The Participant acknowledges that Participant is in possession of and has access to Confidential Information, as defined in Exhibit B , of the Company and its Subsidiaries, including material relating to the Company’s business, products, services, current and planned operations, in addition to being introduced to important actual and potential clients, customers, investors, service providers, vendors, suppliers, business partners, and other relationships of the Company. Participant acknowledges that the business, products, and services of the Company and its Subsidiaries are highly specialized and that it is essential that they be protected. Accordingly, by acceptance of the PSUs, Participant agrees to be bound by the terms and conditions of the Confidentiality and Non-Compete Agreement (the “ Confidentiality and Non-Compete Agreement ”) set forth on Exhibit B , which is incorporated herein by reference..