The Employee represents and warrants to the Company, and the Employee’s signature below will confirm, that performance of the Employee’s obligations as an employee of the Company, or any other matter contemplated by this Agreement, will not conflict with or violate any agreement, court order, obligation or other restriction to which the Employee is a party or is subject. In the event of a demand, claim or proceeding by any third party alleging obligations that are inconsistent with the foregoing confirmation, the Company will have the discretion to terminate the Employee’s employment, and such termination will not be deemed to have been a termination without cause for purposes of any other termination-related obligation, nor result in any liability by the Company or by any of its Affiliates to the Employee (i.e., no severance or any other payments will be due to the Employee hereunder).