(g) Attorney in Fact. In the event the Company is unable for any reason, after reasonable effort, to secure Executives signature on any document needed in connection with the actions specified in the preceding paragraph, Executive hereby irrevocably designates and appoints the Company and its duly authorized officers and agents as Executives agent and attorney in fact, which appointment is coupled with an interest, to act for and in Executives behalf to execute, verify and file any such documents and to do all other lawfully permitted acts to further the purposes of the preceding paragraph with the same legal force and effect as if executed by Executive. Executive hereby waives and quitclaims to the Company any and all claims, of any nature whatsoever, which Executive now or may hereafter have for infringement of any Proprietary Rights assigned hereunder to the Company.
(h) Records. Executive agrees to keep and maintain adequate and current records (in the form of notes, sketches, drawings and in any other form that may be required by the Company) of all Proprietary Information developed by Executive and all Inventions made by Executive during the period of Executives employment at the Company, which records shall be available to and remain the sole property of the Company at all times.
9. Restrictive Covenants.
(a) Non-Competition. During the Term and for the twelve (12) month period after the termination of Executives employment relationship with the Company for any reason, Executive will not, directly or indirectly, whether paid or not: (i) serve as a partner, principal, licensor, licensee, employee, consultant, officer, director, manager, agent, affiliate, representative, advisor, promoter, associate, investor, or otherwise for, (ii) own, purchase, organize or take preparatory steps for the organization of, or (iii) build, design, finance, acquire, lease, operate, manage, control, invest in, work or consult for or otherwise join, participate in or affiliate with, any business whose business, products or operations are in any respect involved in a Restricted Business (defined below) anywhere in the Restricted Territory (defined below). Should Executive obtain other employment during the Term or within the twelve (12) month period immediately following the Termination Date, Executive agrees to provide written notification to the Company as to the name and address of Executives new employer, the position that Executive expects to hold, and a general description of Executives duties and responsibilities, at least three business days prior to starting such employment.
(b) Non-Solicitation. During the Term and for the twelve (12) month period after the termination of Executives employment relationship with the Company for any reason, including, without limitation, as a result of a voluntary termination by Executive or involuntary termination by Company, Executive will not, as an officer, director, employee, consultant, owner, partner, or in any other capacity, either directly or through others, except on behalf of Company:
(i) Solicit, induce, encourage, or participate in soliciting, inducing or encouraging any person known (or should have been known) to Executive to be an employee, consultant, or independent contractor of Company (or was an employee, consultant, or independent contractor of the Company in the twelve (12) moths prior to the Termination Date) to terminate his or her relationship with Company, even if Executive did not initiate the discussion or seek out the contact;
(ii) Solicit, induce, encourage, or participate in soliciting, inducing, or encouraging any person known to Executive (or should have been known to Executive) to be an employee, consultant, or independent contractor of Company to terminate his or her relationship with Company to render services to Executive or any other person or entity that researches, develops, markets, sells, performs or provides or is preparing to develop, market, sell, perform or provide Conflicting Services (as defined below);
(iii) Hire, employ, or engage in a business venture with as partners or owners or other joint capacity, or attempt to hire, employ, or engage in a business venture as partners or owners or other joint capacity, with any person then employed by Company or who has left the employment of Company within the preceding twelve (12) months to research, develop, market, sell, perform or provide Conflicting Services;