Consultant’s Employees, Consultants and Agents. Consultant shall not subcontract services to contractors or employees other than the ​ without Client’s prior written consent, including as to the terms and conditions of any such engagement. Consultant shall have the right to disclose Confidential Information only to those of its employees, consultants, and agents who have a need to know such information for the purpose of performing Services and who have entered into a binding written agreement expressly for the benefit of Client (substantially in the form attached hereto as [Exhibit B]). Client reserves the right to refuse or limit Consultant’s use of any employee, consultant or agent or to require Consultant to remove any employee, consultant or agent already engaged in the performance of the Services. Client’s exercise of such right will in no way limit Consultant’s obligations under this Agreement.

7.3Consultant represents and warrants to Client that ​ and any other contractor or employee of Consultant performing Services will execute an agreement (substantially in the form attached hereto as [Exhibit B]) which states that # ​ shall not disclose Client’s Confidential Information (as defined below); # ​ assigns all rights in and to all work done by ​ on behalf of Consultant to Client; # ​ is not an employee of Client and is therefore not entitled to, and shall not seek an entitlement to, any of the benefits that Client makes available to its employees, such as group insurance, profit-sharing or retirement benefits, pension, health or other benefits or to benefits available solely to employees of the Client under applicable law; and # ​ waives the right to receive any such benefits in the event that he is deemed an employee of Client by any Court, arbitrator or government agency. Consultant acknowledges and agrees that ​ and any other individuals that perform the Services hereunder shall: # be compensated directly and solely by Consultant; and # receive from Consultant all benefits made available as required by applicable law and regulations.