ACKNOWLEDGES
THAT THE COVENANTS SPECIFIED IN SECTIONS 10, 11, 12, AND 15 HEREOF
(COLLECTIVELY, THE "PROTECTIVE PROVISIONS") CONTAIN REASONABLE LIMITATIONS AS TO
TIME, GEOGRAPHIC AREA, AND SCOPE OF ACTIVITIES TO BE RESTRICTED AND THAT SUCH
PROMISES DO NOT IMPOSE A GREATER RESTRAINT ON EXECUTIVE THAN IS NECESSARY TO
PROTECT THE GOODWILL, CONFIDENTIAL INFORMATION, TRADE SECRETS, CUSTOMER AND
EMPLOYEE RELATIONS, AND OTHER LEGITIMATE BUSINESS INTERESTS OF THE LIN
COMPANIES. EXECUTIVE ALSO ACKNOWLEDGES AND AGREES THAT ANY VIOLATION OF THE
COVENANTS SET FORTH IN THE PROTECTIVE PROVISIONS WOULD BESTOW AN UNFAIR
COMPETITIVE ADVANTAGE UPON ANY PERSON, WHICH MIGHT BENEFIT FROM SUCH VIOLATION,
AND WOULD NECESSARILY RESULT IN SUBSTANTIAL AND IRREPARABLE DAMAGE AND LOSS TO
THE LIN COMPANIES.
14.
NO INCONSISTENT OBLIGATION. IN ORDER TO INDUCE THE LIN COMPANIES TO
ENTER INTO THIS AGREEMENT, EXECUTIVE REPRESENTS AND WARRANTS TO EACH OF THE LIN
COMPANIES THAT NEITHER THE EXECUTION NOR THE PERFORMANCE OF THIS AGREEMENT BY
EXECUTIVE WILL VIOLATE OR CONFLICT IN ANY WAY WITH ANY OTHER AGREEMENT TO WHICH
EXECUTIVE MAY BE BOUND, OR WITH ANY OTHER DUTIES IMPOSED UPON EXECUTIVE BY
CORPORATE OR OTHER STATUTORY OR COMMON LAW.
15.
INTELLECTUAL PROPERTY. EXECUTIVE AND THE LIN COMPANIES HEREBY
COVENANT AND AGREE THAT ALL INTELLECTUAL PROPERTY OF ANY KIND, WHETHER NOW OR
LATER CREATED, DEVELOPED OR PRODUCED, DEVELOPED BY EXECUTIVE, WHETHER DIRECTLY
OR INDIRECTLY, IN CONNECTION WITH SERVICES RENDERED BY EXECUTIVE FOR OR ON
BEHALF OF THE LIN COMPANIES, OR FROM THE USE OF PREMISES OR PROPERTY OWNED,
LEASED, LICENSED OR CONTRACTED FOR BY THE LIN COMPANIES, BOTH PRIOR TO AND
SUBSEQUENT TO THE DATE OF THIS AGREEMENT, OR OTHERWISE DEVELOPED BY EXECUTIVE
DURING THE SERVICE PERIOD WHICH IS IN ANY WAY RELATED TO THE COMPANY'S BUSINESS,
AS CONDUCTED OR PROPOSED TO BE CONDUCTED, SHALL BE THE PROPERTY OF THE COMPANY.
EXECUTIVE HEREBY ASSIGNS TO THE COMPANY ANY AND ALL RIGHTS AND INTERESTS HE NOW
HAS OR MAY HEREAFTER ACQUIRE IN AND TO SUCH INTELLECTUAL PROPERTY.
16.
NOTICE. FOR PURPOSES OF THIS AGREEMENT, NOTICES AND ALL OTHER
COMMUNICATIONS PROVIDED FOR IN THIS AGREEMENT SHALL BE IN WRITING AND SHALL BE
DEEMED TO HAVE BEEN DULY GIVEN (A) ON THE DATE OF DELIVERY WHEN DELIVERED BY
HAND, (B) ON THE DATE OF TRANSMISSION WHEN SENT BY FACSIMILE TRANSMISSION DURING
NORMAL BUSINESS HOURS WITH TELEPHONE
9
CONFIRMATION OF RECEIPT, (C) ONE DAY AFTER DISPATCH WHEN SENT BY REPUTABLE
OVERNIGHT COURIER MAINTAINING RECORDS OF RECEIPT, OR (D) THREE DAYS AFTER
DISPATCH WHEN SENT BY REGISTERED OR CERTIFIED MAIL, POSTAGE PREPAID, RETURN
RECEIPT REQUESTED, ALL ADDRESSED AS SET FORTH ON SCHEDULE 16 ATTACHED HERETO OR
TO SUCH OTHER ADDRESS AS EITHER PARTY MAY HAVE FURNISHED TO THE OTHER IN WRITING
IN ACCORDANCE HEREWITH, EXCEPT THAT NOTICES OF CHANGE OF ADDRESS SHALL BE
EFFECTIVE ONLY UPON RECEIPT.
17.
INJUNCTIVE RELIEF; CUMULATIVE RIGHTS. THE PARTIES AGREE THAT,
WITHOUT LIMITATION OF THE RIGHTS OF THE LIN COMPANIES WITH RESPECT TO ANY OTHER
BREACH OF THIS AGREEMENT, THE HARM TO EACH OF THE LIN COMPANIES ARISING FROM ANY
BREACH BY EXECUTIVE