Exhibit


Exhibit 10.1


EMPLOYMENT AGREEMENT


This Employment Agreement (this “Agreement”) is entered into as of the Effective Date set forth on
Schedule A hereto, by and between athenahealth, Inc. (“Athena”) and the undersigned Employee (“Employee”).


The parties agree as follows:


1.          Employment; Term


a.          Athena hereby employs Employee, and Employee accepts employment with Athena, upon the terms and conditions contained in this Agreement.


b.          Employee’s employment is at-will and for no definite period of time; either Employee or Athena may terminate Employee’s employment at any time with or without reason and with or without advance notice. Upon termination  of employment, Employee will only be entitled to receive any accrued but unpaid portion of Employee’s  base  salary  through  the  date  of termination,  any  accrued  but  unused  paid  time  off, outstanding expenses  reimbursable  under  Athena’s  then-applicable   policies,  and  any  other  benefits  that  may  be  owing through the date of termination.   Upon and following termination, Athena will have no liability or obligation to Employee other than as specifically set forth in this Section 1(b) or as provided by law.


c.          Upon   Athena’s   request   or  the   termination   of  Employee’s    employment,   Employee   will immediately  return to Athena  all (i) documents,  materials,  records,  files, notes,  designs, drawings,  notebooks, data,  databases,  and  other  information,  in  any  media,  related  to  Athena’s   business,  including  all  copies; (ii) Athena property  (whether owned or leased) in Employee’s  possession  or control (including, but not limited to, badges,  computer hardware,  data storage devices, manuals, programs, printers, faxes, telephones,  calling or credit  cards,  supplies,  tools,  and vehicles);  and  (iii) documents  and other media  containing  any Confidential Information  (as defined in Section 5).  At such time, Employee shall also destroy any Confidential Information in Employee’s possession or control that cannot be returned to Athena (e.g., information that is in an electronic or magnetic format and not on equipment or media owned by Athena).


d.          Sections 5 through 11 will remain in effect following termination of Employee’s employment with Athena.


2.          Duties


a.          During the period that Employee is employed by Athena (the “Employment  Period”), Employee will: (i) serve in the position set forth in Schedule A or in any other position that Athena may from time to time assign  to Employee;  (ii) be  evaluated  6 months  from  the  Effective  Date  of this  Agreement  as set forth  in Schedule A; (iii) perform  all duties associated  with each such position,  as well as such other duties as Athena may from time to time assign to Employee, in each case in a timely and professional manner and in accordance with Athena’s  reasonable  instructions;  (iv) devote substantially  all of his or her business  time and effort to the performance  of such duties; and (v) comply with Athena’s  policies and procedures as in effect from time to time (including, but not limited to, those relating to conduct or legal compliance).


b.          Employee warrants to Athena that, except as disclosed  on Schedule A hereto, Employee  is not party to any agreement  or understanding  that would  limit the ability of Employee  to work in any capacity or position at Athena (e.g., any non-compete, non-disclosure,  or similar agreement).


3.          Compensation


a.          Employee’s compensation will be as set forth in the attached Schedule A.


b.          Any grant of shares, or right to acquire  shares, of Athena’s  stock set forth in Schedule A is a promise  only to recommend  such grant to Athena’s  Board of Directors  and is therefore subject to (i) separate approval  of the Board  of Directors  or its designee  (which  approval  may be withheld  for any or no reason),





(ii) determination  of any exercise price and vesting schedule by the Board of Directors, and (iii) the terms and conditions in Athena’s  equity incentive plan under which the grant is made and the applicable grant agreement form in effect at the time of approval.   Regardless  of any agreement  to the contrary, any grant of a right to acquire  shares  of Athena  stock will be solely  an incentive  to potential  future performance  from  the date of vesting  forward,  and  Employee  will have no right  to exercise  that right  or to acquire  such  stock  except  as explicitly set forth in Athena’s  applicable equity incentive plan and agreement forms.


c.          Section 409A Deferred Compensation Tax Savings Provision


i.           Regardless  of any provision  of this Agreement  to the contrary, to the extent that any payment or benefit under this Agreement constitutes “non-qualified  deferred compensation” under Section 409A of the Internal Revenue  Code of 1986, as amended (“Section 409A”),  and such payment  or benefit is payable upon Employee’s  termination  of employment,  such payment  or benefit shall only be payable upon Employee’s Separation  from Service.   “Separation from Service” means Employee’s separation from service from Athena, an affiliate thereof, or a successor entity within the meaning set forth in Section 409A, determined in accordance with the presumptions in Treasury Regulation Section 1.409A-1(h).


ii.          Regardless   of  any  provision  of  this  Agreement  to  the  contrary,  if  at  the  time  of Employee’s  Separation  from  Service, Athena  determines  that Employee  is a “specified  employee”  within the meaning of Section 409A, then, to the extent that any payment  or benefit to which Employee becomes entitled under this Agreement  on account of such Separation  from Service would be considered deferred compensation subject to the 20% additional tax imposed under clause (a)(l)(B)(i)(II)  of Section 409A, such payment or benefit shall not be payable  or provided  until the earlier of (A) six months  and one day after Employee’s  Separation from Service or (B) Employee’s  death.  Any such delayed payment shall earn interest at an annual rate equal to the applicable federal  short-term  rate published  by the Internal  Revenue  Service for the month in which the Separation from Service occurs, from the date of Separation from Service until the payment is made.


iii.            This Agreement shall be administered  in accordance  with  Section 409A,  and, to the extent that any provision hereof is ambiguous as to its compliance with that Section, that provision shall be read so that all payments  hereunder  comply with that Section.   This Agreement may be amended at the reasonable request of either party as necessary  to fully comply with Section 409A and all related rules and regulations  in order to preserve the payments and benefits provided hereunder without additional cost to either party.


iv.         Athena makes no representation or warranty  and shall have no liability to Employee or any other person if any provision of this Agreement is determined to constitute deferred compensation  subject to Section 409A but does not satisfy an exemption from, or the conditions of, that Section.


4.          Expenses; Benefits


a.          Athena shall reimburse Employee, in accordance with Athena’s policies as in effect from time to time, for reasonable expenses incurred by Employee  in connection  with the performance  of Employee’s  duties for Athena hereunder.


b.          Employee  will  be  entitled  to paid  time  off (PTO)  and leave  of absence  in accordance  with
Athena’s policies as in effect from time to time.


c.          Employee will be entitled to participate in any health, life, or disability insurance plans and retirement, pension, or profit-sharing plans that may be offered by Athena, subject to the eligibility rules of each plan.  Benefits under each plan are governed solely by that plan, and Athena may in its sole discretion modify or eliminate any plan or benefits thereunder on a prospective basis by notice to Employee.

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5.          Confidential Information


a.          “Confidential  Information”  means any and all information belonging to Athena, or belonging to any third party (e.g., any of Athena’s  affiliates, clients, or vendors) and held in confidence by Athena, that: (i) is not generally known to the public,  (ii) is designated  or treated by Athena or such third party as confidential,  or (iii) would  be  reasonably  understood  to  be  of  a  confidential  nature  for  a  company  in Athena’s   industry. Confidential  Information  may be in any form and includes, but is not limited to, information  consisting  of or relating to: algorithms, formulas, methods, models, processes, and work flows; specifications; know-how, show­ how, and trade secrets; Assigned  Intellectual  Property and Proprietary  Rights (each as defined below); research and development  activities and test results; patent and trademark applications; software, source code, and object code; contracts and arrangements; business records; customer and vendor lists and information; marketing plans, business  plans, and financial information  and projections;  compensation  arrangements  and personnel  files; tax arrangements and strategies; intercompany  arrangements; costs, price lists, and pricing policies; and any existing or proposed acquisition, strategic alliance, or joint venture.


b.          Confidential Information  shall not include information  that (i) is or becomes publicly available through  no fault of Employee,  (ii) is shown by written record to have been in the possession  of or known to Employee  prior  to  the  Employment   Period,  (iii) is  shown  by  written  record  to  have  been  independently developed  by Employee,  or  (iv) is made  available  without  restriction  to Employee  by  a third  party  outside Athena and its affiliates without breach  of any confidentiality  obligation.   Furthermore,  this Section 5 will not apply to the extent that Employee  is required to disclose any Confidential Information by applicable law or legal process,  and, to the extent  legally  permissible,  Employee  promptly  notifies Athena  of such requirement  and cooperates with Athena (at Athena’s  expense) to contest or limit such disclosure.


c.          During the Employment  Period  and at all times thereafter,  Employee  shall use best  efforts to hold all Confidential Information  in the strictest confidence, without disclosure to any third party (even Athena’s employees, consultants, and professional  advisors) except as necessary to perform Employee’s  duties hereunder or  as expressly  authorized  in  advance  by Athena,  and will  use  such  information  solely  for  the  purpose  of performing  services for Athena and not for Employee’s  own benefit or that of any third party.  Employee  shall not  (i) disclose  or  use  more  than  the  minimum  amount  of  information  necessary  for  the  purpose  of  that disclosure  or use; (ii) render any services to any third party to which Confidential  Information  has been, or is threatened  to be, disclosed  contrary to this Section 5; or (iii) use or disclose  any information that is subject to confidentiality restrictions placed upon it by a third party and may not be disclosed to Athena (Athena expressly disclaims any request or requirement that Employee disclose or use any such information).


d.          Employee recognizes  and acknowledges  that (i) Athena is regulated as a Covered Entity under the Health Insurance Portability  and Accountability  Act of 1996 (“HIPAA”);  (ii) in the course of employment, Employee  may  have  access  to  Protected  Health  Information  (“PHI”),  as  defined  under  HIPAA,  and  other personally   identifiable  information   (“PH”)  covered  by  applicable  privacy  laws;  and  (iii) PHI  and  PH  are Confidential  Information,  subject  to  strict  confidentially  and  security  restrictions  under  HIPAA,  applicable Athena policies, and other applicable law.


e.          All Confidential  Information  and  any media  containing  it are and  shall remain  the property solely of Athena or the third party that provided such information to Athena, and Employee shall not obtain any right, title, or interest in or to any Confidential  Information under this Agreement  or by the performance  of any obligations hereunder.


6.          Intellectual Property a.          Definitions
i.           “Assigned Intellectual Property” means any and all Intellectual Property that is in whole or in part authored, conceived, created, developed, discovered, invented, learned, made, originated, prepared, or reduced to practice by Employee,  either alone or together with others, during or after the Employment  Period

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and (A) arises out of, is based upon, or incorporates  any Confidential Information;  (B) is made through the use of equipment,  facilities,  supplies,  funds,  or other property  of Athena;  or (C)  arises out of or relates to work performed by Employee for Athena.


ii.          “Intellectual  Property”  means all concepts, creations, developments,  discoveries, ideas, improvements,   innovations,   and  inventions;   designs,  models,  plans,  and  prototypes;   methods,  procedures, processes,  shop practices,  and techniques;  algorithms  and formulas; data, databases, and data structures; source and object codes, software, and computer programs; systems and topologies; data, hardware, and user interfaces; reports   and   test  results;   specifications;   documentation,   memoranda,   notebooks,   notes,   papers,   records, workbooks,  and  writings;  drawings,  expressions,  graphics,  illustrations,  and photographs;  dress,  marks,  and names;  works  of  authorship;  know-how,  show-how,  and  trade  secrets;  and  any  improvements  on  or to,  or derivative  works  from,  any  of the  foregoing,  whether  or not  reduced  to writing,  patented  or patentable,  or registered or registrable under copyright, trademark, or similar laws.


iii.          “Proprietary  Rights”  means  any  and  all  right,  title,  and  interest  in,  to,  and  under (A) patents,  copyrights,  trademarks,  service  marks,  and  trade  names  that  constitute  or  relate  to  Assigned Intellectual  Property;  (B) applications  to  register  any  of  the  foregoing  (including,  but  not  limited  to,  any continuations,  divisions, extensions,  and reissues  of any patent application);  (C) trade secrets that constitute or relate  to Assigned  Intellectual  Property;  and  (D) goodwill  associated  with  any  of  such  trademarks,  service marks, or trade names.


b.          Employee  hereby  acknowledges  and agrees that any Assigned  Intellectual  Property that is an original work of authorship  protectable  by copyright  is a “work made for hire,”  as that term is defined in the United States Copyright Act of 1976, and will be automatically  the property  solely of Athena.  If the copyright to such Assigned  Intellectual  Property  will not be Athena’s  property  by  operation  of law, Employee  hereby, without  further  consideration,  assigns  to Athena  all  of Employee’s   right,  title,  and  interest  in  and  to  such copyright.


c.          Employee hereby irrevocably  and exclusively  assigns to Athena all right, title, and interest that Employee  has,  or at any time  may  come  to have,  in and to any and  all Assigned  Intellectual  Property  and Proprietary  Rights.    During  the  Employment  Period  and  thereafter,  Employee  shall  (i) keep  and  maintain adequate  and current notes and other records  of all Assigned  Intellectual  Property, (ii) provide such notes and records to Athena from time to time upon Athena’s request, and (iii) provide prompt written notice to Athena of the development  or creation  of any Assigned  Intellectual  Property  or Proprietary  Right.   Employee  agrees to execute such instruments  of assignment,  confirmation,  conveyance, or transfer and other documents as Athena may reasonably  request  to confirm,  evidence,  or perfect  the assignment  of all of Employee’s  right, title, and interest  in and to any and all Assigned  Intellectual  Property  and Proprietary  Rights.   Employee hereby waives and quitclaims to Athena any and all claims of any nature whatsoever that Employee may now or hereafter have in any Assigned Intellectual Property or for infringement of any Proprietary Rights assigned hereunder.


d.          At Athena’s request and expense, Employee will assist Athena in every proper way (including, without limitation, by executing patent applications) to obtain and enforce Proprietary Rights in any country. Employee’s obligation under this paragraph shall continue indefinitely after the Employment Period.


e.          By   this  Agreement,   Employee   hereby   irrevocably   constitutes   and   appoints   Athena   as Employee’s  attorney-in-fact  solely for the purpose of executing, in Employee’s  name and on Employee’s  behalf, (i) such instruments  or other documents  as may be necessary  to evidence,  confirm, or perfect  any assignment pursuant to the provisions  of this Section 6 and (ii) such applications, certificates,  instruments, or documents as may  be  necessary  to obtain  or enforce  any  Proprietary  Rights  in any  country  of the world.   This power of attorney is coupled with an interest on the part of Athena and is irrevocable.


f.           Employee’s obligation to assign Assigned Intellectual Property and Proprietary Rights shall not apply to any Prior Invention disclosed on Schedule A.  Employee represents that Schedule A contains a complete list of all Prior Inventions and, if there is no Schedule A attached hereto, or if it is left blank, there are no Prior

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Inventions.   If Employee  incorporates  into an Athena product, service, or process a Prior Invention or any other Intellectual Property in which Employee has an interest, or if the manufacture, use, sale, or import of any Athena product  or  service  or  the  practice  of  any Athena  process  would  infringe  any  Prior  Invention  or any  other Intellectual Property in which Employee has an interest, Athena is hereby automatically granted a non-exclusive, royalty-free,  fully paid,  irrevocable,  transferable,  perpetual,  world-wide  license under such Prior Invention  or other Intellectual Property to make, have made, modify, use, import, and sell such Athena product or service or to practice such process, Prior Invention, or Intellectual Property.


7.          Covenant Against Competition; Non-Solicitation a.          Definitions
i.           “Athena’s  Business”  means the development,  sale, support, and service of the products and services  developed  or sold by Athena,  or that Employee  is materially  involved  in planning,  at any time during the Employment Period.


ii.          “Competitive Services” means, during the Employment Period, any and all services, and thereafter, all of the following that apply, collectively:


A.         if Employee  served at the Vice President  level (or the equivalent) or higher at Athena at any time during the twelve months immediately preceding the end of the Employment Period, any and all services;


B.          if Employee  served in a software or product development  role at Athena at any time  during the twelve  months  immediately  preceding  the end of the Employment  Period,  any development, development management,  or product innovation services;


C.          if Employee served in a business development role at Athena at any time during the  twelve  months  immediately  preceding  the  end  of  the  Employment  Period,  any  business  development services;


D.         if Employee served in a sales capacity at Athena at any time during the twelve months immediately preceding  the end of the Employment  Period, any sales, sales management,  sales support, or prospective client solicitation services; and


E.          in all  other  cases,  the  services  provided  to Athena  by  Employee  during  the twelve months immediately preceding the end of the Employment Period.


iii.          “Geographic Area” means:


A.        if Employee is no longer with Athena and served in a sales capacity and at the Director level (or the equivalent) or lower during the entire final year of the Employment Period (or the entire Employment Period, if less than a year), all areas assigned to Employee as a sales territory during that year;


B.          if Employee  is no longer with Athena  and served  in a business  development capacity  and at the Director  level (or the equivalent)  or lower during the entire final year of the Employment Period (or the entire Employment  Period, if less than a year), any third party with which Employee  discussed a business  relationship  or transaction,  or about  which  Employee  learned  Confidential  Information,  during  the Employment Period; and


C.          in all other cases, the United States.


iv.         “Non-Compete    Period”   means   the   Employment   Period,   plus   a   period   of   time immediately thereafter equal to: (A) if Employee served in a software, product, or business development role, in a sales capacity, or at the Vice President level (or the equivalent) or higher at any time during the final year of

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the Employment  Period, then six months or, if the Employment  Period was longer than six months,  one year, and (B) in all other cases, zero months.


b.          The  provisions   of  this  Section 7  shall  not  apply  to  the  extent  that  they  are  invalid  under applicable law (e.g., if Employee is a resident of the State of California, the provisions of Section 7(d) shall not apply at any time following the Employment Period).


c.          Athena respects the confidentiality of third parties’ information, and Employee shall not provide any information that is confidential to a former employer to Athena or use such information in the performance of Employee’s duties as an Athena employee.


d.          During  the  Non-Compete   Period,  Employee   shall  not:  (i) engage  in  any  business  that  is competitive  in  the  Geographic  Area  with  Athena’s   Business;  (ii) render  any  Competitive  Services  in  any capacity to any third party engaged in any business competitive in the Geographic Area with Athena’s  Business; or  (iii) be a director,  officer, stockholder,  partner,  principal,  manager,  member,  owner, or trustee  of, or joint venturer with, any business competitive in the Geographic Area with Athena’s  Business, provided that Employee may own up to 2% of an entity’s equity securities that are traded on any national securities exchange.


e.          During  the  Non-Compete   Period,  Employee  shall  not,  in  the  Geographic  Area,  directly  or indirectly, solicit or encourage any client of Athena, or any person or entity with which Employee had contact on behalf of Athena, to purchase or use items or services competitive with Athena’s  Business.


f.    During  the  Non-Compete   Period,  Employee  shall  not,  directly  or  indirectly,  on  behalf  of Employee or any third party, (i) solicit or encourage any employee of Athena or any of its affiliates to leave such employment or (ii) hire or retain as an employee, consultant, or in any other capacity any person who has left the employment of Athena or any of its affiliates within one year of such hiring or retention.


8.          Equitable Relief


Employee  acknowledges  and agrees that the rights and obligations  set forth in Sections 5, 6, and 7 of this Agreement  are of a unique and special nature, that Athena would be materially and irreparably damaged if Employee  breached  any  of those  Sections,  that  monetary  damages  or  any  other  remedy  at  law  would  not adequately  compensate  Athena  for such injury, and that the provisions  of those  Sections  are reasonable  and necessary  to preserve to Athena valuable proprietary  and confidential  information  that gives Athena advantage over  its competitors.   Accordingly,  in addition to any other rights  and remedies  it may have, Athena  will be entitled to (a) an injunction, specific performance,  or other equitable relief (without the necessity of posting any bond  or  other  security  or  proving  damages)  in  case  of  any  breach  or  threatened  breach  by  Employee  of Sections 5, 6, or 7 and (b) indemnification  against any costs and expenses (including, but not limited to, actual attorneys’  fees and court costs) incurred by Athena in obtaining any relief under clause (a).


9.          Notices


Notices  and other communications  required  or permitted  to be given under this Agreement  must be in writing and will be deemed to have been duly given (a) when personally delivered; (b) on the third business day after deposit in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid);  or (c) on the  next business  day  after timely  delivery  to an overnight  courier;  in each case  addressed  to the  intended recipient  at the applicable  address set forth on the signature page hereto (or such other address as the intended recipient may specify from time to time by notice to the other party).


10.        Mediation; Jurisdiction; Waiver of Jury Trial


Except  with  respect  to remedies  and rights  set forth in Section 8, any dispute or controversy  arising under or relating to this Agreement  or concerning Employee’s  employment with or separation from Athena will be referred  to mediation  administered  by JAMS  in accordance  with  its employment  dispute resolution  rules.

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The mediation shall be held in the state in which the office to which Employee reports is located, and Athena shall pay the full costs thereof, excluding attorneys’ expenses and fees.   If the dispute or controversy is not resolved through mediation or direct negotiation, then any action relating to that dispute or controversy must be brought in a court of competent jurisdiction in the state in which the office to which Employee reports is located. Each party agrees that any such dispute shall be tried by a judge alone and hereby waive and forever renounce the right to a trial before a civil jury.


11.        Miscellaneous


This Agreement may be executed in two or more counterparts, which together will be deemed one original.  This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and may only be amended by a written agreement signed by both parties hereto.   If any provision  of this Agreement  is  held  to  be  unenforceable  or  overly  broad,  such  unenforceability   shall  not  render  any  other provision  unenforceable,  and the court or tribunal making  such determination  shall modify such provision  so that the provision will be enforceable to the broadest  extent permitted by law.  This Agreement will be binding upon and inure to the benefit of both parties and their respective successors and assigns; provided, however, that the obligations of Employee are personal and may not be assigned by him or her.  No waiver by Athena of any breach under this Agreement will be considered valid unless in writing signed by Athena, and no such waiver will be deemed a waiver of any subsequent breach.   This Agreement,  performance  hereunder, and Employee’s employment  with or separation  from Athena  shall be governed  by the laws of the state in which the office to which Employee reports is located, without regard to conflict of laws principles; provided, however, that wage and hour matters shall be governed by the laws of the state in which Employee is domiciled.


In witness whereof, the parties hereto have executed this Agreement as of the Effective Date.
	
			
	EMPLOYEE
	 
	ATHENAHEALTH, INC.

	 
	 
	 

	/s/ Kyle Armbrester
	 
	/s/ Jonathan Bush

	[Signature]
	 
	Name: Jonathan Bush

	 
	 
	Title: President & CEO

	Print Name: Kyle Armbrester    
	 
	 

	Print Address:             
	 
	311 Arsenal St, Watertown, MA 02472









SCHEDULE A TO EMPLOYMENT AGREEMENT


Employee Name:  Kyle Armbrester
Effective Date:    January 9, 2012
Position:  Director of Ecosystem


Conflicting Agreements: The following is a complete list of all agreements may prohibit, restrict, or impair the ability of Employee to work in any capacity or position at Athena:
	
	
	     
         X      No such agreements

	     
                 The agreements listed below (attach a copy of each agreement)








	
	
	 






Evaluation for Promotion: Six months from the Effective Date listed above, Athena will evaluate Employee’s performance against the competencies required of employees in the Vice President cohort level at Athena, and Athena shall decide based on that evaluation whether Employee should be promoted to a Vice President role.


Compensation: Employee’s base salary will be at an annual gross rate set forth below, which rate may be increased from time to time in Athena’s sole discretion or decreased by written consent of the parties (the “Base Salary”).  The Base Salary and any cash payments identified in Other Compensation below shall be payable in accordance with Athena’s  payroll practices, as in effect from time to time, and shall be subject to required federal, state, and local taxes and withholdings.  Employee will be entitled to annual consideration for a bonus
based on Employee’s  and Athena’s performance, provided that Employee was an employee of Athena during the third quarter of the year in question, is not on an action plan at the time of the performance review, and remains an employee of Athena at the time that the bonus is to be paid.  Such bonus, if any, shall be determined by
Athena in its sole discretion, and shall be paid according to the schedule determined by Athena.  Any sales
Commissions or other performance-related payments for which Employee may be eligible are covered separately under Athena’s  Sales Incentive Plan as in effect from time to time.


Base Salary: $180,000_


Other                    • 10,000 restricted stock units issuable for shares of Athena common stock
Compensation:    •A hiring bonus of $15,000, to be paid following Employee’s commencement of work at Athena, which shall not be refunded to Athena under any circumstances.
•A hiring bonus of$15,000, to be paid following Employee’s commencement of work
at Athena, which shall be contingent upon 12 months of employment and shall be fully refunded to Athena in the event that Employee’s  employment at Athena is terminated (whether by Athena or by Employee) prior to 12 months from the Effective Date listed above.























Prior Inventions: The following is a complete list of all Prior Inventions.


	
	
	                No Prior Inventions



	           X   Prior Inventions described below (reference and attach additional, initialed sheets if necessary)






	
	
	•    Integrated reporting framework and cloud-based platform
•    Predictive modeling engine with demographic data