, product research or otherwise to its particular business engineering data or other trade secrets of the CompanyBTFHC, it being acknowledged by the Executive Employee that all such information regarding the business of the Company BTFHC compiled or obtained by, or furnished to, the Executive Employee while the Executive he shall have been employed by or associated with the Company BTFHC is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason property of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyBTFHC. (b) The Executive agrees provisions of subparagraphs 6(a)(i), 6(a)(ii) and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company 6(a)(iii) shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breachoperative during the Term hereof except as hereafter provided in this subparagraph 6(b). (ci) The Executive has carefully considered In the nature event of a "Change in Control" (as defined in subparagraph 9(c)), the provisions of subparagraphs 6(a)(i) and extent 6(a)(ii) shall be operative only so long as the Employee remains an employee of BTFHC. (ii) In any event, including a Change in Control or in the restrictions upon him and event Employee is terminated for illness or incapacity (as provided in subparagraph 7(a)) or for "Cause" (as defined in subparagraph 8(a)), the rights and remedies conferred upon provisions of subparagraph 6(a)(iii) shall be operative until such time as the Company under this Paragraph 6, and hereby acknowledges and agrees that information becomes public knowledge other than through the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience act of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his the Executive’s duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly do or suffer either of the following: (Ai) own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his the Executive’s employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive will not directly or indirectly during the term of this Employment Agreement and for a period of one (1) year after the expiration of this Employment Agreement or the termination of Executive’s employment for any reason, solicit or induce or attempt to solicit or induce any employee(s) of the Company and/or any subsidiary, affiliated or related companies to terminate their employment with the Company and/or any subsidiary, affiliated or related companies. (c) The Executive agrees and understands that the remedy at law for any breach by him the Executive of this Paragraph 6 7 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 67, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 7 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 7 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him her and the rights and remedies conferred upon the Company under this Paragraph 67, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, management or control ofcontrol, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. . (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of three (3) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesmultifamily properties in any geographic region in which the Company, at the time of Executive's termination, operates its business; provided, however, that the ownership of (A) not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting any interest disclosed in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company's Registration Statement on Form S-11 filed on September 2, any Company employees.1993 shall not be deemed a violation of this covenant; or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 7 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 67, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 7 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 7 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 67, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of time when he is employed under this Employment Agreement. In light of such reliance and expectation on the part of the CompanyCompany (but subject to Paragraph 5(d) and 5(e) above), during the time when he is employed under this Employment Agreement and for a period of one (1) year after the termination of such employment for any reason other than the expiration of the term hereof in accordance with Paragraph 2(a)(ii) hereof (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers; provided, however, that the ownership of (A) not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or of (B) directly or indirectly or by acting any interest disclosed in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.'s Registration Statement on form S-11 shall not be deemed a violation of this covenant; or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s reliance and expectation of the ExecutiveEmployee’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive Employee shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive Employee shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive Employee that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive Employee of the terms hereof, (C) was not acquired by the Executive Employee in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive Employee from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive Employee agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the ExecutiveEmployee’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the ExecutiveEmployee’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, limited liability company, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, owning or developing or managing self-storage facilitieshotel properties; provided, however, except that the ownership of Executive may (A) own not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; entity, and own interests in the Company and in Boykxx Xxxel Properties, L.P. (the "Partnership"), subject only to any restriction imposed by any agreement or instrument other than this Agreement, and (B) directly have such an interest in, or indirectly participation, employment, engagement, affiliation, association or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Companyrelationship with, any Company employees.entity that manages hotel properties, so long as that entity is not engaged in the business of acquiring, owning or developing hotel properties; or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.confidential

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, limited liability company, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing aviation services or managing self-storage facilitiescommercial security; provided, however, except that the ownership of Executive may own not more than one percent (1%) of any class of publicly traded securities of any entity is permitted entity, and own interests in the Company subject only to any restriction imposed by any agreement or instrument other than this Employment Agreement; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information information: (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 5 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 65, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 5 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 5 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 65, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s Employer's reliance and expectation of the Executive’s Employee's continued commitment to of performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of Employer, Employee agrees that during the Companyperiod beginning on the effective date of this Agreement and ending eighteen (18) months after the termination of Employee's employment for cause or Employee's resignation from employment with Employer, he shall not, directly or indirectly, do or suffer any of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association association, or other business entity engaged in the business ofentity, or otherwise engage in any business, which directly of indirectly acquires, or solicits to acquire, property management agreements or any other service agreement directly relating to any property with respect to which Employer or any of its subsidiaries or affiliates has contracted to provide (or is actively negotiating to provide) similar services on the business of, acquiring, owning, developing or managing self-storage facilitiesdate that Employee's employment relationship with Employer is terminated hereunder; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities the stock of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.publicly-traded corporation shall not be deemed a violation of this covenant; (ii) During and after employ, assist in employing, or solicit for employment any employee or officer of Employer or any of Employer's affiliates or subsidiaries who was employed or retained at any time during the term one (1) year period preceding the date on which Employee's employment with Employer is terminated; (iii) induce any person who is an employee or officer of this Employment Agreement, the Executive shall not, directly Employer or indirectlyany of Employer's affiliates or subsidiaries to terminate said relationship in such a manner which is not in furtherance of Employer's interest; or (iv) except in performing services hereunder, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, Employer or any of Employer's affiliates or subsidiaries entities, the Companyproprietary customer lists, any confidential information relating to the Company’s operationslimited partner lists, properties research or otherwise to its particular business data or other trade secrets of the CompanyEmployer or any of Employer's affiliates or subsidiaries, it being acknowledged by the Executive Employee that all any such proprietary information regarding the business of the Company Employer and Employer's affiliates or subsidiaries entities compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company Employer, and which has not been publicly disclosed by Employer or which is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall otherwise not apply to the extent that such information (A) is clearly obtainable available in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyconfidential information and Employer's property. (b) The Executive Employee expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 8 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.enforceable

Covenants and Confidential Information. (a) The A. Executive acknowledges agrees that for the Company’s reliance and expectation applicable period specified below, he will not, directly or indirectly, do any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A1) own, manage, control control, or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise withotherwise, with any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business ofentity, or otherwise engage in the any business of, acquiring, owning, developing which is competitive with or managing self-storage facilitiesadverse to Employer’s business or related interests; provided, however, that the ownership of not more than one percent (1%) of the stock of any class of publicly traded securities corporation shall not be deemed a violation of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this covenant; (ii2) During and after the term solicit or induce any person who is an employee, officer, or agent of this Employment AgreementEmployer to terminate said relationship; (3) employ, the Executive shall not, directly assist in employing or indirectly, otherwise associate in business with any employee or officer of Employer; (4) disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests ofof Employer, the Companycustomer lists, any confidential information relating to the Company’s operationsinventions, properties ideas, discoveries, manufacturing methods, product research or otherwise to its particular business engineering data or other trade secrets of the CompanyEmployer, it being acknowledged by the Executive that all such information regarding the business of the Company Employer developed, compiled or obtained by, or furnished to, the Executive while the Executive he shall have been employed by or associated with the Company Employer is confidential information and the Company’s exclusive property; provided, however, that property of Employer. B. The provisions of subparagraphs 5A(l)–5A(3) shall be operative during the foregoing restrictions shall not apply to Term of the extent that such information (A) is clearly obtainable Agreement except as provided in the public domainfollowing sentence. In the event Executive quits or is terminated for “cause” (as defined in Paragraph 7 hereof), the provisions of subparagraphs 5A(1)–(3) shall be operative for a period of one hundred eighty (B180) becomes obtainable days from the date of termination. In the event Executive is terminated without “cause” (as provided in Paragraph 8 hereof), the public domain, except by reason provisions of subparagraph 5A(l) shall terminate as of the breach date of termination of Executive’s employment and the provisions of subparagraph 5A(2) and (3) shall be operative for a period of one hundred eighty (180) days from the date of termination of Executive’s employment. All other obligations created by the Executive terms of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order this Paragraph 5 are of a court or governmental body or agencycontinuing nature and shall remain in full effect at all times during and beyond Executive’s period of employment. (b) The C. Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 5 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company that Employer shall be entitled to immediate injunctive relief and if the court so permits, may obtain a temporary order restraining any threatened or further breach. Nothing contained in this Paragraph 5 shall be deemed to limit Employer’s remedies at law or in equity for any breach by Executive of the provisions of this Paragraph 5 that may be pursued or availed of by Employer. Any covenant on Executive’s part contained hereinabove which may not be specifically enforceable shall nevertheless, if breached, give rise to a cause of action for monetary damages. (c) The D. Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company Employer under this Paragraph 65, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the CompanyEmployer, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company Employer and do not confer a benefit upon the Company Employer disproportionate to the detriment to the Executive. E. For the purposes of this Paragraph 5, the term “Employer” shall be deemed to include any of Employer’s parents, subsidiaries, affiliates, successors or assigns. F. If any of the covenants contained in this Paragraph 5 are determined by a final judgment of a court of competent jurisdiction to be unenforceable or invalid because of the geographic scope or time duration of such restrictions, such provisions will be deemed retroactively modified to provide for the maximum geographic scope and time duration that would make such provisions enforceable and valid. However, no such retroactive modification will affect any of Employer’s rights hereunder arising out of the breach of any such covenant, including without limitation, Employer’s right to terminate this Agreement without further liability to Executive. The parties hereby authorize a court of competent jurisdiction to reform this Agreement to give effect to the retroactive modification provisions contained in this Xxxxxxxxx 0X.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement andagreement, during the one-year period following the termination any extension of this Employment Agreementagreement, or any pay out under this agreement, the Executive shall employee agrees that he will not: , directly or indirectly, do any of the following: (Ai) ownOwn, manage, control control, or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise withotherwise, with any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business ofentity, or otherwise engage in any business which is engaged in any manner in, the operation of fitness centers as a significant part of its business of(a "Facility") operates such fitness center(s) within ten (10) miles of any fitness center owned, acquiringmanaged or under development to be owned or managed by BTF, owningits subsidiaries, developing affiliates and/or its or managing self-storage facilitiestheir successors and assigns (as conducted on the date mployee ceases to be employed hereunder); provided, however, that the ownership of not more than one percent (1%) of the stock of any class of publicly traded securities corporation shall not be deemed a violation of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this covenant; (ii) During and after the term Induce any person who is an employee, officer, or agent of this Employment AgreementEmployer to terminate said relationship. (iii) Employ, the Executive shall notassist in employing or otherwise associate in business with any present, directly former or indirectly, disclosefuture employee or officer of Employer. (iv) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests ofof Employer, the Companycustomer lists, any confidential information relating to the Company’s operationsinventions, properties ideas, discoveries, manufacturing methods, product research or otherwise to its particular business engineering data or other trade secrets of the CompanyEmployer, it being acknowledged by the Executive Employee that all such information regarding the business of the Company Employer compiled or obtained by, or furnished to, the Executive Employee while the Executive he shall have been employed by or associated with the Company Employer is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason property of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyEmployer. (b) The Executive Employee expressly agrees and understands that the remedy at law for any breach by him of this Paragraph paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company that Employer shall be entitled to immediate injunctive relief and if the court so permits, may obtain a temporary order restraining any threatened or further breach. Nothing contained in this paragraph 6 shall be deemed to limit Employer's remedies at law or in equity for any breach by Employee of the provisions of this paragraph 6 which may be pursued or availed of by Employer. Any covenant on Employee's part contained hereinabove, which may not be specifically enforceable, shall nevertheless, if breached, give rise to a cause of action for monetary damages. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company Employer under this Paragraph paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the CompanyEmployer, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the Executive’s Employee's sole means of support, are fully required to protect the legitimate interests of the Company Employer and do not confer a benefit upon the Company Employer disproportionate to the detriment to Employee. (d) The covenants contained in this paragraph 6 shall be construed to extend to separate counties and adjacent counties, if applicable, of the Executivestates of the United States in which BTF and its subsidiaries, affiliates and its and their successors and assigns has a Facility, and to the extent that any such covenant shall be illegal and/or unenforceable with respect to any one of said counties, said covenants shall not be affected thereby with respect to each other county, such covenants with respect to each county being construed as severable and independent.

Covenants and Confidential Information. (a) The Executive acknowledges For a period of three (3) years from the Company’s reliance Closing, Seller will not and expectation will cause its affiliates to not, directly or indirectly (except in connection with its current royalty arrangement with Paramount Headware Inc.), do or suffer any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association association, or other business entity engaged in the business ofentity, or otherwise engage in any business, which is engaged in any manner in the business of, acquiring, owning, developing manufacturing of hats or managing self-storage facilitiescaps; provided, however, that the ownership of not more than one percent (1%) of the stock of any class of publicly traded securities corporation will not be deemed a violation of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this requirement; (ii) During and after the term Employ, assist in employing, or otherwise associate in business with any employee, officer or agent of this Employment AgreementPurchaser; (iii) Induce any person who is an employee, the Executive shall notofficer, directly agent or indirectly, disclosecustomer of Purchaser to terminate said relationship; and (iv) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, Purchaser, the Companybusiness methods, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the CompanyPurchaser, it being acknowledged by the Executive Seller that all such information regarding the business manufacturing of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company hats and caps is confidential information and the Company’s Purchaser's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive Seller expressly agrees and understands that the remedy at law for any breach by him it or its affiliates of this Paragraph 6 Section 6.1 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s a violation by Seller or its affiliates of any legally enforceable provision of this Paragraph 6Section 6.1, the Company shall Purchaser will be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in Section 6.1 will be deemed to limit Purchaser's remedies at law or in equity for any breach by Seller or its affiliates of any of the provisions of this Section 6.1 which may be pursued or availed of by Purchaser. (c) The Executive Section 6.1 shall not be deemed to limit Seller from engaging in the business of selling hats or caps. (d) Seller has carefully considered the nature and extent of the restrictions upon him it and the rights and remedies conferred upon the Company Purchaser under this Paragraph 6Section 6.1, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of supportPurchaser, are fully required to protect the legitimate interests of the Company Purchaser and do not confer a benefit upon the Company Purchaser disproportionate to the detriment to the ExecutiveSeller.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of time when he is employed under this Employment Agreement. In light of such reliance and expectation on the part of the CompanyCompany (but subject to Paragraph 5(d), 5(e) and 5(f) above), during the time when he is employed under this Employment Agreement and for a period of one (1) year after the termination of such employment for any reason other than the expiration of the term hereof in accordance with Paragraph 2(a)(ii) hereof (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted entity; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his her duties and responsibilities during the term of time when he is employed under this Employment Agreement. In light of such reliance and expectation on the part of the Company, during the time when he is employed under this Employment Agreement and if the Executive's employment is terminated voluntarily by the Executive or by the Company pursuant to Paragraph 5(a)(ii), for the period after such termination through the date this Employment Agreement would have otherwise terminated but for such termination (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his her employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from following such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his her duties and responsibilities during the term of time when she is employed under this Employment Agreement. In light of such reliance and expectation on the part of the CompanyCompany (but subject to Paragraph 5(e), 5(f) and 5(g) above), the Executive shall not, directly or indirectly: (i) During at any time prior to the term of date on which Executive's employment under this Employment Agreement andis terminated for any reason, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity (other than the Company or any Affiliate thereof) primarily engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesshopping centers in the United States; provided, however, that the ownership of not more than one five percent (15%) of any class of publicly traded securities (including general partner interests) of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after at any time prior to the term of date on which Executive's employment under this Employment Agreement, the Executive shall not, directly or indirectly, Agreement is terminated for any reason disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (Cc) was not acquired by the Executive in connection with his her employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency; or (iii) at any time prior to the later of (x) the date on which Executive's employment under this Employment Agreement is terminated for any reason or (y) the date that is five (5) years after the Effective Date, manage or lease or participate in the management or leasing of any property which was subject to a written management and/or leasing contract (with the Company as manager and/or leasing agent) on the date on which Executive's employment under this Employment Agreement was terminated for any reason; provided, however, that the provisions of this Paragraph 6(a)(iii) shall apply to any such property only for so long as such written management or leasing contract remains in full force and effect. (b) The Executive agrees and understands that the remedy at law for any breach by him her of this Paragraph 6 will may be inadequate and that the damages flowing from following such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him her and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s Cable Network Companies' reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During Cable Network Companies, during the term of this Employment Agreement and, during the one-year period following the and (i) for six (6) months after termination of Executive's employment and this Employment AgreementAgreement by the Company under Paragraph 5(a)(iii) hereof or by Executive at a time when the Company has been in material breach of this Agreement for twenty (20) days after receiving notice of such breach from Executive and does not have Cause to terminate Executive ("Company Breach") or (ii) one year after termination of Executive's employment and this Employment Agreement by Executive under Paragraph 5 hereof (other than termination by Executive for Company Breach) or by the Company under Paragraph 5(a)(ii) hereof, the Executive shall not: , directly or indirectly, do or suffer any of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business ofentity, or otherwise engage in any business, which is in competition with the business of, acquiring, owning, developing or managing self-storage facilitiesof the Cable Network Companies as and where conducted by the Cable Network Companies at the time of such termination; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity shall not be deemed a violation of this covenant, and further provided that Executive's ownership of any interest in DNL, Inc., a corporation formed by Executive and certain other persons ("DNL"), shall not be deemed a violation of this covenant so long as DNL is permitted ; not competing with any of the Cable Network Companies and Executive's ownership of such interest, his participation in the management or (B) directly control of DNL or indirectly his employment or by acting in concert engagement thereby or affiliation or association therewith does not materially interfere with others, employ or attempt to employ or solicit for any his full- time employment competitive with the Company, any Company employees.hereunder; (ii) During and after Solicit the term employment of, assist in the soliciting of this Employment Agreementthe employment of, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use solicit the association in business with any person or suffer to be used in any manner, in competition with, or contrary to the interests entity of, the Company, any confidential information relating to the Company’s operations, properties employee or otherwise to its particular business or other trade secrets officer of the CompanyCable Network Companies. (iii) Induce any person who is an employee, it being acknowledged by the Executive that all such information regarding the business officer or agent of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply Cable Network Companies to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyterminate said relationship. (b) The Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company Cable Network Companies shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breachbreach and may withhold any amounts owed to Executive pursuant to this Agreement. Nothing in this Paragraph 6 shall be deemed to limit the Cable Network Companies' remedies at law or in equity for any breach by Executive of any of the provisions of this Paragraph 6 which may be pursued or availed by the Cable Network Companies. (c) The In the event Executive shall violate any legally enforceable provision of this Paragraph 6 as to which there is a specific time period during which he is prohibited from taking certain actions or from engaging in certain activities, as set forth in such provision, then, in such event, such violation shall toll the running of such time period from the date of such violation until such violation shall cease. (d) Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company Cable Network Companies under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the CompanyCable Network Companies, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company Cable Network Companies and do not confer a benefit upon the Company Cable Network Companies disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of time when he is employed under this Employment Agreement. In light of such reliance and expectation on the part of the CompanyCompany (but subject to Paragraph 5(d), 5(e) and 5(f) above), during the time when he is employed under this Employment Agreement and for a period of one (1) year after the termination of such employment for any reason other than the expiration of the term hereof in accordance with Paragraph 2(a)(ii) hereof (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity primarily engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers in the United States; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (Cc) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from following such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges agrees that for the Company’s reliance and expectation applicable period specified below, he will not, directly or indirectly, do any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or Be engaged by or otherwise affiliated or associated as a consultantpartner, independent contractor officer, director, employee, shareholder or otherwise withconsultant by any entity (other than Xxxxxx Place, any other corporation, partnership, proprietorship, firm, association or other business entity P.L.C.) which is engaged in the business ofoperation of health or fitness clubs within five (5) miles of any facility which (on the date the Executive ceases to be employed hereunder) is owned, managed or under development to be owned or managed by the Company, its subsidiaries, affiliates and/or its successors and assigns, or otherwise engage in is owned by a franchisee of the business of, acquiring, owning, developing or managing self-storage facilitiesCompany (“Facility”); provided, however, that the ownership of not more than one percent (1%) of any class the stock in a publicly-traded corporation shall not be deemed violative of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this Section 9(a)(i); (ii) During and after Induce any person who is an officer of the term Company to terminate said relationship or employ, or assist in employing or otherwise associate in business with any officer or employee of this Employment Agreement, the Executive shall not, directly or indirectly, discloseCompany who held such position within three (3) months before the termination of the Executive’s employment hereunder; (iii) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, of the Company, any confidential information relating to the Company’s operationscustomer lists, properties inventions, ideas, discoveries, manufacturing methods, product research or otherwise to its particular business engineering data or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive he shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason property of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The provisions of Sections 9(a)(i), 9(a)(ii) and 9(a)(iii) shall be operative during the Term hereof except as hereafter provided in this Section 9(b). (i) In the event of a “Change in Control” (as defined in Section 13 (b)), the provisions of Sections 9(a)(i) and 9(a))(ii) shall be operative only so long as the Executive remains an employee of the Company. (ii) In the event of a Change in Control the provisions of Section 9(a)(iii) shall be operative until such time as the information becomes public knowledge other than through the act of the Executive. (iii) In the event the Executive is terminated for “Cause” (as defined in Section 11(a)), the provisions of Sections 9(a)(i) and 9(a)(ii) shall be operative during the Term and for one (1) additional year. (iv) In the event the Executive is terminated for Cause, the provisions of Section 9(a)(iii) shall be operative until such time as the information becomes public knowledge other than through the act of the Executive. (v) In the event the Executive is terminated for illness or incapacity (as provided in Section 10(a)), the provisions of Sections 9(a)(i) and 9(a)(ii) shall be operative during the Term and for one (1) additional year. (vi) In the event the Executive is terminated for illness or incapacity (as provided in Section 10(a)), the provisions of Section 9(a)(iii) shall be operative until such time as the information becomes public knowledge other than through the act of the Executive. (c) The Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 9 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, that the Company shall be entitled to immediate injunctive relief and if the court so permits, may obtain a temporary order restraining any threatened or further breach. Nothing contained in this Section 9 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of the provisions of this Section 9 which may be pursued or availed of by the Company. Any covenant on the Executive’s part contained hereinabove, which may not be specifically enforceable, shall nevertheless, if breached, give rise to a cause of action for monetary damages. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6Section 9, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive. (e) Solely for the purposes of this Section 9, the term “Company” shall be deemed to include Bally Total Fitness Holding Corporation and any of its subsidiaries, and joint ventures to which Bally Total Fitness Holding Corporation or any of its subsidiaries is a party, together with their respective successors or assigns, which are involved primarily in the operation or management of health or fitness facilities. (f) The covenants contained in this Section 9 shall be construed to extend to separate counties and adjacent counties, if applicable, of the states of the United States in which there is a Facility, and to the extent that any such covenant shall be illegal and/or unenforceable with respect to any one of said counties, said covenants shall not be affected thereby with respect to each other county, such covenants with respect to each county being construed as severable and independent.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his her duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, management or control ofcontrol, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his her employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him her of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him her and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s 's reliance and expectation of the Executive’s Employee's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive Employee shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.. <page> (ii) During and after the term of this Employment Agreement, the Executive Employee shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive Employee that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive Employee of the terms hereof, (C) was not acquired by the Executive Employee in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive Employee from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive Employee agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the Executive’s Employee's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s 's reliance and expectation of the Executive’s Employee's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive Employee shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive Employee shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive Employee that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive Employee <page> of the terms hereof, (C) was not acquired by the Executive Employee in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive Employee from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive Employee agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the Executive’s Employee's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company, the Executive shall not, directly or indirectly: (i) During during the term of this Employment Agreement and, during the one-year and for a period following of two (2) years after the termination of this Employment Agreementthe Executive’s employment for any reason, the Executive shall not: (A) own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (11 %) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and at any time during or after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive will not directly or indirectly during the term of this Employment Agreement or for a period of two (2) years after the expiration of this Employment Agreement or Executive’s termination pursuant to this Employment Agreement, solicit or induce or attempt to solicit or induce any employee(s) of the Company and/or any subsidiary, affiliated or related companies to terminate their employment with the Company and/or any subsidiary, affiliated or related companies. (c) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 7 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 67, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 7 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 7 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 67, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company, the Executive shall not, directly or indirectly: (i) During during the term of this Employment Agreement and, during the one-year and for a period following of two (2) years after the termination of this Employment Agreementthe Executive’s employment for any reason, the Executive shall not: (A) own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and at any time during or after the term of this Employment Agreement, the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive will not directly or indirectly during the term of this Employment Agreement or for a period of two (2) years after the expiration of this Employment Agreement or Executive’s termination pursuant to this Employment Agreement, solicit or induce or attempt to solicit or induce any employee(s) of the Company and/or any subsidiary, affiliated or related companies to terminate their employment with the Company and/or any subsidiary, affiliated or related companies. (c) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges agrees that during the Company’s reliance Term of Employment and expectation for so long as he is entitled to receive any benefits or payments under this Agreement (but in no event for less than one year after the Term of Employment) and, as to subsection 9(a)(iii) below, at any time after the Term of Employment, he will not, directly or indirectly, do or suffer any of the Executive’s continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in any business that competes with, the business ofof the Company or any of the Company’s affiliates or subsidiaries (as conducted on the date the Executive ceases to be employed by the Company in any capacity, acquiringincluding as a consultant) (collectively, owning, developing or managing self-storage facilitiesthe “Covered Activities”); provided, however, that the ownership of not more than one percent (1%) % of the stock of any class of publicly traded securities corporation shall not be deemed a violation of this covenant; provided, further, however, that in the event of a Termination Without Cause, the Executive may engage in any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt Covered Activity if prior to employ or solicit for accepting any such employment competitive he enters into a confidentiality agreement with the Company, Company in form and substance satisfactory to the Company in its sole discretion (it being agreed that such confidentiality agreement may be broader in scope than the provisions of this Agreement and that such confidentiality agreement is intended to protect the Company from any Company employeesrisks which may arise in connection with the specific prospective employment of the Executive). (ii) During and after Induce any person who is an employee, officer or agent of the term Company or any of this Employment Agreement, the Executive shall not, directly Company’s affiliates or indirectly, disclosesubsidiaries to terminate said relationship. (iii) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, manner in competition with, or contrary to the interests of, the Company, Company or any confidential information relating to of the Company’s operationsaffiliates or subsidiaries, properties the customer lists, or otherwise to its particular business or other trade secrets of the Company or any of the Company’s affiliates or subsidiaries, it being acknowledged by the Executive that all such information regarding the business of the Company and the Company’s affiliates or subsidiaries, compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions this subsection 9(a)(iii) shall not apply to the extent that such disclosure by the Executive of confidential information (A) is clearly obtainable in the public domain, course of carrying out his duties under this Agreement or (B) becomes obtainable in when required to do so by a court of law, to any governmental agency having jurisdiction over the public domain, except by reason business of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment Company and its subsidiaries or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental any administrative body or agencylegislative body (including a committee thereof) with jurisdiction to order him to divulge, discuss or make accessible such information. (b) The Executive expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 9 will be inadequate and that the damages flowing from such breach are not readily susceptible to of being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s violation of any legally enforceable provision of this Paragraph 6Section 9, the Company shall be entitled to seek immediate injunctive relief and may obtain a temporary order restraining any threatened or further breachbreach (all as determined by a court of competent jurisdiction). Nothing in this Section 9 shall be deemed to limit the Company’s remedies at law or in equity for any breach by the Executive of any of the provisions of this Section 9 that may be pursued or availed of by the Company. (c) The Executive has carefully considered In the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees event that the same are reasonable Executive shall violate any legally enforceable provision of this Section 9 (as determined by a court of competent jurisdiction) as to which there is a specific time period during which he is prohibited from taking certain actions or from engaging in certain activities, as set forth in such provision, then such violation shall toll the running of that time and territory, are designed to eliminate competition which otherwise would be unfair to period from the Company, do not stifle date of its commencement until the inherent skill and experience date of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executiveits cessation.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities Employee agrees that during the term of this Employment Agreement and for a period of one year thereafter (and, as to clause (iv) of this subparagraph (a), at any time after the term of this Agreement. In light of such reliance and expectation on the part ) he will not, directly or indirectly, do or suffer any of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association association, or other business entity engaged in the business ofentity, or otherwise engage in any business, which is engaged in any manner in, or otherwise competes with, the business ofof Employer or any of Employer's subsidiaries (as conducted on the date Employee ceases to be employed by Employer in any capacity, acquiring, owning, developing or managing self-storage facilitiesincluding as a consultant) in the United States east of the Mississippi River; provided, however, that the ownership of not more than one percent (1%) of the stock of any class of publicly traded securities corporation will not be deemed a violation of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this covenant; (ii) During and after the term Employ, assist in employing, or otherwise associate in business with any person who is an employee, officer or agent of this Employment AgreementEmployer or any of Employer's subsidiaries; (iii) Induce any person who is an employee, the Executive shall not, directly officer or indirectly, discloseagent of Employer or any of Employer's subsidiaries to terminate said relationship; or (iv) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, Employer or any of Employer's subsidiaries, the Companycustomer lists, any confidential information relating to the Company’s operationsmanufacturing methods, properties product research or otherwise to its particular business engineering data or other trade secrets of the CompanyEmployer or any of Employer's subsidiaries, it being acknowledged by the Executive Employee that all such information regarding the business of the Company Employer and Employer's subsidiaries compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company Employer is confidential information and the Company’s Employer's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent provided that such information (A) is clearly obtainable in was not already generally known to the public domainor within the industry. Notwithstanding the foregoing, clause (Bi) becomes obtainable above will not apply after Employee's employment with Employer terminates if such termination resulted from (x) a termination by Employer in the public domain, except by reason violation of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, this Agreement or (Ey) is required a termination by Employee of this Agreement due to be disclosed by rule or law or by order a decrease in his base compensation pursuant to the last sentence of a court or governmental body or agencyparagraph 3(b). (b) The Executive agrees and understands Employee acknowledges that the remedy at law for any breach by him of this Paragraph 6 paragraph 8 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, Employee agrees that upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6paragraph 8, the Company shall Employer will be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this paragraph 8 will be deemed to limit Employer's remedies at law or in equity for any breach by Employee of any of the provisions of this paragraph 8 which may be pursued or availed of by Employer. (c) The Executive has carefully considered In the nature and extent event Employee violates any legally enforceable provision of this paragraph 8 as to which there is a specific time period during which he is prohibited from taking certain actions or from engaging in certain activities, as set forth in such provision, then, in such event, such violation will toll the restrictions upon him and running of such time period from the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience date of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executivesuch violation until such violation ceases.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of time when he is employed under this Employment Agreement, including his continued commitment to being present in the Company's offices. In light of such reliance and expectation on the part of the CompanyCompany (but subject to Paragraph 5(d), 5(e) and 5(f) above), during the time when he is employed under this Employment Agreement and for a period of one (1) year after the termination of such employment for any reason other than the expiration of the term hereof in accordance with Paragraph 2(a)(ii) hereof (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesoutlet centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment AgreementTerm, the Executive shall not: (A) , directly or indirectly, own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, with any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one two percent (12%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or shall not be deemed a violation of this covenant. Notwithstanding the foregoing, in the event Executive desires during the Special Advisor Term to develop any shopping center real estate project that the Company has elected not to participate in developing, such involvement by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term Executive shall not be deemed a violation of this Employment Agreement, the . Executive shall notprovide to the Chairman of the Company a description of any proposed project and the Company shall have thirty (30) days from receipt of such notice to determine whether or not it wishes to participate. If the Company desires to participate in the development, directly or indirectlybut is unable to reach an agreement with the joint development partner, Executive may engage in the development provided the terms of such involvement are not more favorable to him than the last proposal submitted to the Company for its involvement. (b) During the Employment Term and at all times thereafter, Executive shall not disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (bc) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 9 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6Section 9, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Section 9 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Section 9 which may be pursued or availed of by the Company. (cd) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6Section 9, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) a. The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities Employee agrees that during the term of this Employment Agreement and during any period of time for which the Employee is receiving Compensation under this Agreement. In light , and for a period of such reliance and expectation on the part of the Company: (i) During the term of this Employment Agreement and, during the one-year period following two years after the termination of this Employment Agreement, that the Executive shall Employee will not: (A) , directly or indirectly, own, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business ofentity, or otherwise engage engaged in any business, which is engaged in any manner in, or otherwise competes with, the business of, acquiring, owning, developing of the Company or managing self-storage facilitiesany of the Company's subsidiaries (as conducted on the date the Employee ceases to be employed by the Company in any capacity); provided, however, that the ownership of not more than one percent (1%) of the stock of any class of publicly traded securities corporation shall not be deemed a violation of any entity is permitted this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.and (ii) During and after b. The Employee agrees that during the term of this Employment Agreement, Agreement and at all time thereafter the Executive shall not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, Employee will not disclose any confidential information relating to the Company’s operationsCompany that the Employee has knowledge of, properties or otherwise to its particular business or other trade secrets of the Companyincluding, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished but not limited to, business and corporate information, trademarks, manufacturing processes and financial data (collectively, the Executive while "Confidential Material"), except that in the Executive shall have been employed by or associated with the Company is confidential information and the Company’s exclusive property; provided, however, event that the foregoing restrictions shall not apply Employee is requested or required (by subpoena, interrogatories, requests for documents or information or similar process) to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for disclose any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. AccordinglyConfidential Material, it is acknowledged thatagreed that both parties will cooperate and provide prompt notice of such request(s). If, upon adequate proof of in the Executive’s violation absence of any legally enforceable provision protective order or the receipt of this Paragraph 6a waiver hereunder, the Company shall be entitled Employee, in the opinion of legal counsel, is legally required to immediate injunctive relief and disclose Confidential Material to any tribunal or else stand liable for contempt or suffer other censure or penalty, he may obtain a temporary order restraining disclose such information to such tribunal without liability hereunder. Excluded from the term Confidential Material is any threatened material that has been publicly issued or further breach. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair is readily available to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executivepublic.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his her duties and responsibilities during the term of time when she is employed under this Employment Agreement. In light of such reliance and expectation on the part of the Company, during the time when she is employed under this Employment Agreement and if the Executive's employment is terminated voluntarily by the Executive or by the Company pursuant to Paragraph 5(a)(ii), for the period after such termination through the date this Employment Agreement would have otherwise terminated but for such termination (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his her employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of time when he is employed under this Employment Agreement. In light of such reliance and expectation on the part of the CompanyCompany (but subject to Paragraph 5(d), 5(e) and 5(f) above), during the time when he is employed under this Employment Agreement and for a period of one (1) year after the termination of such employment for any reason other than the expiration of the term hereof in accordance with Paragraph 2(a)(ii) hereof (and, as to clause (ii) of this subparagraph (a), at any time during and after the term of this Employment Agreement), the Executive shall not, directly or indirectly, do either of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted entity; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required required, to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s Executives violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s Employer's reliance and expectation of the Executive’s Employee's continued commitment to of performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of Employer, Employee agrees that during the Company: (i) During period beginning on the term effective date of this Employment Agreement and, during the one-year period following and ending eighteen (18) months after the termination of this Employment AgreementEmployee's employment for cause or Employee's resignation from employment with Employer (except with respect to subsection (a)(iii), in which case Employee agrees that at time beginning on the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilities; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees. (ii) During and after the term effective date of this Employment AgreementAgreement and thereafter), the Executive he shall not, directly or indirectly, do or suffer any of the following: (i) employ, assist in employing, or solicit for employment any employee or officer of Employer or any of Employer's affiliates or subsidiaries who was employed or retained at any time during the one (1) year period preceding the date on which Employee's employment with Employer is terminated; (ii) induce any person who is an employee or officer of Employer or any of Employer's affiliates or subsidiaries to terminate said relationship in such a manner which is not in furtherance of Employer's interest; or (iii) except in performing services hereunder, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, Employer or any of Employer's affiliates or subsidiaries entities, the Companyproprietary customer lists, any confidential information relating to the Company’s operationslimited partner lists, properties research or otherwise to its particular business data or other trade secrets of the CompanyEmployer or any of Employer's affiliates or subsidiaries, it being acknowledged by the Executive Employee that all any such proprietary information regarding the business of the Company Employer and Employer's affiliates or 240 subsidiaries entities compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company Employer, and which has not been publicly disclosed by Employer or which is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall otherwise not apply to the extent that such information (A) is clearly obtainable available in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyconfidential information and Employer's property. (b) The Executive Employee expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 8 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6Section 8, the Company Employer shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Section 8 shall be deemed to limit Employer's remedies at law or in equity for any breach by Employee of any of the provisions of this Section 8 which may he pursued or availed of by Employer. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company Employer under this Paragraph 6Section 8, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the CompanyEmployer, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the Executive’s Employee's sole means of support, are fully required to protect the legitimate interests of the Company Employer and do not confer a benefit upon the Company Employer disproportionate to the detriment to the ExecutiveEmployee.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, limited liability company, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owningowning or developing hotel properties, developing or managing self-storage facilities; provided, however, except that the ownership of Executive may (A) own not more than one percent (1%) of any class of publicly traded securities of any entity is permitted ; entity, and own interests in the Company and in Boykxx Xxxel Properties, L.P. (the "Partnership"), subject only to any restriction imposed by any agreement or instrument other than this Agreement, (B) directly have such an interest in, or indirectly participation, employment, engagement, affiliation, association or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Companyrelationship with, any Company employees.entity that manages hotel properties, so long as that entity is not engaged in the business of acquiring, owning or developing hotel properties, and (C) retain, dispose of or otherwise deal with interests in hotel properties that he acquires by inheritance, so long as the Executive's activities in connection therewith do not result in his acquisition, ownership or development of hotel properties in addition to those properties; or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information information: (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s reliance and expectation of the Executive’s continued commitment to performance of his duties and responsibilities Employee agrees that during the term of this Employment Agreement and for a period of one (1) year thereafter (and, as to clauses (iii) and (iv) of this subparagraph (a), at any time after the term of this Employment Agreement. In light of such reliance and expectation on the part ) he will not, directly or indirectly, do or suffer any of the Companyfollowing: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) ownOwn, manage, control or participate in the ownership, management, management or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association association, or other business entity engaged in the business ofentity, or otherwise engage in any business, which is engaged in any manner in, or otherwise competes with, the business ofof Employer, acquiringParent or any of Parent's subsidiaries (as conducted on the date Employee ceases to be employed by Employer, owningParent or any of Parent's subsidiaries in any capacity, developing or managing self-storage facilitiesincluding as a consultant) in the continental United States (it being acknowledged by Employee that Employer and Parent each conduct businesses of national scope); provided, however, that the ownership of not more than one percent (1%) of the stock of any class of publicly traded securities corporation shall not be a violation of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.this covenant; (ii) During and after the term Employ, assist in employing, or otherwise associate in business with any present, former or future employee, officer or agent of this Employment AgreementEmployer, the Executive shall notParent or any of Parent's subsidiaries; (iii) Induce any person who is an employee, directly officer or indirectlyagent of Employer, discloseParent or any of Parent's subsidiaries to terminate said relationship; or (iv) Disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, Employer, Parent or any of Parent's or Employer's direct or indirect subsidiaries, the Company187 customer lists, any confidential information relating to the Company’s operationsappraisals, properties engineering and environmental reports, market research, investment banking analyses or otherwise to its particular business financial and engineering data or other trade secrets of the CompanyEmployer, Parent or any of Parent's subsidiaries, it being acknowledged by the Executive Employee that all such information regarding the business of the Company Employer, Parent and Parent's subsidiaries compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company Employer is confidential information and the Company’s Employer's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agency. (b) The Executive Employee expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 paragraph 8 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6paragraph 8, the Company Employer shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this paragraph 8 shall be deemed to limit Employer's remedies at law or in equity for any breach by Employee of any of the provisions of this paragraph 8 which may be pursued or availed of by Employer. (c) The Executive has carefully considered In the nature and extent event Employee shall violate any legally enforceable provision of this paragraph 8 as to which there is a specific time period during which he is prohibited from taking certain actions or from engaging in certain activities, as set forth in such provision, then, in such event, such violation shall toll the restrictions upon him and running of such time period from the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience date of the Executive, would not operate as a bar to the Executive’s sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executivesuch violation until such violation shall cease.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of time when he is employed under this Employment Agreement. In light of such reliance and expectation on the part of the Company: , during the time when he is employed under this Employment Agreement and if the Executive's employment is terminated voluntarily by the Executive or by the Company pursuant to Paragraph 5(a) (iii), for the period after such termination through the date this Employment Agreement would have otherwise terminated but for such termination (and, as to clause (ii) During of this subparagraph (a), at any time during and after the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement), the Executive shall not: , directly or indirectly, do either of the following; (Ai) ownOwn, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiesfactory outlet shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domaindomain or known in the industry generally, (B) becomes obtainable in the public domaindomain or known in the industry generally, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will may be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall may be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive acknowledges the Company’s 's reliance and expectation of the Executive’s 's continued commitment to performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of the Company: (i) During , during the term of this Employment Agreement and for a period of two (2) years thereafter (and, as to clause (ii) of this subparagraph (a), at any time during and after the one-year period following the termination term of this Employment Agreement), the Executive shall not: , directly or indirectly, do or suffer either of the following: (Ai) ownOwn, manage, control or participate in the ownership, management, management or control ofcontrol, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association or other business entity engaged in the business of, or otherwise engage in the business of, acquiring, owning, developing or managing self-storage facilitiescommercial shopping centers; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities of any entity is permitted shall not be deemed a violation of this covenant; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.or (ii) During and after the term of this Employment Agreement, the Executive shall not, directly or indirectly, discloseDisclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, the Company, any confidential information relating to the Company’s 's operations, properties or otherwise to its particular business or other trade secrets of the Company, it being acknowledged by the Executive that all such information regarding the business of the Company compiled or obtained by, or furnished to, the Executive while the Executive shall have been employed by or associated with the Company is confidential information and the Company’s 's exclusive property; provided, however, that the foregoing restrictions shall not apply to the extent that such information (A) is clearly obtainable in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the CompanyCompany or with Price Waterhouse LLP, (D) was not acquired by the Executive from the Company or its representatives, representatives or (E) is required to be disclosed by rule or of law or by order of a court or governmental body or agency. (b) The Executive agrees and understands that the remedy at law for any breach by him of this Paragraph 6 will be inadequate and that the damages flowing following from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, upon adequate proof of the Executive’s 's violation of any legally enforceable provision of this Paragraph 6, the Company shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Paragraph 6 shall be deemed to limit the Company's remedies at law or in equity for any breach by the Executive of any of the provisions of this Paragraph 6 which may be pursued or availed of by the Company. (c) The Executive has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company under this Paragraph 6, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the Company, do not stifle the inherent skill and experience of the Executive, would not operate as a bar to the Executive’s 's sole means of support, are fully required to protect the legitimate interests of the Company and do not confer a benefit upon the Company disproportionate to the detriment to the Executive.

Covenants and Confidential Information. (a) The Executive Employee acknowledges the Company’s Employer's reliance and expectation of the Executive’s Employee's continued commitment to of performance of his duties and responsibilities during the term of this Employment Agreement. In light of such reliance and expectation on the part of Employer, Employee agrees that during the Companyperiod beginning on the effective date of this Agreement and ending eighteen (18) months after the termination of Employee's employment for cause or Employee's resignation from employment with Employer, he shall not, directly or indirectly, do or suffer any of the following: (i) During the term of this Employment Agreement and, during the one-year period following the termination of this Employment Agreement, the Executive shall not: (A) own, manage, control or participate in the ownership, management, or control of, or be employed or engaged by or otherwise affiliated or associated as a consultant, independent contractor or otherwise with, any other corporation, partnership, proprietorship, firm, association association, or other business entity engaged in the business ofentity, or otherwise engage in any business, which directly of indirectly acquires, or solicits to acquire, property management agreements or any other service agreement directly relating to any property with respect to which Employer or any of its subsidiaries or affiliates has contracted to provide (or is actively negotiating to provide) similar services on the business of, acquiring, owning, developing or managing self-storage facilitiesdate that Employee's employment relationship with Employer is terminated hereunder; provided, however, that the ownership of not more than one percent (1%) of any class of publicly traded securities the stock of any entity is permitted ; or (B) directly or indirectly or by acting in concert with others, employ or attempt to employ or solicit for any employment competitive with the Company, any Company employees.publicly-traded corporation shall not be deemed a violation of this covenant; (ii) During and after employ, assist in employing, or solicit for employment any employee or officer of Employer or any of Employer's affiliates or subsidiaries who was employed or retained at any time during the term one (1) year period preceding the date on which Employee's employment with Employer is terminated; (iii) induce any person who is an employee or officer of this Employment Agreement, the Executive shall not, directly Employer or indirectlyany of Employer's affiliates or subsidiaries to terminate said relationship in such a manner which is not in furtherance of Employer's interest; or (iv) except in performing services hereunder, disclose, divulge, discuss, copy or otherwise use or suffer to be used in any manner, in competition with, or contrary to the interests of, Employer or any of Employer's affiliates or subsidiaries 113 entities, the Companyproprietary customer lists, any confidential information relating to the Company’s operationslimited partner lists, properties research or otherwise to its particular business data or other trade secrets of the CompanyEmployer or any of Employer's affiliates or subsidiaries, it being acknowledged by the Executive Employee that all any such proprietary information regarding the business of the Company Employer and Employer's affiliates or subsidiaries entities compiled or obtained by, or furnished to, the Executive Employee while the Executive Employee shall have been employed by or associated with the Company Employer, and which has not been publicly disclosed by Employer or which is confidential information and the Company’s exclusive property; provided, however, that the foregoing restrictions shall otherwise not apply to the extent that such information (A) is clearly obtainable available in the public domain, (B) becomes obtainable in the public domain, except by reason of the breach by the Executive of the terms hereof, (C) was not acquired by the Executive in connection with his employment or affiliation with the Company, (D) was not acquired by the Executive from the Company or its representatives, or (E) is required to be disclosed by rule or law or by order of a court or governmental body or agencyconfidential information and Employer's property. (b) The Executive Employee expressly agrees and understands that the remedy at law for any breach by him of this Paragraph 6 Section 8 will be inadequate and that the damages flowing from such breach are not readily susceptible to being measured in monetary terms. Accordingly, it is acknowledged that, that upon adequate proof of the Executive’s Employee's violation of any legally enforceable provision of this Paragraph 6Section 8, the Company Employer shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further breach. Nothing in this Section 8 shall be deemed to limit Employer's remedies at law or in equity for any breach by Employee of any of the provisions of this Section 8 which may he pursued or availed of by Employer. (c) The Executive Employee has carefully considered the nature and extent of the restrictions upon him and the rights and remedies conferred upon the Company Employer under this Paragraph 6Section 8, and hereby acknowledges and agrees that the same are reasonable in time and territory, are designed to eliminate competition which otherwise would be unfair to the CompanyEmployer, do not stifle the inherent skill and experience of the ExecutiveEmployee, would not operate as a bar to the Executive’s Employee's sole means of support, are fully required to protect the legitimate interests of the Company Employer and do not confer a benefit upon the Company Employer disproportionate to the detriment to the ExecutiveEmployee.