Breach by Executive. Executive is obligated under this Agreement to render services of a special, unique, unusual, extraordinary, and intellectual character, which give this Agreement particular value. The loss of these services cannot be reasonably or adequately compensated in damages in an action at law. Accordingly, in addition to other remedies provided by law or this Agreement, Employer shall have the right during the Term and any period of non-competition governed by this Agreement, to seek injunctive relief against breach or threatened breach of this Agreement by Executive or the performance of services, or threatened performance of services, by Executive in violation of this Agreement, or both. This Section is not meant to limit the damages the Employer may pursue and is not meant to be an exhaustive list of the relief available to the Employer.

By Executive. The employment of Executive by the Company pursuant to this Agreement may be terminated by Executive by written notice to the Company of his resignation (a “Notice of Resignation”) at any time.

By Executive. Executive shall indemnify, defend, and hold [[Orthofix:Organization]] and its subsidiaries, and affiliates and each of their officers, directors, employees, agents, and shareholders free and harmless from any and all claims, demands, losses, suits, judgments, penalties, and liabilities of any kind and nature whatsoever (including, without limitation, reasonable attorney’s fees and costs, through the appellate process, if any) arising in any way out of # a breach by Executive of this Agreement or the representations and warranties contained in Section 3, or # the negligence or willful misconduct of Executive.

Breach by Executive. Executive is obligated under this Agreement to render services of a special, unique, unusual, extraordinary, and intellectual character, which give this Agreement particular value. The loss of these services cannot be reasonably or adequately compensated in damages in an action at law. Accordingly, in addition to other remedies provided by law or this Agreement, Employer shall have the right during the Term and any period of non-competition governed by this Agreement, to seek injunctive relief against breach or threatened breach of this Agreement by Executive or the performance of services, or threatened performance of services, by Executive in violation of this Agreement, or both. This Section is not meant to limit the damages the Employer may pursue and is not meant to be an exhaustive list of the relief available to the Employer.

Breach by Executive. Executive is obligated under this Agreement to render services of a special, unique, unusual, extraordinary, and intellectual character, which give this Agreement particular value. The loss of these services cannot be reasonably or adequately compensated in damages in an action at law. Accordingly, in addition to other remedies provided by law or this Agreement, Employer shall have the right during the Term and any period of non-competition governed by this Agreement, to seek injunctive relief against breach or threatened breach of this Agreement by Executive or the performance of services, or threatened performance of services, by Executive in violation of this Agreement, or both. This Section is not meant to limit the damages the Employer may pursue and is not meant to be an exhaustive list of the relief available to the Employer.

By Executive. Notwithstanding the provisions of Section 3, Executive may terminate Executive’s employment under this Agreement for any reason whatsoever or no reason at all, in the sole discretion of Executive. In such case, Executive must deliver to the Company written notice of such termination at least 30 days before the effective date of such termination, unless otherwise provided in this Agreement.

By Executive. Executive shall indemnify, defend and hold harmless Parent and its Affiliates (including Sole Member and Company) and their respective managers, directors, officers, employees, professional advisors, and other agents from and against all Losses incurred or sustained by, or imposed upon, any of the foregoing to the extent based upon, arising out of, with respect to or by reason of: # any breach of Executive’s or Buyer’s (if Executive is not the Buyer) obligations under this Amendment, # the Assumed Liabilities or # third party claims resulting from grossly negligent or willful or reckless acts or omissions of Executive in connection with his employment with Company.

Breach by Executive. Executive is obligated under this Agreement to render services of a special, unique, unusual, extraordinary, and intellectual character, which give this Agreement particular value. The loss of these services cannot be reasonably or adequately compensated in damages in an action at law. Accordingly, in addition to other remedies provided by law or this Agreement, Employer shall have the right during the Term and any period of non-competition governed by this Agreement, to seek injunctive relief against breach or threatened breach of this Agreement by Executive or the performance of services, or threatened performance of services, by Executive in violation of this Agreement, or both. This Section is not meant to limit the damages the Employer may pursue and is not meant to be an exhaustive list of the relief available to the Employer.

By Executive. The Executive may terminate this Agreement and his employment with the Company, for the following reasons:

Breach by Executive. The Executive recognizes that he has worked for Infiltrator Systems, Inc. (“ISI”) for 28 years, and has been involved with the most highly sensitive and confidential information at ISI concerning operations, finances and strategic planning. As a result, Executive recognizes that his employment or involvement with a competing entity could have a devastating impact on the livelihood and financial success of the Company, and that such employment or involvement likely would inevitably involve the disclosure of confidential Company information. In order to prevent such damage to Company, Executive agrees that # the restrictions contained in Paragraphs 6, 7, 8, 9, 10 and 11 (collectively, the “Restrictions”) are reasonable and necessary to protect the Company’s business interests and that the Restrictions have been tailored to protect those interests; # that his failure to observe and comply with the Restrictions will cause irreparable harm to the Company; # the consideration for the Restrictions is fair; # the Restrictions shall not deprive the Executive of his ability to earn a reasonable living and Executive has general business skills which are applicable outside of the Business and which will allow him to obtain employment without violating this Agreement; # it is and will continue to be difficult to ascertain the nature, scope and extent of any harm caused by Executive’s breach of this Agreement; and # a remedy at law for such breach by Executive will be inadequate. Accordingly, it is the intention of the parties that, in addition to any other rights and remedies which the Company may have in the event of any breach of Paragraph 6, 7, 8, 9, 10 or 11. the Company shall be entitled, and is expressly and irrevocably authorized by Executive, to demand and obtain specific performance, including without limitation temporary and permanent injunctive relief, and all other appropriate equitable relief against Executive in order to enforce against Executive, or in order to prevent any breach or any threatened breach by the Executive, of the covenants and agreements contained in Paragraph 6, 7, 8, 9, 10 or 11. The Executive has entered into this Agreement knowingly and voluntarily.