Enom 2011 Annual Report Download - page 120

14. Arbitration. With the exception of any claims or controversies arising out of, or relating to any workers’
compensation claim, unemployment claim, or any benefit plan governed by ERISA, any dispute or controversy between
Executive, on the one hand, and the Company (or any other Releasee as defined in the General Release), on the other
hand, in any way arising out of, related to, or connected with this Agreement or the subject matter thereof, Executive’s
employment and separation of employment, or otherwise in any way arising out of, related to, or connected with any acts
or omissions occurring prior to the execution of the date of this Agreement (as between these parties), including, but not
limited to, any state or federal statutory, constitutional or common law claims, shall be submitted to arbitration in Los
Angeles County, California, before a sole neutral arbitrator selected from Judicial Arbitration and Mediation Services,
Inc., (“JAMS”), or if JAMS is no longer able to supply the arbitrator, such arbitrator shall be selected by mutual
agreement. If the parties are unable to agree upon an arbitrator, the arbitrator shall be selected by alternatively striking
names from a list of employment arbitrators provided by JAMS. The first to strike will be selected by the flip of a coin.
The arbitration shall be conducted pursuant to the then-current JAMS Employment Arbitration Rules and Procedures and
subject to JAMS Policy on Employment Arbitration Minimum Standards of Procedural Fairness. Any and all claims and/
or defenses that would otherwise be available in a court of law will be fully available to the parties and/or any other
Releasee, and the Arbitrator will be required to apply legal principles with the same force and effect as if the dispute were
adjudicated in a court of law. The arbitration shall allow for reasonable discovery as agreed to by the parties or as directed
by the arbitrator. Final resolution of any dispute through arbitration may include any remedy or relief that the Arbitrator
deems just and equitable, including any and all remedies provided by applicable state or federal statutes. At the conclusion
of the arbitration, the Arbitrator shall issue a written decision that sets forth the essential findings and conclusions upon
which the Arbitrator’s award or decision is based. Any award or relief granted by the Arbitrator hereunder shall be final
and binding on the parties hereto and may be enforced by any court of competent jurisdiction. The prevailing party in the
arbitration proceeding shall be entitled to recover reasonable costs and attorneys’ fees as determined by the arbitrator and
as permissible under applicable law. The parties acknowledge and agree that they are hereby waiving any rights to trial by
jury in any action, proceeding or counterclaim brought by any of the parties against the other in connection with any
matter whatsoever arising out of or in any way connected with this Agreement or any act or omission occurring prior to
the date of this Agreement (as between these parties). Any costs unique to the arbitral forum shall be paid by the
Company (e.g., arbitrator fee, room fee, court reporter fee); the parties otherwise agree to bear their own costs. By
agreeing to arbitration, the parties do not intend to deprive any court with jurisdiction of its ability to issue a preliminary
injunction, attachment or other form of provisional remedy in aid of the arbitration and a request for such provisional
remedies by a party to a court shall not be deemed a waiver of this agreement to arbitrate.
15. No Known Claims. As of the Separation Date, the Company represents and warrants that it is not currently
aware, after reasonable inquiry, including consultation with the Company’s Chief Executive Officer and other members of
the Company’s executive management team, of any claims or causes of action, in law or in equity, of any nature
whatsoever, which the Company may have against the Executive in any regard arising out of or related in any way to
Executive’s employment with the Company or concerning Executive’s separation of employment from the Company.
16. Future Opportunities. Executive has informed the Company that, after the Separation Date, he may,
directly or indirectly, individually or through a business entity, engage in the business of producing, licensing, monetizing
and/or distributing videos for distribution via the Internet and related activities, including, without limitation, entering into
one or more agreements with media companies or other third-parties concerning the financing, distribution, and/or
monetization of such videos or the aggregation of multi-channel networks (collectively, the “Approved Activities”). The
Company acknowledges and agrees that: (i) Executive’s participation in such Approved Activities following the
Separation Date will not