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| Governing Law | 9. General Provisions | | |
| Entire Agreement | 9. General Provisions | | |
| Expenses | 2. Exchange | | |
| Employee Benefits | 2. Exchange | | |
| Bonus | 2. Exchange | | |
| Consideration Provisions in Non-Competition Agreements | 2. Exchange | | |
| Incentive Compensation | 2. Exchange | | |
| Base Salary | 2. Exchange | | |
| Signing Bonus | 2. Exchange | Employment Agreement | |
| Delivery and Acceptance | 5. Closing/Delivery | License Agreement | |
| Intellectual Property Rights | 2. Exchange | License Agreement | |
| Incorporation of Loan Documents | 7. Remedies | Intellectual Property Security Agreement | |
| Royalties | 2. Exchange | License Agreement | |
| Employee Benefits | 2. Exchange | Employment Agreement | |
| License Fees and Payment | 2. Exchange | License Agreement | |
| Updates | 2. Exchange | License Agreement | |
| After Acquired Property | 3. Representations | Intellectual Property Security Agreement | |
| Counterparts | 9. General Provisions | | |
| Amendment | 9. General Provisions | | |
| Further Assurances | 6. Covenants | | |
| Notices | 9. General Provisions | | |
| Effective Date | 9. General Provisions | | |
| Binding Effect | 9. General Provisions | | |
| Assignment | 9. General Provisions | | |
| Successors and Assigns | 9. General Provisions | | |
| Independent Contractor | 9. General Provisions | | |
| Jurisdiction | 9. General Provisions | | |
| Party Status | 3. Representations | | |
| Severability | 9. General Provisions | | |
| Authority | 3. Representations | | |
| Schedules and Exhibits | 9. General Provisions | | |
| No Conflicts | 3. Representations | | |
| Non-Competition | 6. Covenants | | |
| Non-Solicitation | 6. Covenants | | |
| Non-Disparagement | 6. Covenants | | |
| Reformation or Blue-Pencil | 8. Remedies | | |
| Reasonableness | 8. Remedies | | |
| Access to Information | 6. Covenants | | |
| Publicity | 6. Covenants | | |
| Consent to the Use of Data | 6. Covenants | | |
| Best Efforts | 4. Agreements/Conditions | | |
| Confidential Information | 6. Covenants | | |
| Non-Confidential Information | 6. Covenants | | |
| Permitted Disclosure | 6. Covenants | | |
| Required Disclosure | 6. Covenants | | |
| Confidentiality Obligations | 2. Exchange | | |
| Return or Destruction of Confidential Information | 6. Covenants | | |
| Ownership of Confidential Information | 2. Exchange | | |
| Copies of Licensed Software | 2. Exchange | | |
| Grant of Software License | 2. Exchange | | |
| Home or Portable Use License | 2. Exchange | | |
| Software License Restrictions | 2. Exchange | | |
| Software Warranty | 3. Representations | | |
| Software License Disclaimer of Warranties | 8. Remedies | | |
| Software License Limitation of Liabilities | 8. Remedies | | |
| Software License Term and Termination | 7. Term and Termination | | |
| Software Ownership | 2. Exchange | | |
| EULA-Statement of Agreement | 1. Statement of Agreement | | |
| Non-Competition Agreement Clause | 6. Covenants | | |
| Quiet Enjoyment | 6. Covenants | Lease | |
| Signs | 6. Covenants | Lease | |
| Damage or Destruction | 6. Covenants | Lease | |
| Alterations | 6. Covenants | Lease | |
| Events of Default | 7. Term and Termination | Intellectual Property Security Agreement | |
| Insurance | 6. Covenants | Lease | |
| Bankruptcy | 6. Covenants | Lease | |
| Maintenance and Repair | 6. Covenants | Lease | |
| Rights of the Landlord | 6. Covenants | Lease | |
| Entry by Landlord/Access | 6. Covenants | Lease | |
| Security Interest Absolute | 8. Remedies | | |
| Power of Attorney | 6. Covenants | Intellectual Property Security Agreement | |
| Restrictions on Future Agreements | 6. Covenants | | |
| Condemnation | 6. Covenants | Lease | |
| Notice of Events or Developments | 6. Covenants | | |
| Reformation or Blue-Pencil | 8. Remedies | | |
| Conduct of the Business | 6. Covenants | | |
| Non-Disclosure Obligation | 6. Covenants | | |
| Acknowledgement of Reasonableness | 8. Remedies | | |
| Non-Competition Clause | 6. Covenants | | |
| Waiver of Jury Trial | 9. General Provisions | | |
| Indemnification (Employment Agreement) | 8. Remedies | Employment Agreement | |
| Employment--Agreement to Employ | 2. Exchange | | |
| Position Duties and Performance | 2. Exchange | Employment Agreement | |
| Base Salary | 2. Exchange | Employment Agreement | |
| Employment--Agreement to Employ | 2. Exchange | Employment Agreement | |
| Grant of License | 2. Exchange | License Agreement | |
| Sublicenses | 2. Exchange | License Agreement | |
| Use | 2. Exchange | Lease | |
| Specific Performance Clause | 8. Remedies | | |
| Application of Proceeds | 8. Remedies | Intellectual Property Security Agreement | |
| Rights and Remedies Upon Default | 8. Remedies | Intellectual Property Security Agreement | |
| No Brokers | 3. Representations | | |
| Tangible Assets | 3. Representations | | |
| Powers | 3. Representations | Intellectual Property Security Agreement | |
| IP Valid and Enforceable | 3. Representations | Intellectual Property Security Agreement | |
| Board Approvals | 3. Representations | | |
| Material Contracts | 3. Representations | | |
| Representations and Warranties (Employment Agreement) | 3. Representations | Employment Agreement | |
| Certificate of Incorporation and Bylaws Representation Clause | 3. Representations | | |
| Litigation | 3. Representations | | |
| Financial Statements | 3. Representations | | |
| No Undisclosed Liabilities | 3. Representations | | |
| Financial Opinion | 3. Representations | | |
| Customers and Suppliers | 3. Representations | | |
| Inventory | 3. Representations | | |
| SEC Reports | 3. Representations | | |
| Governmental Approvals | 3. Representations | | |
| Real Estate | 3. Representations | | |
| Insurance | 3. Representations | | |
| Title to Assets | 3. Representations | | |
| Subsidiaries | 3. Representations | | |
| Books and Records | 3. Representations | | |
| Intellectual Property | 3. Representations | | |
| Premises | 2. Exchange | Lease Agreement | |
| Rent | 2. Exchange | Lease | |
| Security Deposit | 2. Exchange | Lease | |
| Termination by the Company | 7. Term and Termination | Termination by the Company | |
| Termination Upon Death | 7. Term and Termination | Employment Agreement | |
| Termination Upon Retirement | 7. Term and Termination | Employment Agreement | |
| Termination by the Executive | 7. Term and Termination | Employment Agreement | |
| Compensation Upon Termination | 7. Term and Termination | Employment Agreement | |
| Lease Term | 7. Term and Termination | Lease | |
| Termination by the Executive | 7. Term and Termination | Employment Agreement | |
| Term | 7. Term and Termination | Employment Agreement | |
| Termination Upon a Change in Control | 7. Term and Termination | Employment Agreement | |
| Third Party Beneficiaries | 9. General Provisions | | |
| Grant of Security Interest | 2. Exchange | Intellectual Property Security Agreement | |