Juno 2013 Annual Report Download - page 259

property belonging to my former or any concurrent employers unless consented to in writing by them. I represent and warrant that I have returned all property
and confidential information belonging to all prior employers. I also represent and warrant that my performance of services for Employer will not require any
authorization, consent, exemption or other action by any other party and will not conflict with, violate or breach any agreement, instrument, order, judgment
or decree to which I am subject.
I agree that, during the term of my employment, I will not engage in any other employment, occupation,
consulting or other business activity directly related to the business in which the Company is now involved or may become involved during the term of my
employment, nor will I engage in any other business activities that conflict with my obligations to the Company.
 I understand and agree that as a result of my employment and the position that I hold, the Company
has entrusted and will in the future entrust me with Proprietary Information that is maintained by the Company in confidence and that, if known, would have
economic value to a competitor. Such Proprietary Information includes, but is not limited to, customer identities, requirements, purchasing volumes,
demographic needs, and other individualized customer information, source and object code, future technology plans, product strategies, business strategies,
software architectures, and the like. I understand and agree that for a period of one (1) year after termination of my employment with Employer, I will not,
without the specific written consent of the Company’s Chief Executive Officer, or his or her designee, for myself or on behalf of any third party: (i) solicit,
directly or indirectly, any customer of the Company who was a Company customer during my employment for the purpose of offering products or services
that compete in the same market with the Company’s products or services by using Proprietary Information or by otherwise engaging in unfair competition or
unfair business practices; (ii) cause a Company customer to terminate its relationship with the Company through unfair competition or business practices,
including through the unauthorized use of Proprietary Information; or (iii) solicit, directly or indirectly, any potential customer of the Company with whom the
Company was engaged in substantial negotiations during my employment by using Proprietary Information or by otherwise engaging in unfair competition or
unfair business practices. I understand and agree that my solicitation of Company customers on behalf of an entity other than the Company would involve
the use of such Proprietary Information. I understand and agree that pursuit of the activities forbidden by this paragraph would cause the Company
significant harm, but that proof of actual damages from such breach would be difficult to ascertain. Accordingly, I agree that if I breach this provision, I will
owe the Company an amount equal to two times the amount collected by the Company from the customer(s) at issue in the one-year period prior to my breach,
or in the event I breach this agreement with respect to a prospective customer, one and one half times the anticipated collections from that prospective customer
for the one-year period after my breach. None of my activities will be prohibited under this Paragraph if I can prove that the action was taken without the use
in any way of Proprietary Information.