Common use of Absence of Conflicts; Employee Acknowledgement; Confidentiality Clause in Contracts

Absence of Conflicts; Employee Acknowledgement; Confidentiality. The Employee hereby represents that from and after the Effective Date the performance of the Employee’s duties hereunder will not breach any other agreement to which the Employee is a party. The Employee acknowledges that the Employee has read and understands this Agreement, is fully aware of its legal effect, has not acted in reliance upon any representations or promises made by the Company or any of its Affiliates other than those contained in writing herein, and has entered into this Agreement freely based on the Employee’s own judgment. The Employee agrees not to disclose the terms or existence of this Agreement to any Person unless the Company agrees to such disclosure in advance and in writing; provided that the Employee may, without such permission, make such disclosures as are required by applicable law, including disclosures to taxing agencies, and disclose the terms of this Agreement to the Employee’s attorney(s), accountant(s), tax advisor(s), and other professional service provider(s), and to members of the Employee’s immediate family, as reasonably necessary; provided, further, that the Employee instructs such Person(s) that the terms of this Agreement are strictly confidential and are not to be revealed to anyone else except as required by applicable law.