Absence of Conflicts; Competition with Prior Employer. Executive represents that Executive’s performance of Executive’s duties under this Agreement will not breach any other agreement as to which Executive is a party. Executive agrees that Executive has disclosed to the Company all of Executive’s existing employment and/or business relationships, including, but not limited to, any consulting or advising relationships, outside directorships, investments in privately held companies, and any other relationships that may create a conflict of interest. Executive is not to bring with Executive to the Company, or use or disclose to any person associated with the Company, any confidential or proprietary information belonging to any former employer or other person or entity with respect to which Executive owes an obligation of confidentiality under any agreement or otherwise. The Company does not need and will not use such information and we will assist Executive in any way possible to preserve and protect the confidentiality of proprietary information belonging to third parties. Also, we expect Executive to abide by any obligations to refrain from soliciting any person employed by or otherwise associated with any former employer and suggest that Executive refrains from having any contact with such persons until such time as any non-solicitation obligation expires.

Absence of Conflicts; Competition with Prior Employer.Other Agreements. Executive represents and warrants that Executive’sthe execution and delivery of this Agreement and the performance of Executive’s duties underall the terms of this Agreement do not and will not breach any other agreement as to whichkeep in confidence proprietary information acquired by Executive is a party. Executive agrees thatin confidence or trust. Executive has disclosednot entered into and shall not enter into any agreement, either written or oral, in conflict with this Agreement. Executive represents that he has not brought and will not bring with him to the Company allor use at the Company any materials or documents of Executive’s existing employment and/an employer or business relationships, including, buta former employer that are not limited to, any consulting or advising relationships, outside directorships, investments in privately held companies,generally available to the public, unless express written authorization from such employer for their possession and any other relationshipsuse has been obtained. Executive further understands that may create a conflict of interest. Executivehe is not to bring with Executive to the Company, or use or disclose tobreach any person associated with the Company, any confidential or proprietary information belonging to any former employer or other person or entity with respect to which Executive owes an obligation of confidentiality underthat he has to any agreementemployer or otherwise. The Company does not need and will not use such information and we will assist Executive in any way possible to preserve and protect the confidentiality of proprietary information belonging to third parties. Also, we expect Executive to abide by any obligations to refrain from soliciting any person employed by or otherwise associated with any former employer and suggest that Executive refrains from having any contactagrees to fulfill all such obligations during the period of his affiliation with such persons until such time as any non-solicitation obligation expires.the Company.

Absence of Conflicts; Competition with Prior Employer.Third-Party Agreements and Rights. The Executive representshereby confirms that Executive’s performance of Executive’s duties under this Agreement will not breach any other agreement as to whichthe Executive is a party.not bound by the terms of any agreement with any previous employer or other party which restricts in any way the Executive’s use or disclosure of information, other than confidentiality restrictions (if any), or the Executive’s engagement in any business. The Executive agrees that Executive has disclosedrepresents to the Company allthat the Executive’s execution of this Agreement, the Executive’s existing employment and/with the Company and the performance of the Executive’s proposed duties for the Company will not violate any obligations the Executive may have to any such previous employer or business relationships, including, butother party. In the Executive’s work for the Company, the Executive will not limited to,disclose or make use of any consultinginformation in violation of any agreements with or advising relationships, outside directorships, investments in privately held companies,rights of any such previous employer or other party, and any other relationships that may create a conflict of interest.the Executive iswill not to bring with Executive to the Company,premises of the Company any copies or use or disclose to any person associated with the Company, any confidential or proprietaryother tangible embodiments of non-public information belonging to or obtained from any former employersuch previous employment or other person or entity with respect to which Executive owes an obligation of confidentiality under any agreement or otherwise. The Company does not need and will not use such information and we will assist Executive in any way possible to preserve and protect the confidentiality of proprietary information belonging to third parties. Also, we expect Executive to abide by any obligations to refrain from soliciting any person employed by or otherwise associated with any former employer and suggest that Executive refrains from having any contact with such persons until such time as any non-solicitation obligation expires.party.

Absence of Conflicts; Competition with Prior Employer.No Conflict. Executive represents that Executive’s performance of Executive’s duties under this Agreement will not breach any other agreement as to which Executive is a party. Executive agrees that Executive has disclosed to the Company all of Executive’s existing employment and/or business relationships, including, but not limited to, any consulting or advising relationships, outside directorships, investments in privately held companies, and any other relationshipswarrants that may create a conflict of interest. Executive is not to bringbound by any employment contract, restrictive covenant, or other restriction preventing Executive from carrying out Executive’s responsibilities for the Employer, or which is in any way inconsistent with the terms of this Agreement. Executive further represents and warrants that Executive shall not disclose to the Company,Employer or use or discloseinduce the Employer to any person associated with the Company,use any confidential or proprietary information or material belonging to any formerprevious employer or other person or entity with respect to which Executive owes an obligation of confidentiality under any agreement or otherwise. The Company does not need and will not use such information and we will assist Executive in any way possible to preserve and protect the confidentiality of proprietary information belonging to third parties. Also, we expect Executive to abide by any obligations to refrain from soliciting any person employed by or otherwise associated with any former employer and suggest that Executive refrains from having any contact with such persons until such time as any non-solicitation obligation expires.others.

Absence of Conflicts; Competition with Prior Employer. Executive represents that Executive’s performance of Executive’s duties under this Agreement will not breach any other agreementThird-Party Agreements and Rights. Except as to which Executive is a party. Executive agrees that Executive haspreviously disclosed to the Company all of Executive’s existing employment and/or business relationships, including, but not limited to, any consulting or advising relationships, outside directorships, investments in privately held companies, and any other relationshipsCompany, the Executive hereby confirms that may create a conflict of interest.the Executive is not to bringbound by the terms of any agreement with Executiveany previous employer or other party which restricts in any way the Executive’s use or disclosure of information or the Executive’s engagement in any business. Except as previously disclosed to the Company, or use or disclosethe Executive represents to the Company that the Executive’s execution of this Agreement, the Executive’s employment with the Company and the performance of the Executive’s proposed duties for the Company will not violate any obligations the Executive may have to any person associated withsuch previous employer or other party. In the Executive’s work for the Company, the Executive will not disclose or make use of any confidentialinformation in violation of any agreements with or proprietaryrights of any such previous employer or other party, and the Executive will not bring to the premises of the Company any copies or other tangible embodiments of non-public information belonging to or obtained from any former employersuch previous employment or other person or entity with respect to which Executive owes an obligation of confidentiality under any agreement or otherwise. The Company does not need and will not use such information and we will assist Executive in any way possible to preserve and protect the confidentiality of proprietary information belonging to third parties. Also, we expect Executive to abide by any obligations to refrain from soliciting any person employed by or otherwise associated with any former employer and suggest that Executive refrains from having any contact with such persons until such time as any non-solicitation obligation expires.party.