As a material condition of this Agreement, Employee agrees not to disparage in any way, orally or in writing (in any medium, including via blogging or otherwise via the Internet), the Company or any of its subsidiaries, affiliates, officers, or directors to any person or entity. Employee will not do anything that portrays the Company, any of its subsidiaries, affiliates, officers, or directors, or the Company’s products, services, business practices, corporate structure or organization, or marketing methods in a negative light or in a way that might injure the Company’s business, affairs, or reputation. The Company agrees that it will make reasonable efforts to ensure that Tim Sullivan and Howard Hochhauser, as well as the management employees reporting directly to Mr. Sullivan and Mr. Hochhauser, do not disparage Employee to any person or entity. Notwithstanding the foregoing, the Parties acknowledge that they may make or disclose disparaging or injurious statements if such statements or disclosure are made as truthful testimony or disclosure pursuant to court order, agency directive, or in accordance with law, or to the extent reasonably necessary in the event of any litigation between the parties in connection with this Agreement.