Hymowitz Services Agreement. The Hymowitz Services Agreement shall not have been cancelled or rescinded by Hymowitz and shall remain enforceable against Hymowitz as of the Closing Date and shall, upon the Closing, become effective in accordance with the terms thereof and hereof, and Hymowitz shall be ready, willing and able to commence engagement pursuant to the terms and conditions of Hymowitz Services Agreement immediately upon the occurrence of the Closing.

“Hymowitz Services Agreement” means that certain Services Agreement by and between Hymowitz and the Employing Entity, dated as of the date hereof, to become effective as of (and subject to the occurrence of) the Closing, a true and correct copy of which is attached hereto as Exhibit C-11].