Common use of Specific Remedies Clause in Contracts

Specific Remedies. For purposes of Sections 7, 8 and 9 of this Agreement, references to NSI shall include all current and future majority-owned subsidiaries of NSI and all current and future joint ventures in which NSI may from time to time be involved. It is understood by the Employee and NSI that the covenants contained in this Section 10 and in Sections 7, 8, and 9 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to comply with such covenants, NSI would not have agreed to enter into this Agreement. NSI and the Employee have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI and the interests of NSI and its stockholders. The Employee agrees that the covenants of Sections 7, 8, and 9 are reasonable and valid. If the Employee commits a breach of any of the provisions of Sections 7, 8, or 9, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges that NSI may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore understands and agrees that NSI shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI and that money damages will not provide an adequate remedy to NSI, and (ii) the right to require the Employee to account for and pay over to NSI all compensation, profits, monies, accruals, increments and other benefits (collectively, the "Benefits") derived or received by the Employee as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, or 9 and the Employee hereby agrees to account for and pay over such Benefits to NSI.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Restated Agreement, references to NSI shall include all current and future majority-owned subsidiaries of NSI and all current and future joint ventures in which NSI may from time to time be involved. It is understood by the Employee Rutenberg and NSI that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Restated Agreement and that, but for the agreement of the Employee Rutenberg to comply with such covenants, NSI would not have agreed to enter into this Agreement. NSI and the Employee Rutenberg have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI and the interests of NSI and its stockholders. The Employee Rutenberg agrees that the covenants of Sections 7, 8, 9 and 9 10 are reasonable and valid. If the Employee Rutenberg commits a breach of any of the provisions of Sections 7, 8, 9, or 910, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Rutenberg acknowledges that NSI may have no adequate remedy at law if he violates any of the terms hereof. The Employee Rutenberg therefore understands and agrees that NSI shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI and that money damages will not provide an adequate remedy to NSI, and (ii) the right to require the Employee Rutenberg to account for and pay over to NSI all compensation, profits, monies, accruals, increments and other benefits (collectively, the "Benefits") derived or received by the Employee Rutenberg as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee Rutenberg hereby agrees to account for and pay over such Benefits to NSI.

Specific Remedies. For purposes of Sections 7, 8 and 9 of this Agreement, references to NSI the Company shall include all current and future majority-owned subsidiaries of NSI the Company and all current and future joint ventures in which NSI the Company may from time to time be involved. It is understood by the Employee and NSI the Company that the covenants contained in this Section 10 and in Sections 7, 8, and 9 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to comply with such covenants, NSI the Company would not have agreed to enter into this Agreement. NSI The Company and the Employee have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI the Company and the interests of NSI the Company and its stockholders. The Employee agrees that the covenants of Sections 7, 8, and 9 are reasonable and valid. If the Employee commits a breach of any of the provisions of Sections 7, 8, or 9, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges that NSI the Company may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore understands and agrees that NSI the Company shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI the Company and that money damages will not provide an adequate remedy to NSIthe Company, and (ii) the right to require the Employee to account for and pay over to NSI the Company all compensation, profits, monies, accruals, increments and other benefits (collectively, the "Benefits") derived or received by the Employee as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, or 9 and the Employee hereby agrees to account for and pay over such Benefits to NSIthe Company.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI i3 Mobile may from time to time be involved. It is understood by the Employee and NSI Katzxxx xxx i3 Mobile that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to Katzxxx xx comply with such covenants, NSI i3 Mobile would not have agreed to enter into this Agreement. NSI i3 Mobile and the Employee have Katzxxx xxxe independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee agrees Katzxxx xxxees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee commits Katzxxx xxxmits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges Katzxxx xxxnowledges that NSI i3 Mobile may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore Katzxxx xxxrefore understands and agrees that NSI i3 Mobile shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee to Katzxxx xx account for and pay over to NSI i3 Mobile all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee as Katzxxx xx a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee hereby Katzxxx xxxeby agrees to account for and pay over such Benefits to NSIi3 Mobile.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI III shall include all current and future majority-owned subsidiaries of NSI III and all current and future joint ventures in which NSI III may from time to time be involved. It is understood by the Employee and NSI Maloxxx xxx III that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to Maloxxx xx comply with such covenants, NSI III would not have agreed to enter into this Agreement. NSI III and the Employee have Maloxxx xxxe independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI III and the all interests of NSI and its stockholdersIII. The Employee agrees Maloxxx xxxees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee commits Maloxxx xxxmits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges Maloxxx xxxnowledges that NSI III may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore Maloxxx xxxrefore understands and agrees that NSI III shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI III and that money damages will not provide an adequate remedy to NSIIII, and (ii) the right to require the Employee to Maloxxx xx account for and pay over to NSI III all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee as Maloxxx xx a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee hereby Maloxxx xxxeby agrees to account for and pay over such Benefits to NSIIII.

Specific Remedies. For purposes of Sections 7, 8 and 9 of this Agreement, references to NSI shall include all current and future majority-owned subsidiaries of NSI and all current and future joint ventures in which NSI may from time to time be involved. It is understood by the Employee and NSI that the covenants contained in this Section 10 and in Sections 7, 8, and 9 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to comply with such covenants, NSI would not have agreed to enter into this Agreement. NSI and the Employee have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI and the interests of NSI and its stockholders. The Employee agrees that the covenants of Sections 7, 8, and 9 are reasonable and valid. If the Employee commits a breach of any of the provisions of Sections 7, 8, or 9, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges that NSI may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore understands and agrees that NSI shall have have: (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI and that money damages will not provide an adequate remedy to NSI, and (ii) the right to require the Employee to account for and pay over to NSI all compensation, profits, monies, accruals, increments and other benefits (collectively, the "Benefits") derived or received by the Employee as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, or 9 and the Employee hereby agrees to account for and pay over such Benefits to NSI.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI i3 Mobile may from time to time be involved. It is understood by the Employee Xxxxxxxx and NSI i3 Mobile that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee Xxxxxxxx to comply with such covenants, NSI i3 Mobile would not have agreed to enter into this Agreement. NSI i3 Mobile and the Employee Xxxxxxxx have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee Xxxxxxxx agrees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee Xxxxxxxx commits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Xxxxxxxx acknowledges that NSI i3 Mobile may have no adequate remedy at law if he violates any of the terms hereof. The Employee Xxxxxxxx therefore understands and agrees that NSI i3 Mobile shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee Xxxxxxxx to account for and pay over to NSI i3 Mobile all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee Xxxxxxxx as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee Xxxxxxxx hereby agrees to account for and pay over such Benefits to NSIi3 Mobile.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI III shall include all current and future majority-owned subsidiaries of NSI III and all current and future joint ventures in which NSI III may from time to time be involved. It is understood by the Employee Unnold and NSI III that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee Unnold to comply with such covenants, NSI III would not have agreed to enter into this Agreement. NSI III and the Employee Unnold have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI III and the all interests of NSI and its stockholdersIII. The Employee Unnold agrees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee Unnold commits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Unnold acknowledges that NSI III may have no adequate remedy at law if he violates any of the terms hereof. The Employee Unnold therefore understands and agrees that NSI III shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI III and that money damages will not provide an adequate remedy to NSIIII, and (ii) the right to require the Employee Unnold to account for and pay over to NSI III all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee Unnold as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee Unnold hereby agrees to account for and pay over such Benefits to NSIIII.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI may from time to time be involvedi3 Mobile shall have a significant ownership or operational interest. It is understood by the Employee Lack and NSI i3 Mobile that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee Lack to comply with such covenants, NSI i3 Mobile would not have agreed to enter into this Agreement. NSI i3 Mobile and the Employee Lack have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee Lack agrees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee Lack commits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Lack acknowledges that NSI i3 Mobile may have no adequate remedy at law if he violates any of the terms hereof. The Employee Lack therefore understands and agrees that NSI i3 Mobile shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee Lack to account for and pay over to NSI i3 Mobile all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee Lack as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee Lack hereby agrees to account for and pay over such Benefits to NSIi3 Mobile.

Specific Remedies. For purposes of Sections 7, 8 and 9 of this Agreement, references to NSI shall include all current and future majority-owned subsidiaries of NSI and all current and future joint ventures in which NSI may from time to time be involved. It is understood by the Employee Executive and NSI Xxxxxx that the covenants contained in this Section 10 and in Sections 7, 8, 8 and 9 hereof are essential elements of this Agreement and that, but for the agreement of the Employee Executive to comply with such covenants, NSI Xxxxxx would not have agreed to enter into this Agreement. NSI and the Employee have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI and the interests of NSI and its stockholders. The Employee agrees that the covenants of Sections 7, 8, and 9 are reasonable and valid. If the Employee Executive commits a material breach of any of the provisions of Sections 7, 88 or 9 hereof, which is not cured or 9rectified within the time periods set forth in Section 5(a) above, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Executive acknowledges that NSI Xxxxxx may have no adequate remedy at law if he violates any of the terms hereofthereof. The Employee Executive therefore understands and agrees that NSI Xxxxxx shall have (i) have, without prejudice as to any other remedies, the right upon application to have such provisions specifically enforced by any court having equity jurisdictionof proper jurisdiction and without posting of any bond or other security whatsoever, to a temporary restraining order, preliminary injunction, injunction, specific performance or other equitable relief, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI Xxxxxx and that money damages will not provide an adequate remedy to NSI, and (ii) the right to require the Employee to account for and pay over to NSI all compensation, profits, monies, accruals, increments and other benefits (collectively, the "Benefits") derived or received by the Employee as a result of Xxxxxx. If any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 8 or 9 relating to the time period, scope of activities or geographic area of restrictions is declared by a court of competent jurisdiction to exceed the maximum permissible time period, scope of activities or geographic area, the maximum time period, scope of activities or geographic area, as the case may be, shall be reduced to the maximum which such court deems enforceable. If any provisions of Sections 7, 8 or 9 other than those described in the preceding sentence are adjudicated to be invalid or unenforceable, the invalid or unenforceable provisions shall be deemed amended (with respect only to the jurisdiction in which such adjudication is made) in such manner as to render them enforceable and to effectuate as nearly as possible the Employee hereby agrees to account for original intentions and pay over such Benefits to NSIagreement of the parties.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI i3 Mobile may from time to time be involved. It is understood by the Employee Leventhal and NSI i3 Mobile that the covenants contained in this Section 10 and in 00 xxx xx Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee Leventhal to comply with such covenants, NSI i3 Mobile would not have agreed to enter agrxxx xx xxter into this Agreement. NSI i3 Mobile and the Employee Leventhal have independently consulted with their respective counsel and have xxx xxxx been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee Leventhal agrees that the covenants thx xxxxxxxts of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee Leventhal commits a breach of any of the provisions of Sections 7, 8, or 99 xx 00 xxxeof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Leventhal acknowledges that NSI i3 Mobile may have no adequate remedy at law if he xxx xx xxe violates any of the terms hereof. The Employee Leventhal therefore understands and agrees that NSI i3 Mobile shall have (ix) the right xxx xight to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee Leventhal to account for and pay over to NSI i3 Mobile all compensation, profitsxxxxxxx, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee Leventhal as a result of any transaction constituting a willful breach of any of the provisions xx xxx xrovisions of Sections 7, 8, 9 or 9 10 and the Employee Leventhal hereby agrees to account for and pay over such Benefits to NSIx0 Xxxxxx.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI i3 Mobile may from time to time be involved. It is understood by the Employee and NSI McMexxxxx xxx i3 Mobile that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to McMexxxxx xx comply with such covenants, NSI i3 Mobile would not have agreed to enter into this Agreement. NSI i3 Mobile and the Employee have McMexxxxx xxxe independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee agrees McMexxxxx xxxees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee commits McMexxxxx xxxmits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges McMexxxxx xxxnowledges that NSI i3 Mobile may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore McMexxxxx xxxrefore understands and agrees that NSI i3 Mobile shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee to McMexxxxx xx account for and pay over to NSI i3 Mobile all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee as McMexxxxx xx a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee hereby McMexxxxx xxxeby agrees to account for and pay over such Benefits to NSIi3 Mobile.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI may from time to time be involvedi3 Mobile shall have a significant ownership or operational interest. It is understood by the Employee and NSI Maloxxx xxx i3 Mobile that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee to Maloxxx xx comply with such covenants, NSI i3 Mobile would not have agreed to enter into this Agreement. NSI i3 Mobile and the Employee have Maloxxx xxxe independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee agrees Maloxxx xxxees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee commits Maloxxx xxxmits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee acknowledges Maloxxx xxxnowledges that NSI i3 Mobile may have no adequate remedy at law if he violates any of the terms hereof. The Employee therefore Maloxxx xxxrefore understands and agrees that NSI i3 Mobile shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee to Maloxxx xx account for and pay over to NSI i3 Mobile all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee as Maloxxx xx a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee hereby Maloxxx xxxeby agrees to account for and pay over such Benefits to NSIi3 Mobile.

Specific Remedies. For purposes of Sections 78, 8 9 and 9 10 of this Agreement, references to NSI i3 Mobile shall include all current and future majority-owned subsidiaries of NSI i3 Mobile and all current and future joint ventures in which NSI i3 Mobile may from time to time be involved. It is understood by the Employee Neuscheler and NSI i3 Mobile that the covenants contained in this Section 10 11 and in Sections 7, 8, 9 and 9 10 hereof are essential elements of this Agreement and that, but for the agreement of the Employee Neuscheler to comply with such covenants, NSI i3 Mobile would not have agreed to enter into this Agreement. NSI i3 Mobile and the Employee Neuscheler have independently consulted with their respective counsel and have been advised concerning the reasonableness and propriety of such covenants with specific regard to the nature of the business conducted by NSI i3 Mobile and the all interests of NSI and its stockholdersi3 Mobile. The Employee Neuscheler agrees that the covenants of Sections 7, 8, and 9 or 10 hereof are reasonable and valid. If the Employee Neuscheler commits a breach of any of the provisions of Sections 7, 8, 9 or 910 hereof, such breach shall be deemed to be grounds for termination for Cause. In addition, the Employee Neuscheler acknowledges that NSI i3 Mobile may have no adequate remedy at law if he violates any of the terms hereof. The Employee Neuscheler therefore understands and agrees that NSI i3 Mobile shall have (i) the right to have such provisions specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach will cause irreparable injury to NSI i3 Mobile and that money damages will not provide an adequate remedy to NSIi3 Mobile, and (ii) the right to require the Employee Neuscheler to account for and pay over to NSI i3 Mobile all compensation, profits, monies, accruals, increments and other benefits (collectively, the collectively "Benefits") derived or received by the Employee Neuscheler as a result of any transaction constituting a willful breach of any of the provisions of Sections 7, 8, 9 or 9 10 and the Employee Neuscheler hereby agrees to account for and pay over such Benefits to NSIi3 Mobile.