On and subject to the terms and conditions of this Agreement, Supplier shall manufacture, test, package, store and supply the Parts to Buyer and Buyer shall purchase the Part from Supplier from time to time.

Scope of Authority. Subject to the terms of the Plan, the Committee shall have the authority, in its discretion, to take such actions as it deems necessary or advisable to administer the Plan, including:

Demolition Scope of Work. Subject to reaching mutual agreement on the cost for such work. [[Organization A:Organization]] shall pay for the following demolition work within the Phase 2 Expansion Space to be completed by [[Organization B:Organization]]’s contractor in accordance with drawings and specifications prepared by [[Organization B:Organization]]’s design professional: # removal of interior walls, including framing, doors, electrical outlets and switches, wiring, low voltage/data cabling, and plumbing or other utilities located in such interior walls to the extent not being reused by the [[Organization B:Organization]] (electrical, low voltage wiring/data cabling and plumbing serving the base building MEP systems and restrooms shall be left in place); # removal of carpeting, tile and other installed floor coverings to include mastics and/or other adhesives/setting beds; # removal of the acoustical and gypsum ceilings and soffits, including light fixtures and HVAC ductwork diffusers and grilles to the extent not being reused by the [[Organization B:Organization]]; # the existing restrooms shall be left in place and unmodified; # the existing wall framing and drywall at the exterior walls and restrooms shall be left in place and unmodified; # the existing HVAC roof top units shall be left in place and unmodified; # the existing fire protection sprinkler system shall be left in place and unmodified: # removal of all interior millwork and cabinetry; # the existing fire alarm system shall be left in place and unmodified; and # the interior doors, frames and finish hardware shall be salvaged for reuse by the [[Organization B:Organization]] (collectively, the “[[Organization A:Organization]] Demolition Work’’).

Scope of the Agreement. This Agreement concerns litigation activities with respect to U.S. Patent No. ​ (the “`730 patent”) and any patent rights related to the `730 patent, including any divisional, continuation, continuation-in-part, reissue patent, reexamination certificate, or foreign counterpart of any such patent rights that is issued or may be issued as a result of any patent application, reissue application or re-examination (the “Patent Rights”). AVRS, BJC and Schmeiser are executing this Agreement for the purpose of engaging Schmeiser to assist BJC in jointly representing AVRS in connection with forthcoming litigation in the U.S. District Court, District of Arizona.

The licenses granted under Section 10.1 and Section 10.2 may be sublicensed by a Party to its Affiliate without any requirement of consent, provided that such sublicense to an Affiliate will immediately terminate if and when such party ceases to be an Affiliate of such Party.

Kx and ​ previously entered into the Kdb Software OEM Enterprise License Agreement effective January 1, 2002 (“Original Agreement”), which sets forth the terms on which ​ may use the Kdb Software and Kx programming languages to develop and distribute applications that integrate Kx’s Kdb Software. Thereafter, Kx and ​ entered into the following four amendments to the Original Agreement (jointly, “Amendments Nos. 1-4”):

Reasonable Scope and Duration. The Executive acknowledges that the restrictions in paragraphs 11, 12, and 13 are reasonable in scope, are necessary to protect the trade secrets and other confidential and proprietary information of the Company and its affiliates, that the benefits provided under this Agreement are full and fair compensation for these covenants and that these covenants do not impair the Executive’s ability to be employed in other areas of his expertise and experience. Specifically, the Executive acknowledges the reasonableness of the international scope of these covenants by reason of the international customer base and prospective customer base and activities of the Company and its affiliates, the widespread domestic and international scope of the Executive’s contacts created during his employment with the Company, the domestic and international scope of the Executive’s responsibilities while employed by the Company and his access to marketing strategies of the Company and its affiliates. Notwithstanding the foregoing, if any court determines that the terms of any of the restrictions herein are unreasonable or unenforceable, such court may interpret, alter, amend or modify any or all of such terms to include as much of the scope, time period and intent as will render such restrictions enforceable, and then in such reduced form, enforce such terms. In the event of the Executive’s breach of any such covenant, the term of the covenant shall be extended for a period equal [[Organization A:Organization]] period that the breach continues.

Scope of the Agreement. This Agreement concerns litigation and licensing activitieswithrespecttoU.S.PatentNos.7,558,730,7,949,534,8,131,557,8,498,871,and9,142,217 ((the“Patents”)andanypatentrightsrelatedtothePatents,includinganydivisional,continuation, continuation-in-part, reissue patent, reexamination certificate, or foreign counterpart of any such patentrightsthatisissuedormaybeissuedasaresultofanypatentapplication,reissueapplication or re-examination (the “Patent Rights”). Client is executing this Agreement for the purpose of retaining BJC to represent Client in connection with investigating and asserting claims, including the negotiation of license agreements and the filing and prosecution of lawsuits, against any potential infringers of the Patent Rights. Any such claim with respect to which litigation is filed is referred to herein as a “Lawsuit.” Any licensing agreement not relating to claims asserted in a Lawsuit will be referred to herein as a “Licensing Agreement,” and any negotiations for such a Licensing Agreement will be referred to herein as the “LicensingNegotiations.”

Scope of Repurchase Right. Until they vest in accordance with Subsection # below, ​ of the Purchased Shares shall be Restricted Shares and shall be subject to the Company’s Right of Repurchase. The Company, however, may decline to exercise its Right of Repurchase or may exercise its Right of Repurchase only with respect to a portion of the Restricted Shares. The Company may exercise its Right of Repurchase only during the Repurchase Period following the termination of the Purchaser’s Service. The Right of Repurchase may be exercised automatically under Subsection # below. If the Right of Repurchase is exercised, the Company shall pay the Purchaser an amount equal to the Purchase Price for each of the Restricted Shares being repurchased.

Employment. Employer has employed and hereby continues to employ Employee, and Employee hereby accepts such continued employment, upon the terms and subject to the conditions set forth in this Agreement. Employee shall be employed by Employer but may serve (and if requested by Employer shall serve) as an officer and/or director of any subsidiary or affiliate of Employer.