| ||(ii) || |
Executive shall cooperate with transition of her responsibilities, and comply with other reasonable post-employment requests by the Company including responding to reasonable requests it may make for information and assisting the Company in defense of any pending, threatened, or anticipated litigation, proceeding, or inquiry in matters which the Company reasonably determines Executives participation to be necessary. Executive shall not be entitled to additional compensation for providing the foregoing cooperation and assistance.
| ||(iii) || |
Executive will execute any documents requested by the Company or its Affiliates to effectuate the purposes of this Section 3(j).
|4. || |
Confidentiality and Proprietary Rights Agreement.
As a condition to the Companys agreement to execute this Agreement with Executive, Executive reaffirms and shall continue to comply with the Confidentiality and Proprietary Rights Agreement between the Company and Executive (the Confidentiality Agreement), attached hereto as Exhibit A.
Executive hereby represents, warrants, and covenants that she is not a party to any agreements with third parties that prevent her from fulfilling the terms of employment and the obligations of this Agreement or which would be breached as a result of her execution of this Agreement.
During Executives employment and after it ends (regardless of the reason), Executive shall not make to any person or entity any disparaging, defamatory, or derogatory statements or comments about the Company or any of its directors, officers, employees, products, or services, other than (1) making truthful statements required to be made by law, subpoena, or court order; (2) reporting possible violations of law to a government agency or entity or self-regulatory organization or cooperating with such agency or entity or organization; (3) making whistleblower or other disclosures that are protected under whistleblower provisions of federal or state law; or (4) making truthful statements to directors, officers, or employees of the Company in the good faith performance of Executives duties.
Executive understands and agrees that the Company will suffer irreparable harm if Executive breaches any of Executives obligations under Sections 4 and 5 of this Agreement, and that monetary damages will be inadequate to compensate the Company for any such violations. Accordingly, Executive agrees that in the event Executive violates or threatens to violate any of the referenced provisions of this Agreement, the Company, in addition to all of the remedies which it may have at law, will be entitled in any court of competent jurisdiction to temporary, preliminary, and permanent injunctions to prevent or to restrain any such actual or threatened violation by Executive, without any requirement to post bond. Executive consents to the issuance of such injunctions as being a reasonable measure to protect the Companys rights.