Common use of Reasonableness of Restrictions Clause in Contracts

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, I and Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified. 7.4 Furthermore, the parties agree that the market for Company’s products is worldwide. If, however, after applying the provisions of subsections 7.2 and 7.3, a court still decides that this Agreement or any of its restrictions is unenforceable for lack of reasonable geographic limitation and the Agreement or restriction(s) cannot otherwise be enforced, the parties hereby agree that the fifty (50) mile radius from any location at which I worked for Company on either a regular or occasional basis during the one (1) year immediately preceding termination of my employment with Company shall be the geographic limitation relevant to the contested restriction.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (i) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that , (ii) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (iii) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, I and Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified. 7.4 Furthermore, the parties agree that the market for Company’s products is the entire United States. If, however, after applying the provisions of subsections 7.2 and 7.3, a court still decides that this Agreement or any of its restrictions is unenforceable for lack of reasonable geographic limitation and the Agreement or restriction(s) cannot otherwise be enforced, the parties hereby agree that the fifty (50) mile radius from any location at which I worked for Company on either a regular or occasional basis during the one (1) year immediately preceding termination of my employment with Company shall be the geographic limitation relevant to the contested restriction.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by the Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be overbroad, ambiguous, unenforceable, or invalid, I and the Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 The covenants contained in Section 5 and 6 above shall be construed as a series of separate covenants, one for each city, county and state of any geographic area in the Restricted Territory. If the court declines to enforce this Agreement in the manner provided in subsection 7.2, the Company and I agree that this Agreement will be automatically modified to provide the Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 5.1 I agree that I have read this entire Agreement and understand it. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 5.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree understand that the nature of my position gives me access to and knowledge of Confidential Information and places me in a position of trust and confidence with the Company Group and that I have read this entire Agreement will benefit from the Company Group’s goodwill. I understand and understand itacknowledge that the Company invested significant time and expense in developing the Confidential Information and goodwill. I acknowledge and recognize the highly competitive nature of the Company Group’s business, that access to Confidential Information renders me special and unique within the Company Group and Company Group’s industry, and that I will have the right opportunity to consult develop substantial relationships with counsel prior existing and prospective clients, accounts, customers, consultants, contractors, investors, and strategic partners of the Company Group during the course of and as a result of my employment with or provision of services to signing the Company Group. In exchange for my promises hereunder, the Company Group (a) is providing me with the Employment Agreement and (b) is promising to provide me, on an as-needed basis based on the Company’s business interests, with Confidential Information, introductions to, and contact with key customers of the Company Group and specialized training and further. I acknowledge and agree that such consideration is adequate and sufficient consideration for me to enter into this Non-Interference Agreement. I recognize and acknowledge that the restrictions and limitations set forth in this Non-Interference Agreement are reasonable and valid in geographical and temporal scope and in all other respects and are essential to protect the value of the business and assets of the Company Group. I further acknowledge that I the restrictions and limitations set forth in this Non-Interference Agreement will derive significant value from not materially interfere with my ability to earn a living following the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance termination of my duties employment with or provision of services to the Company. I further acknowledge Company Group and that my fulfillment ability to earn a livelihood without violating such restrictions is a material condition to my employment with or provision of services to any member of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in itGroup. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit solicit, are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to before signing this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, including my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section 7 and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s 's agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s 's exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s 's legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to before signing this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that , and (c) my fulfillment of the obligations contained in this Agreement, including, but not limited to, including my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section 7 and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree understand that the nature of my position gives me access to and knowledge of Confidential Information and places me in a position of trust and confidence with the Company Group and that I have read this entire Agreement will benefit from the Company Group’s goodwill. I understand and understand itacknowledge that the Company invested significant time and expense in developing the Confidential Information and goodwill. I acknowledge and recognize the highly competitive nature of the Company Group’s business, that access to Confidential Information renders me special and unique within the Company Group and Company Group’s industry, and that I will have the right opportunity to consult develop substantial relationships with counsel prior existing and prospective clients, accounts, customers, consultants, contractors, investors, and strategic partners of the Company Group during the course of and as a result of my employment with or provision of services to signing the Company Group. In exchange for my promises hereunder, the Company Group (a) is providing me with the Employment Agreement and (b) is promising to provide me, on an as-needed basis based on the Company’s business interests, with Confidential Information, introductions to, and contact with key customers of the Company Group and specialized training and further, I acknowledge and agree that such consideration is adequate and sufficient consideration for me to enter into this Non-Interference Agreement. I recognize and acknowledge that the restrictions and limitations set forth in this Non-Interference Agreement are reasonable and valid in geographical and temporal scope and in all other respects and are essential to protect the value of the business and assets of the Company Group. I further acknowledge that I the restrictions and limitations set forth in this Non-Interference Agreement will derive significant value from not materially interfere with my ability to earn a living following the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance termination of my duties employment with or provision of services to the Company. I further acknowledge Company Group and that my fulfillment ability to earn a livelihood without violating such restrictions is a material condition to my employment with or provision of services to any member of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in itGroup. 7.2 In the event that a court finds this Agreement, or any of its restrictions, to be ambiguous, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (i) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that , (ii) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (iii) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 12.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it6.1. I acknowledge that I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that this Agreement does not prevent me from earning a living or pursuing my career. I agree that the restrictions contained in this Agreement are reasonable, proper, and necessitated by the Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and with knowledge of its contents with the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that a 6.2. If any restrictions set forth in Sections 4 or 5 of this Agreement are found by any court finds this Agreement, or any of its restrictions, competent jurisdiction to be ambiguousunenforceable because they extend for too long a period of time or over too great a range of activities or in too broad a geographic area, unenforceable, or invalid, I and Company agree that the court will read the Agreement as a whole and interpret the restriction(s) at issue it shall be interpreted to be enforceable and valid to extend only over the maximum extent allowed by lawperiod of time, range of activities or geographic area as to which it may be enforceable. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s 's agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s 's exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s 's legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this tl1is entire Agreement and understand it. I acknowledge that (a) I have the right to consult with witl1 counsel prior to signing xxxxx.xx this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s 's agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this i11this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information information other than for the lor Company’s 's exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information lnfom1ation and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does docs not prevent me from earning a living or pursuing my career. I agree that the , and (ii)the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this tl1is Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 13.2, Company and I agree a1,,'TCC that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law Xxx, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are relevant to Company’s business and necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that , (b) I will derive significant value from the Company’s agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 . If the court declines to enforce this Agreement in the manner provided in subsection 7.2this Section and/or Section 13.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law law, and I agree to be bound by this Agreement as modified.. 263288939 v1

Reasonableness of Restrictions. 7.1 I agree that I have read this entire Agreement and understand it. I acknowledge that (a) I have the right to consult with counsel prior to signing this Agreement. I further acknowledge that I , (b) l will derive significant value from the Company’s 's agreement to provide me with Company Confidential Information to enable me to optimize the performance of my duties to the Company. I further acknowledge , and (c) that my fulfillment of the obligations contained in this Agreement, including, but not limited to, my obligation neither to disclose nor to use Company Confidential Information other than for the Company’s 's exclusive benefit and my obligations not to compete and not to solicit are necessary to protect Company Confidential Information and, consequently, to preserve the value and goodwill of the Company. I agree that (i) this Agreement does not prevent me from earning a living or pursuing my career. I agree that , and (ii) the restrictions contained in this Agreement are reasonable, proper, and necessitated by Company’s 's legitimate business interests. I represent and agree that I am entering into this Agreement freely and freely, with knowledge of its contents with and the intent to be bound by the Agreement and the restrictions contained in it. 7.2 In the event that its terms. If a court finds this Agreement, or any of its restrictions, to be are ambiguous, unenforceable, or invalid, Company and I and Company agree that the court will read the Agreement as a whole and interpret the such restriction(s) at issue to be enforceable and valid to the maximum extent allowed by law. 7.3 If the court declines to enforce this Agreement in the manner provided in subsection 7.2, Company and I agree that this Agreement will be automatically modified to provide Company with the maximum protection of its business interests allowed by law and I agree to be bound by this Agreement as modified.