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Please Return to:

Nautilus Hyosung America, Inc.


6641 N. Belt Line Rd. Suite, 100 l Irving, TX 75063

We welcome you as an applicant for employment with Nautilus Hyosung, America, Inc. (NHA). All
information contained in or connection with this application will be considered personal and
confidential and used only in conjunction with your possible employment with NHA. Please furnish us
with complete information as requested in this application. Do not submit a resume in place of
completing any part of this application. If you are an individual with a disability requiring assistance or
accommodation in filling out this application, please contact the Human Resources Department at (972)
350-7650.

Employment Application
Applicant Information

Full Name: Date:


Last First M.I.

Address:
Street Address Apartment/Unit #

City State ZIP Code

Phone: Email

Date Available: Desired Salary:$

Position Applied for & Location:


Referred By:

YES NO
Are you authorized to work for U.S?

YES NO
Have you ever worked for this company? If yes, when?

Education

High School: Address:

YES NO
Did you graduate from High School or Secondary School? Diploma:

College: Address: _________________________________________


YES NO
Did you graduate from College or a University? Degree/Major:

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Other: ___________________________ Address:______________________________________

Did you graduate? YES NO Degree/Major: ____________

Previous Employment

FORMER EMPLOYERS (LAST ONE FIRST)


Date Name & Address Salary Start/End Reason for Leaving
(Month & Yr.)

Military Service

Branch: From: To:

Rank at Discharge: Type of Discharge:

If other than honorable, explain:

Applicant Agreement

Please read before signing. Questions should be directed to Human Resources prior to signing this agreement

NHA is an equal opportunity employer in all aspects of training and employment. NHA does not
discriminate in the basis of age, race, sex, ethnic/national origin, race, religion, sexual orientation, veteran
status, disability, and marital status. NHA selects qualified candidates based on the responsibilities of the
job.
I hereby certify that all answers to the questions herein are true, accurate and complete to the best of my
knowledge. I agree and understand that any false statements, misrepresentations or omissions of fact contained
in this application (or any other accompanying or required documents) may cause the rejection of this application
or termination of employment without notice or benefits, regardless of how or when discovered.

I authorize and empower Nautilus Hyosung America, Inc. to obtain, prepare, use and furnish information
concerning all statements and information contained in this application, my current and former employment,
education, driving record, and criminal history. I release Nautilus Hyosung America, Inc. from any liability that
might result from conducting a background investigation. I also release from liability anyone supplying
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information pursuant to such investigation. I consent to taking any required pre-employment examinations,
including drug testing, and such future examinations as may be required by Nautilus Hyosung America, Inc.

If employed by Nautilus Hyosung America, Inc., I understand that such employment is subject to the policies,
rules and regulations of Nautilus Hyosung America, Inc. I understand that employment at Nautilus Hyosung
America, Inc. is "at will," which means that either Nautilus Hyosung America, Inc. or I can terminate the
employment relationship at any time, with or without prior notice, and for any reason not prohibited by law.

Nautilus Hyosung America, Inc. is an Equal Opportunity Employer.

Signature: Date:

**I agree with the information on these documents and by signing these documents with the use of my electronic signature I agree it
will be legally equivalent to my handwritten signature. **

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Position:

EEOC SELF IDENTIFICATION


The Equal Employment Opportunity Commission (EEOC) requires organizations with 100 or more employees to invite applicants
to self-identify gender and race and complete an EEO-1 report each year. Completion of this data is voluntary and will not affect
your opportunity for employment, or terms or conditions of employment. This form will be used for EEO-1 reporting purposes only
and will be kept separate from all other personnel records only accessed by the Human Resources department.

Hispanic or Latino - A person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or
origin regardless of race.

White (Not Hispanic or Latino) - A person having origins in any of the original peoples of Europe, the Middle East, or
North Africa.

Black or African American (Not Hispanic or Latino) - A person having origins in any of the black racial groups of Africa.

Native Hawaiian or Other Pacific Islander (Not Hispanic or Latino) - A person having origins in any of the peoples of
Hawaii, Guam, Samoa, or other Pacific Islands.

Asian (Not Hispanic or Latino) - A person having origins in any of the original peoples of the Far East, Southeast Asia,
or the Indian Subcontinent, including, for example, Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, the
Philippine Islands, Thailand, and Vietnam.

American Indian or Alaska Native (Not Hispanic or Latino) - A person having origins in any of the original peoples of
North and South America (including Central America), and who maintain tribal affiliation or community attachment.

Two or More Races (Not Hispanic or Latino) - All persons who identify with more than one of the above five races

(Please put here self-identification of gender – Male Female

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Nautilus Hyosung America, Inc.
6641 N. Belt Line Road, Suite 100
Irving, Texas 75063
Tel: 972-350-7650 Fax: 972-956-9096
http://www.nhausa.com

Pre-Employment Drug Screen Consent and Release Form

I, _________________________________, hereby give my consent and express my


willingness to undergo a drug screen as requested by Nautilus Hyosung America, Inc. I
consent to the collection of urine sample(s) from me by a professional testing facility
selected by Nautilus Hyosung America, Inc. I understand that this laboratory conducts
screening tests on the sample(s) to detect the presence of illegal narcotics, including
marijuana and other drugs, as well as signs of abuse of legal drugs.

I acknowledge that the conditional offer of employment I have received is contingent


on my satisfactory completion of this drug screen and that if the results of the drug
screen are positive, the conditional offer is revoked and I no longer will be considered a
qualified candidate for employment.

In exchange for Nautilus Hyosung America, Inc.’s contingent job offer and
consideration of my bid for employment, I agree to release and discharge Nautilus
Hyosung America, Inc. and its agents, representatives and employees from any claims
or potential liability arising out of or related to any testing or the results of such testing
that I have been asked to undergo by Nautilus Hyosung America, Inc..

I further understand that failure to show up for the drug test as scheduled will result in
my application being rejected and I will not be eligible to come to work for Nautilus
Hyosung America, Inc.

I also hereby agree not to file or pursue any complaints, claims, or legal actions of any
kind against Nautilus Hyosung America, Inc. or any of its employees, representatives,
or agents arising out of their activities or actions performed in connection with this
testing.

(Signed) ______________________________________

(Print) ________________________________________

Date _________________________________________

** I agree with the information on these documents and by signing these documents with the use of my electronic signature I agree it will be
legally equivalent to my handwritten signature. **
Disclosure and Authorization
Disclosure: We (______Nautilus Hyosung_____________________) will obtain one or more consumer reports or
investigative consumer reports (or both) about you for employment purposes. These purposes may include hiring,
contract, assignment, promotion, re-assignment, and termination. The reports will include information about your
character, general reputation, personal characteristics, and mode of living. We will obtain these reports through a
consumer reporting agency. Our consumer reporting agency is General Information Services, Inc. GIS’s address is
P.O. Box 353, Chapin, SC 29036. GIS’s telephone number is (866) 265-4917. GIS’s website is at www.geninfo.com.
To prepare the reports, GIS may investigate your education, work history, professional licenses and credentials,
references, criminal record, lawsuits, driving record, credit history, and any other records with public or private
information sources. You may inspect GIS’s files about you (in person, by mail, or by phone) by providing identifica-
tion to GIS. If you do, GIS will provide you help to understand the files, including trained personnel and an explana-
tion of any codes. Another person may accompany you by providing identification. If GIS obtains any information
by interview, you have the right to obtain a complete and accurate disclosure of the scope and nature of the inves-
tigation performed. The Federal Trade Commission provides a summary statement of your rights on its website at
http://www.ftc.gov/credit.

Personal Information: Please print the information requested below to identify yourself for our agency.
Printed name:
First Middle Last Maiden

Other names used:


Current and former addresses:
current
from Mo/Yr to Mo/Yr Street City, State & Zip

from Mo/Yr to Mo/Yr Street City, State & Zip

from Mo/Yr to Mo/Yr Street City, State & Zip

Some government agencies and other information sources require the following information when checking for
records. Our agency will not use it for any other purposes.

Date of birth Social security number

Driver’s license number & state Name as it appears on license

Report Copy: If you are applying for a job or live in California, Minnesota, or Oklahoma, you may request a copy of
the report by checking this box: .

Authorization: By signing below, you authorize: (a) GIS to request information about you from any public or pri-
vate information source; (b) anyone to provide information about you to GIS; (c) GIS to provide us one or more
reports report based on that information; and (d) us to share those reports with others for legitimate business
purposes related to your employment. You acknowledge receiving the Federal Trade Commission’s “Summary of
Your Rights under the Fair Credit Reporting Act.” You acknowledge that a fax, image, or copy of this authorization
is as valid as the original. You make this authorization to be valid for as long as you are an applicant or employee
with us.

Signature Date

**I agree with the information on these documents and by signing these documents with the use of my electronic signature I agree it will be
legally equivalent to my handwritten signature. **
Para informacion en espanol, visite www.ftc.gov/credit o escribe a la FTC Consumer Response Center, Room 130-A 600 Pennsylvania Ave.
N.W., Washington, D.C. 20580.
A SUMMARY OF YOUR RIGHTS UNDER THE FAIR CREDIT REPORTING ACT
The federal Fair Credit Reporting Act (FCRA) promotes the accuracy, fairness, and privacy of information in the files of consumer reporting
agencies. There are many types of consumer reporting agencies, including credit bureaus and specialty agencies (such as agencies that sell infor-
mation about check writing histories, medical records, and rental history records). Here is a summary of your major rights under the FCRA. For
more information, including information about additional rights, go to www.ftc.gov/credit or write to: Consumer Response Center,
Room 130-A, Federal Trade Commission, 600 Pennsylvania Ave. N.W., Washington, D.C. 20580.
 You must be told if information in your file has been used against you. Anyone who uses a credit report or another type of consumer
report to deny your application for credit, insurance, or employment – or to take another adverse action against you – must tell you, and must
give you the name, address, and phone number of the agency that provided the information.
 You have the right to know what is in your file. You may request and obtain all the information about you in the files of a consumer
reporting agency (your “file disclosure”). You will be required to provide proper identification, which may include your Social Security num-
ber. In many cases, the disclosure will be free. You are entitled to a free file disclosure if:
 a person has taken adverse action against you because of information in your credit report;
 you are the victim of identify theft and place a fraud alert in your file;
 your file contains inaccurate information as a result of fraud;
 you are on public assistance;
 you are unemployed but expect to apply for employment within 60 days.
In addition, by September 2005 all consumers will be entitled to one free disclosure every 12 months upon request from each nationwide cred-
it bureau and from nationwide specialty consumer reporting agencies. See www.ftc.gov/credit for additional information.
 You have the right to ask for a credit score. Credit scores are numerical summaries of your credit-worthiness based on information from
credit bureaus. You may request a credit score from consumer reporting agencies that create scores or distribute scores used in residential real
property loans, but you will have to pay for it. In some mortgage transactions, you will receive credit score information for free from the
mortgage lender.
 You have the right to dispute incomplete or inaccurate information. If you identify information in your file that is incomplete or inaccu-
rate, and report it to the consumer reporting agency, the agency must investigate unless your dispute is frivolous. See www.ftc.gov/credit for
an explanation of dispute procedures.
 Consumer reporting agencies must correct or delete inaccurate, incomplete, or unverifiable information. Inaccurate, incomplete or
unverifiable information must be removed or corrected, usually within 30 days. However, a consumer reporting agency may continue to report
information it has verified as accurate.
 Consumer reporting agencies may not report outdated negative information. In most cases, a consumer reporting agency may not
report negative information that is more than seven years old, or bankruptcies that are more than 10 years old.
 Access to your file is limited. A consumer reporting agency may provide information about you only to people with a valid need–usually to
consider an application with a creditor, insurer, employer, landlord, or other business. The FCRA specifies those with a valid need for access.
 You must give your consent for reports to be provided to employers. A consumer reporting agency may not give out information about
you to your employer, or a potential employer, without your written consent given to the employer. Written consent generally is not required
in the trucking industry. For more information, go to www.ftc.gov/credit.
 You may limit “prescreened” offers of credit and insurance you get based on information in your credit report. Unsolicited “pre-
screened” offers for credit and insurance must include a toll-free phone number you can call if you choose to remove your name and address
from the lists these offers are based on. You may opt-out with the nationwide credit bureaus at 1-888-5-OPTOUT (1-888-567-8688).
 You may seek damages from violators. If a consumer reporting agency, or, in some cases, a user of consumer reports or a furnisher of
information to a consumer reporting agency violates the FCRA, you may be able to sue in state or federal court.
 Identity theft victims and active duty military personnel have additional rights. For more information, visit www.ftc.gov/credit.
States may enforce the FCRA, and many states have their own consumer reporting laws. In some cases, you may have more rights under
state law. For more information, contact your state or local consumer protection agency or your state Attorney General. Federal enforc-
ers are:
TYPE OF BUSINESS: CONTACT:
Consumer reporting agencies, creditors and others not listed below Federal Trade Commission: Consumer Response Center – FCRA; Wash-
ington, DC 20580 1-877-382-4357
National banks, federal branches/agencies of foreign banks (word Office of the Comptroller of the Currency; Compliance Management, Mail
"National" or initials "N.A." appear in or after bank's name) Stop 6-6; Washington, DC 20219; 800-613-6743
Federal Reserve System member banks (except national banks, Federal Reserve Consumer Help (FRCH); P O Box 1200; Minneapolis,
and federal branches/agencies of foreign banks) MN 55480; Telephone: 888-851-1920;
www.federalreserveconsumerhelp.gov; Consumer-
Help@FederalReserve.gov
Savings associations and federally chartered savings banks (word Office of Thrift Supervision; Consumer Complaints; Washington, DC
"Federal" or initials "F.S.B." appear in federal institution's name) 20552; 800-842-6929
Federal credit unions (words "Federal Credit Union" appear in National Credit Union Administration; 1775 Duke Street; Alexandria, VA
institution's name) 22314; 703-519-4600
State-chartered banks that are not members of the Federal Reserve Federal Deposit Insurance Corporation; Consumer Response Center, 2345
System Grand Avenue, Suite 100; Kansas City, Missouri 64108-2638; 877-275-
3342
Air, surface, or rail common carriers regulated by former Civil Department of Transportation; Office of Financial Management; Washing-
Aeronautics Board or Interstate Commerce Commission ton, DC 20590; 202-366-1306
Activities subject to the Packers and Stockyards Act, 1921 Department of Agriculture; Office of Deputy Administrator – GIPSA;
Washington, DC 20250; 202-720-7051
General Office Equipment Agreement

I understand that I am being issued many different tools/equipment that will help me
perform my job at Nautilus Hyosung America, Inc. It is the policy of Nautilus Hyosung
America, Inc. to provide employees with efficient and cost effective tools/equipment.
This equipment may include, but not limited to, telephone headsets, building access
badge, calculators, hand tools, laptops, monitors, desktop computers, and desk keys. It is
my responsibility to ensure that all my equipment is kept in good condition and turned in
at the end of my assignment/employment. If I lose the headset, fail to turn it in, or
damage the headset, due to negligence or misuse , I may be required to reimburse the
Company up to $100.00 to replace the headset. I also understand that I will be issued an
Access Building Badge and if I lose this badge or do not return this badge, I will
reimburse the company $5.00 to replace the badge. If I am issued desk keys, and do not
return them or lose them, I will reimburse the Company $5.00 to replace the keys. If I
damage, lose, or do not return, any of my other issued equipment, I will be subjected to
reimbursing the Company money to replace that equipment as well (ie: Laptop/desktop
computers, calculators, tools, etc.).

Employee Name (Print)

___________________________________
Date

Employee Signature

**I agree with the information on these documents and by signing these documents with the use of my electronic signature I agree it will be legally
equivalent to my handwritten signature. **
EMPLOYMENT AGREEMENT

This Employment Agreement (“Agreement”), is made between Nautilus Hyosung


America, Inc. (the “Company”) and the employee whose signature appears on the last
page of this Agreement (“Employee”).

I. RECITALS

1.1 The Company is in the business of supplying ATMs and related products and/or
services to leading financial institutions and other customers.

1.2 The Company has developed certain Confidential Information (as defined herein)
concerning the design, marketing, and sale of ATMs and its related products and/or
services and intends to protect that information to the greatest extent permissible by law.

1.3 The Company intends to give Employee access to some or all of that Confidential
Information so that Employee may better perform his or her duties as an employee of the
Company.

II. CONSIDERATION

2.1 In consideration of the agreements, promises, covenants, releases, and


assignments that Employee makes in the Agreement, Employee is to receive the
following:

a. Employment, which is at-will and can be terminated at any time by


either Employer or Employee with or without cause

b. Protected access to the Company’s Confidential Information;

2.2 Employee specifically waives any contention that the consideration given in
exchange for the agreements, promises, covenants, releases, and assignments made herein
is in any way insufficient or inadequate.

III. CONFIDENTIAL INFORMATION


3.1 "Confidential Information" means trade secrets and proprietary knowledge,
information, documents, and tangible things. The term “Confidential Information” is
intended to be interpreted broadly to bring within its scope any information that might
just as reasonably be considered to be outside its scope as within it. The term
“Confidential Information” is specifically intended to encompass more information than
that already protected by operation of law such as trade secrets and information that an
employee is bound to keep confidential by virtue of the nature of the employee’s
relationship with an employer.

Employment Agreement – Page 1 of 7


3.2 “Confidential Information" specifically includes (without limitation) matters
of a technical nature, such as discoveries, ideas, concepts, designs, drawings,
specifications, techniques, models, diagrams, test data, scientific methods and know-how
concerning the manufacture, customization, marketing, and sale of ATMs and related
products.

3.3 "Confidential Information" includes (without limitation) matters of a business


nature, such as the identity of customers and prospective customers, the nature of work
being done for or discussed with customers or prospective customers, the addresses,
telephone numbers, identity of persons to be contacted, credit and payment histories,
habits, purchasing histories, preferences, and records concerning visits of/to customers
and prospective customers, vendors, and suppliers, marketing techniques and materials,
marketing and development plans, pricing or pricing policies, financial information, plans
for further development, the Company’s customer lists and all other information
contained in the files that the Company keeps for each of its actual or prospective
customers, and any other information of a similar nature not available to the public.

IV. NON-DISCLOSURE OF CONFIDENTIAL INFORMATION


4.1 Employee acknowledges that, during the period of Employee's employment
with the Company, Employee has had or will have access to at least some Confidential
Information of the Company. Therefore, Employee agrees that both during and two (2)
years after the period of Employee's employment with the Company, Employee shall not,
directly or indirectly (a) reveal, report, publish, disclose or transfer any Confidential
Information of the Company to any person or entity, or (b) use any Confidential
Information of the Company for any purpose or for the benefit of any person or entity,
except as may be necessary in the performance of Employee's work for the Company.

4.2 Employee acknowledges that, during the period of Employee's employment


with the Company, Employee may have had or will have access to Confidential
Information of third parties who have given the Company the right to use such
Confidential Information, subject to a non-disclosure agreement between the Company
and such third party. Therefore, Employee agrees that both during and two (2) years after
the period of Employee's employment with the Company, Employee shall not, directly or
indirectly (a) reveal, report, publish, disclose or transfer any Confidential Information of
such third parties to any person or entity, or (b) use any Confidential Information of such
third parties for any purpose or for the benefit of any person or entity, except as may be
necessary in the performance of Employee's work for the Company.

V. RETURN OF PROPERTY

Employment Agreement – Page 2 of 7


5.1 Employee acknowledges and agrees that all Confidential Information of the
Company and all reports, drawings, calendars, diaries, day timers, e-mails, electronic
records, audio files and recordings, word processing documents, blueprints, data, notes,
and other documents and records, whether printed, typed, handwritten, videotaped,
transmitted or transcribed on data files or on any other type of media, made or compiled
by Employee, or made available to Employee, during the period of Employee's
employment with the Company (including the period prior to the date of this Agreement)
concerning the Company's Confidential Information are and shall remain the Company's
property and shall be delivered to the Company within three (3) business days after the
termination of such employment with the Company or at any earlier time on request of
the Company. Employee shall not retain copies of such Confidential Information,
documents and records.

VI. COVENANT NOT TO SOLICIT

6.1 Employee and the Company agree that competitive use and knowledge of any
Confidential Information would substantially and irreparably injure the Company's
business, prospects and good will. Employee and the Company also agree that the
Company's business is national in nature due to the type of products and/or services being
provided. Therefore, Employee agrees that during the period of Employee's employment
with the Company and for a period of one (1) year thereafter, Employee shall not,
directly or indirectly, through any other person, firm, corporation or other entity (whether
as an officer, director, employee, partner, contractor, consultant, holder of equity or debt
investment in any privately-held entity, holder of equity or debt investment of more than
5% of any publicly-traded entity, lender, or in any other manner or capacity):

a. solicit, induce, encourage or attempt to induce or encourage any


employee or consultant of the Company to terminate his or her employment or consulting
relationship with the Company, or to breach any other obligation to the Company;

b. contact, solicit, or induce business from or conduct business with any


of Company’s customers or potential customers with whom Employee had contact during
the 24 months immediately preceding the termination of Employee’s employment;

c. interfere with, disrupt, alter or attempt to disrupt or alter the


relationship, contractual or otherwise, between the Company any customer, potential
customer, vendor or supplier of the Company; or

d. engage in or participate in any business conducted under any name


that shall be the same as or similar to the name of the Company or any trade name used
by the Company or use any company trademarks, logos or insignia.

Employment Agreement – Page 3 of 7


VII. INJUNCTIVE RELIEF

7.1 Employee acknowledges that a breach or threatened breach by Employee of this


Agreement would result in irreparable injury and that money damages alone would not
adequately compensate the Company. Therefore, Employee acknowledges that, in
addition to all other remedies available to the Company at law or in equity, the Company
shall be entitled to injunctive relief for the enforcement of its rights and to an accounting
of profits made during the period of such breach.

7.2 Employee specifically waives any right to contest the Company’s entitlement to
injunctive relief for any alleged breach of this Agreement on the basis that the Company
is not likely to suffer irreparable damages as a result of that alleged breach.

7.3 If, at the time the Company seeks injunctive relief for any alleged violation of
this Agreement or for any unauthorized actual or anticipated use of the Company’s
Confidential Information, Employee is directly or indirectly, through any other person,
firm, corporation or other entity (whether as an officer, director, employee, partner,
consultant, holder of equity or debt investment in any privately-held entity, holder of
equity or debt investment of more than 5% of any publicly-traded entity, lender or in any
other manner or capacity), selling, marketing, or offering to sell products and/or services
similar to that being developed, offered, marketed or sold by the Company (including,
without limitation, ATMs), Employee specifically agrees to bear the burden of proving
that Employee is not using the Company’s Confidential Information.

VIII. NO LICENSE GRANTED


8.1 Works. Employee acknowledges that Employee’s work on and contributions to
documents, programs, methodologies, protocols, and other expressions in any tangible
medium in connection with Employee’s services to the Company (collectively, “Works”)
are and will be within the scope of Employee’s employment and part of Employee’s
duties and responsibilities. Employee’s work on and contributions to the Works will be
rendered and made by Employee for and under the overall direction of, the Company, and
are and at all times shall be regarded, together with the Works, as “work made for hire”
as that term is used in the United States Copyright Laws. However, to the extent that any
court or agency should conclude that the Works (or any of them) do not constitute or
qualify as a “work made for hire”, Employee hereby assigns, grants, and delivers
exclusively and throughout the world to the Company all rights, titles, and interests in
and to any such Works, and all copies and versions, including all copyrights and
renewals. Employee agrees to cooperate with the Company and to execute and deliver to
the Company, its successors and assigns, any assignments and documents the Company
requests for the purpose of establishing, evidencing, and enforcing or defending its
complete, exclusive, perpetual, and worldwide ownership of all rights, titles, and interests
of every kind and nature, including all copyrights, in and to the Works. Employee
constitutes and appoints the Company as its agent to execute and deliver any assignments
or documents Employee fails or refuses to execute and deliver, this power and agency

Employment Agreement – Page 4 of 7


being coupled with an interest and being irrevocable. Without limiting the preceding
provisions of this paragraph, Employee agrees that the Company may edit and otherwise
modify, and use, publish and otherwise exploit, the Works in all media and in such
manner as the Company, in its sole discretion, may determine.

8.2 Inventions and Ideas Employee shall disclose promptly to the Company any
invention or idea of Employee in any way connected with Employee’s services or related
to the business of the Company, the Company’s research or development, or
demonstrably anticipated research or development (developed alone or with others),
conceived or made during employment and hereby assigns to the Company any such
invention or idea. Employee agrees to cooperate with the Company and sign all papers
deemed necessary by the Company to enable it to obtain, maintain, protect and defend
patents covering such inventions and ideas and to confirm the Company’s exclusive
ownership of all rights in such inventions, ideas and patents. Employee irrevocably
appoints the Company as its agent to execute and deliver any assignments or documents
Employee fails or refuses to execute and deliver promptly, this power and agency being
coupled with an interest and being irrevocable. This constitutes the Company’s written
notification that this assignment does not apply to an invention for which no equipment,
supplies, facility or trade secret information of the Company was used and which was
developed entirely on Employee’s own time, unless (a) the invention relates (i) directly to
the Business of the Company, or (ii) to the Company’s actual or demonstrably anticipated
research or development, or (b) the invention results from any work performed by
Employee for the Company.

8.3. Employee understands that nothing in this Agreement shall be deemed to


constitute, by implication or otherwise, the grant by the Company to the employee of any
license or other right under any patent, patent application, copyright, trade name, or other
intellectual property right or interest belonging to the Company.

IX. SEVERABILITY

9.1 Each of the covenants provided in this Agreement are separate and independent
covenants. If any provision of this Agreement shall be determined to be invalid or
unenforceable, the remainder of this Agreement shall not be affected thereby and any
such invalid or unenforceable provision shall be reformed so as to be valid and
enforceable to the fullest extent permitted by law.

9.2 It is not a defense to the enforcement of any provision of this Agreement that
the Company has breached or failed to perform any obligation or covenant hereunder or
under any other agreement or understanding between Employee and the Company.

X. GOVERNING LAW AND EXCLUSIVE VENUE

Employment Agreement – Page 5 of 7


10.1 This Agreement is made and entered into and is to be at least partially
performed in Dallas County, Texas. This Agreement shall be governed by and construed
in accordance with the laws of the State of Texas without regard to choice of law or
conflict of law rules.

10.2 The state and federal courts located in Dallas County, Texas, have exclusive
venue over all litigation relating to, concerning, and arising out of the inducement,
performance (or lack of performance), breach, and alleged modification of this
Agreement.

XI. INTEGRATION AND AMENDMENTS

11.1 This Agreement and the Employee Information Guide issued by the Company
contain the entire agreement between the Company and Employee with respect to subject
matter hereof and supersedes all previous agreements and understandings between the
parties with respect to its subject matter. Employee acknowledges that the Company has
not made any oral or written representations not expressly set forth in the Agreement to
induce employee to enter the Agreement and that Employee has relied upon his own
investigation of facts in entering the Agreement.

11.2 This Agreement may not be changed, modified, released, discharged,


abandoned or otherwise terminated in whole or in part except by an instrument in writing,
agreed to and signed by the Employee and a duly authorized officer of the Company.

XII. REPRESENTATIONS CONCERNING AGREEMENT

12.1 Employee represents that Employee has the right to enter into this Agreement,
and that Employee's performance of all the terms of this Agreement and Employee’s
duties as an employee of the Company will not breach any confidential information
agreement, non-competition agreement or other agreement with any former employer of
his or her services, either as an employee, consultant, contractor or independent
contractor, or with any other party. Employee represents that Employee will not disclose
to the Company any trade secrets or confidential or proprietary information of any third
party that are not generally available to the public.

12.2 Employee hereby authorizes the Company to notify others, including but not
limited to customers of the Company and any of Employee's future employers, of the
terms of this Agreement and Employee's responsibilities under this Agreement.

12.3 EMPLOYEE ACKNOWLEDGES THAT (i) THE EMPLOYEE HAS READ


AND FULLY UNDERSTANDS THIS AGREEMENT; (ii) THE EMPLOYEE HAS
BEEN GIVEN THE OPPORTUNITY TO ASK QUESTIONS; (iii) THE EMPLOYEE
HAS RECEIVED A COPY OF THIS AGREEMENT; AND (iv) THE EMPLOYEE'S
OBLIGATIONS UNDER THIS AGREEMENT SURVIVE THE TERMINATION OF
THE EMPLOYEE'S EMPLOYMENT WITH THE COMPANY FOR ANY REASON.

Employment Agreement – Page 6 of 7


12.4 Employee warrants and represents that Employee has consulted with
Employee’s attorney of choice, or voluntarily chose not to do so, concerning the
execution, the meaning and the import of this Agreement, and has read this Agreement
and fully understands the terms hereof as signified by Employee’s signature below, and is
executing the same of Employee’s own free will for the purposes and consideration
herein expressed.

These parties have executed this Agreement:

__________________________________ _____________________________
Signature Signature

__________________________________ _____________________________
Printed name Printed name/Title

__________________________________ _____________________________
Date signed Date signed

**I agree with the information on these documents and by signing these documents with the use of my electronic signature I agree it will be legally
equivalent to my handwritten signature. **

Employment Agreement – Page 7 of 7

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