Burger King 2009 Annual Report Download - page 156

(b) To ensure regulatory compliance and for the protection of its workers, customers, suppliers and business, the Company reserves
the right to monitor, intercept, review and access telephone logs, internet usage, voicemail, email and other communication facilities provided
by the Company which Executive may use during his employment with the Company. Executive hereby acknowledges that all
communications and activities on Company equipment or premises cannot be presumed to be private.
14. Injunctive Relief with Respect to Covenants; Forum, Venue and Jurisdiction. Executive acknowledges and agrees that a breach by
Executive of any of Section 9, 10, 11, 12 or 13 is a material breach of this Agreement and that remedies at law may be inadequate to protect
the Company and its Affiliates in the event of such breach, and, without prejudice to any other rights and remedies otherwise available to the
Company, Executive agrees to the granting of injunctive relief in the Company’s favor in connection with any such breach or violation without
proof of irreparable harm, plus attorneys’ fees and costs to enforce these provisions. Executive further acknowledges and agrees that the
Company’s obligations to pay Executive any amount or provide Executive with any benefit or right pursuant to Section 8 is subject to
Executive’s compliance with Executive’s obligations under Sections 9 through 13 inclusive, and that in the event of a breach by Executive of
any of Section 9, 10, 11, 12 or 13, the Company shall immediately cease paying such benefits and Executive shall be obligated to
immediately repay to the Company all amounts theretofore paid to Executive pursuant to Section 8. In addition, if not repaid, the Company
shall have the right to set off, in accordance with (and to the extent permitted by) Section 409A of the Code and the regulations promulgated
thereunder, from any amounts otherwise due to Executive any amounts previously paid pursuant to Section 8(f) (other than the Accrued
Obligations). Executive further agrees that the foregoing is appropriate for any such breach inasmuch as actual damages cannot be readily
calculated, the amount is fair and reasonable under the circumstances, and the Company would suffer irreparable harm if any of these
Sections were breached. All disputes not relating to any request or application for injunctive relief in accordance with this Section 14 shall be
resolved by arbitration in accordance with Section 19(b).
15. Assumption of Agreement. The Company shall require any Successor thereto, by agreement in form and substance reasonably
satisfactory to Executive, to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the
Company would be required to perform it if no such succession had taken place. Failure of the Company to obtain such agreement prior to
the effectiveness of any such succession shall be a breach of this Agreement.
16. Indemnification. The Company agrees both during and after the Employment Period to indemnify Executive to the fullest extent
permitted by its Certificate of Incorporation (including payment of expenses in advance of final disposition of a proceeding) against actions or
inactions of Executive during the Employment Period as an officer, director or employee of the Company or any of its Subsidiaries or Affiliates
or as a fiduciary of any benefit plan of any of the foregoing. 13