Onboarding Forms

New Hire On-boarding Forms

Welcome to Get Full Care. We are happy you’re joining our team.

New Hire Documents

To get started, please select the state where you will be working and follow the instructions on that page.

Download documents in PDF format

Download PDF file to fill out the questionnaire

If you need to upload any documents to our Human Resources Department, use the feature below.

Page 1: Maryland New Employee Forms

Get Full Care has moved all new hire paperwork online, so you’ll only need to enter your basic information (name, address, etc.) once. From there, our system will automatically populate the rest of the required forms for you.

To get started, click the “Combined New Hire Package” link below.

Once you’ve finished, your completed documents will be sent directly to our Human Resources team, and you’ll receive a signed copy via email automatically.

We will invite you for the in-person training and onboarding to our office after that, and will give you a Medical form to fill in by your Family doctor.

Page 3: Equal Opportunity Data

GFC Services LLC (“GFC”) provides equal opportunity to all qualified individuals, without regard to race, color, religion, age, sex, national origin, marital status, veteran status, disability or other legally protected status, in conformity with all federal and state laws.

Employers collect data to provide periodic reports to the United States government regarding the sex, ethnicity, disability, or other protected status of employees and applicants. In order for GFC Services LLC to comply with government record keeping, reporting, and other legal requirements, we ask you to voluntarily provide the information requested below. Please be aware that you are not obligated to complete this form, and that any information you do provide voluntarily will be treated strictly confidentially and kept separate from the Application for Employment. Inclusion or exclusion of requested information will have no effect on further employment consideration or hiring decisions.

Voluntary Participation *I elect to voluntarily provide the information requested belowI decline to provide the information requested below

Certifications and signature

Maryland Polygraph Protection Notice.
I understand that a Maryland employer may not require or demand, as a condition of employment, prospective employment, or continued employment, that any individual submit to or take a polygraph or similar test. An employer who violates this law is guilty of a misdemeanor and subject to a fine not exceeding $100.

Certification of Application

I hereby certify all answers on this application are true and correct to the best of my knowledge and belief. I understand that any misrepresentation will be considered cause for rejection of this application or dismissal from employment. I understand and agree that, if employed, such employment may be terminated at any time, without prior notice, and that my employment will not be governed by any expressed or implied contract, but is at-will. I authorize my current and former employers, educational institutions, governmental agencies, references, and others named in this application and accompanying documents to disclose all information and opinions about me that may be lawfully disclosed. I acknowledge that GFC Services LLC and its subsidiaries maintain a drug free workplace and may require applicants to undergo urinalysis screening for drug or alcohol use as part of a pre-placement physical examination. I authorize the test results to be released to the Human Resources designee or designated supervisor/manager on a need-to-know basis. I acknowledge that refusing to submit to such screening will cause my application for employment to be rejected. If employed, I agree to comply with all Company policies, practices, and safety guidelines. I will report all suspected violations related thereto, and will conduct the Company’s business in a strictly ethical, professional, and legal manner. I understand and agree that all programs, benefits, policies, and practices of the Company may be subject to exceptions or change at any time, with or without notice, as determined by the Company.

Certification That Application Information Is Correct:

Prefix

First Name *

Middle Name

Last Name *

Phone *

Email Address *

Please confirm your consent: *Yes, I’m confirmingNo, I do not confirm

Page 4: Certification of eligibility to participate in federal health care programs

Page 5: Mutual Agreement

Mutual Arbitration Agreement

This Mutual Arbitration Agreement is a contract and covers important issues relating to your rights. It is your sole responsibility to read it and understand it. You are free to seek assistance from independent advisors of your choice outside the Company or to refrain from doing so if that is your choice.
This Mutual Arbitration Agreement (“Agreement”) is between Employee and GFC Services LLC and assigns to which Employee provides services, if any (collectively “Company”). The Federal Arbitration Act, 9 U.S.C. §§ 1 et seq., governs this Agreement, which extends to any claim involving interstate commerce. Except as this Agreement otherwise provides, ALL DISPUTES COVERED BY THIS AGREEMENT WILL BE DECIDED BY AN ARBITRATOR THROUGH FINAL AND BINDING ARBITRATION AND NOT BY WAY OF COURT OR JURY TRIAL.
MANDATORY CONDITION OF EMPLOYMENT. This Agreement is a mandatory condition of your employment.
COVERED CLAIMS/DISPUTES. Except as otherwise provided in this Agreement, this Agreement applies to any and all disputes, past or future, between Employee (sometimes “you” or “your”) and COMPANY, including without limitation any dispute arising out of or related to Employee’s application, employment, or separation of employment with COMPANY. This Agreement applies to a covered dispute that COMPANY may have against Employee or that Employee may have against COMPANY, its parent companies, subsidiaries, vendors, managers and affiliates, franchisees, their officers, directors, principals, shareholders, members, owners, employees, and managers or agents, any of which may enforce this Agreement as direct or third-party beneficiaries.
The claims subject to arbitration are those that absent this Agreement could be brought under applicable law. Except as it otherwise provides, this Agreement applies, without limitation, to disputes regarding or related to the application for employment, background checks, privacy, the employment relationship, discrimination, harassment, retaliation, defamation (including post-employment defamation or retaliation), breach of a contract or covenant, fraud, negligence, emotional distress, breach of fiduciary duty, trade secrets, unfair competition, wages, minimum wage and overtime, meal and rest penalties, claims related to pay records, breaks and rest periods, termination, claims arising under the Family and Medical Leave Act, claims preempted or excluded below, and all other state or federal statutory and common law claims, including claims under the Fair Credit Reporting Act, Data/Information Security Acts, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Americans With Disabilities Act, the Age Discrimination in Employment Act, the Family Medical Leave Act, the Fair Labor Standards Act, the Rehabilitation Act, all Rights Acts of 1866 and 1871, the Civil Rights Act of 1991, the Pregnancy Discrimination Act, the Equal Pay Act, the Genetic Information Nondiscrimination Act, any applicable Immigration Reform laws, the Employee Retirement Income Security Act of 1974 (except for claims for employee benefits under any benefit plan sponsored by the Company and covered by ERISA or funded by insurance), the Patient Protection and Affordable Care Act, the Uniformed Services Employment and Reemployment Rights Act, Worker Adjustment and Retraining Notification Act, state statutes or regulations addressing the same or similar subjects, and all other state or local legal claims arising out of or relating to Employee’s employment or separation of employment.
Additionally, except as otherwise provided in this Section 3 of this Agreement, Employee and the COMPANY agree that any legal dispute or controversy arising out of, relating to, or concerning the arbitrability of any dispute or controversy or the validity, enforceability, or breach of this Agreement shall be subject to final and binding arbitration.
EXCLUDED CLAIMS/DISPUTES. This Agreement does not apply to litigation pending in a state or Federal court as of the date of your receipt of this Agreement and in which you are a party or a member or putative member of an alleged class (“Pending Lawsuit”). However, this Pending Lawsuit exclusion will not apply once that lawsuit is dismissed or the class alleged in that lawsuit is decertified.

The Agreement also does not apply to claims for worker’s compensation benefits, state disability insurance benefits, and unemployment insurance benefits; however, this Agreement applies to retaliation claims based upon seeking such benefits, such as claims for worker’s compensation retaliation.

Nothing contained in this Agreement shall be construed to prevent or excuse you individually or in concert with others or the COMPANY from utilizing the COMPANY’s existing internal procedures for resolution of complaints, and this Agreement is not intended to be a substitute for the utilization of such procedures. In addition, either party may apply to a court of competent jurisdiction for temporary or preliminary injunctive relief in connection with an arbitrable controversy, but only upon the ground that the award to which that party may be entitled may be rendered ineffectual without provisional relief. Such relief could address, for example, unauthorized use of patient or vendor trade secrets or confidential or proprietary business information, subject to final relief in arbitration.

Nothing in this Agreement prevents you from making a report or filing a claim or charge with a government agency, including without limitation the Equal Employment Opportunity Commission, U.S. Department of Labor, U.S. Securities and Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs. Nothing in this Agreement prevents the investigation by a government agency of any report, claim, or charge otherwise covered by this Agreement. This Agreement does not prevent or require the waiver of any administrative agency from awarding remedies based on the claims in such a report or charge. Nor does it limit your right to receive an award for information provided to any government agencies. GFC Services LLC will not retaliate against you for filing a claim with or assisting in an investigation by an administrative agency or for exercising individual rights (individually or in concert with others) under Section 7 of the National Labor Relations Act.

4. CLASS AND COLLECTIVE ACTION WAIVER. Both you and COMPANY agree to bring any dispute in arbitration on an individual basis only, and not on a class or collective action basis. There will be no right or authority for any dispute to be brought, heard, or arbitrated as a class or collective action, or in a representative action on behalf of other employees. Regardless of anything else in this Agreement or the American Arbitration Association (“AAA”) rules or procedures, any dispute or controversy over the validity, enforceability, or breach of this Class Action Waiver may only be determined by a court of law and not by an arbitrator. In any case in which (1) the dispute is filed as a class or collective action, and (2) there is a final judicial determination that all or part of the Class Action Waiver is invalid or unenforceable, the class or collective action, to that extent, must be litigated in a civil court of competent jurisdiction; but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration. You will not be retaliated against, disciplined, or threatened with discipline by filing or participating in a class or collective action in any forum; however, COMPANY may lawfully seek enforcement of this Agreement and the Class Action Waiver under the Federal Arbitration Act and seek dismissal of such class or collective actions or claims.

5. ARBITRATOR SELECTION. The parties will proceed to arbitration before a single arbitrator and in accordance with the then-current American Arbitration Association (“AAA”) Employment Arbitration Rules (“AAA Rules”) (the AAA Rules may be found online, without charge, for example by searching for “AAA Employment Arbitration Rules” using a service such as www.Google.com). However, provided, that if there is a conflict between the AAA Rules and this Agreement, this Agreement will govern. Unless the parties mutually agree otherwise, the Arbitrator will be an attorney licensed to practice law and vetted for fairness and experience in this area of law. Each party shall pay its own attorneys’ fees. Within a reasonable time after a demand for arbitration is served, the AAA will convene a telephone conference and the parties will strike names alternately from a list of (in most cases) seven possible arbitrators until only one name remains. The party who strikes first will be determined by a toss of a coin. The person whose name remains will serve as the Arbitrator. If for any reason, the chosen arbitrator cannot serve, AAA may unilaterally appoint a different arbitrator and restart the alternate striking selection process. If for any reason the AAA will not administer the arbitration, either party may apply to a court of competent jurisdiction for appointment of an arbitrator pursuant to 9 U.S.C. § 5.

6. INITIATING ARBITRATION. Any parties who wish to arbitrate a claim covered by this Agreement must make a written Request for Arbitration and deliver it to the other party by hand or mail no later than the expiration of the statute of limitations (deadline for filing that applicable law prescribes for the claim). The Request for Arbitration shall identify the claims asserted, the factual basis for the claims, and the relief or remedy sought. The Arbitrator will resolve all disputes regarding the timeliness or propriety of the Request for Arbitration and apply the statute of limitations that would have applied if the claim(s) had been brought in court.

7. RULES/STANDARDS GOVERNING PROCEEDING. The Arbitrator may award any remedy to which a party is entitled under applicable law, but remedies are limited to those that would be available to a party in his or her individual capacity in a court of law. This Agreement is intended to be interpreted by the Arbitrator, and no remedies that otherwise would be available under applicable law will be forfeited by this Agreement. Each party can take the deposition of one individual witness and any expert witness designated by another party. Each party also has the right to make requests for production of documents to any party.

The parties can jointly agree to more discovery, and either party can ask the Arbitrator to order more discovery. Each party will also have the right to subpoena witnesses and documents for the arbitration, including documents relevant to the case from third parties. At least thirty (30) days before the final hearing, the parties must exchange a list of witnesses, excerpts of depositions to be introduced, and copies of all exhibits to be used.

Unless the parties jointly agree otherwise, the arbitration will take place in or near the city and in the same state in which Employee is or was last employed by the COMPANY. The Arbitrator has the authority to hear and rule on pre-hearing disputes. The Arbitrator will have the authority to rule on a motion to dismiss and/or a motion for summary judgment by any party, consistent with Rule 12 or Rule 56 of the Federal Rules of Civil Procedure. The Arbitrator will issue a written decision or award, stating the essential findings of fact and conclusions of law. A court of competent jurisdiction will have the authority to enter judgment upon the Arbitrator’s decision/award.

8. PAYMENT OF FEES. The COMPANY will pay the Arbitrator’s and arbitration fees and costs, except for the filing fee as required by the AAA. If you are financially unable to pay a filing fee, the COMPANY will pay the filing fee, and you will be relieved of the obligation to pay the filing fee. Disputes regarding the apportionment of fees will be decided by the Arbitrator. Each party will pay for its own costs and attorneys’ fees, if any; but if any party prevails on a claim which affords the prevailing party costs or attorneys’ fees, the Arbitrator may award costs and fees to the prevailing party as provided by law.

9. ENTIRE AGREEMENT/SEVERABILITY. This Agreement replaces all prior agreements regarding the arbitration of disputes and is the full and complete agreement relating to the arbitration of disputes covered by this Agreement. If any portion of this Agreement is deemed unenforceable, the unenforceable portion will be severed from the Agreement and the remainder of the Agreement will remain in full force and effect. This Agreement will survive the termination of Employee’s employment and the expiration of any benefits. This Agreement will also continue to apply notwithstanding any change in Employee’s duties, responsibilities, position, or title, or if Employee transfers to any affiliate of the COMPANY. This Agreement does not alter the “At-Will” status of Employee’s employment. Notwithstanding any contrary language in any COMPANY policy or employee handbook, this Agreement may not be modified or terminated absent consent by both parties.

CONSIDERATION. The COMPANY and Employee agree that the mutual obligations by the COMPANY and Employee to arbitrate disputes provide adequate consideration for this Agreement.

Consent for Mutual Arbitration Agreement:

Prefix

First Name *

Middle Name

Last Name *

Phone *

Email Address *

Please confirm your consent: *Yes, I confirmNo, I do not confirm

Page 6: Proprietary Information and Protective Covenance Agreement

Proprietary Information and Protective Covenance Agreement

This Proprietary Information and Protective Covenants Agreement (“Agreement”) is entered into by and between ____________ (“Employee”) and GFC Services LLC, and assigns to which Employee provides services, if any (collectively “COMPANY”), and shall become effective immediately upon Employee’s employment with COMPANY. Employee and the COMPANY are referred to individually as a “Party” and collectively as the “Parties” for purposes of this Agreement.

In consideration of the mutual representations, warranties, covenants, and agreements set forth below, and for other good and valuable consideration, including Employee’s employment and/or continued employment and for that consideration, the receipt and sufficiency of which is hereby acknowledged, Employee and COMPANY agree as follows:

SPECIAL RELATIONSHIP OF TRUST AND DUTY OF LOYALTY.

The COMPANY is engaged in the business of providing comprehensive non–medical home care services (“Business”). COMPANY is placing Employee in a special position of trust and confidence. In reliance upon the protective covenants in this Agreement, COMPANY is prepared to entrust Employee with one or more of the following lines of key Proprietary Information (defined below), marketing plans, prospective clients and referral sources, and strategic planning related to the Business and/or COMPANY. Employee recognizes and agrees that COMPANY would not be providing these benefits of employment in the absence of Employee’s promise contained herein.

PROPRIETARY INFORMATION.

Employee understands that, by virtue of Employee’s employment with the COMPANY, Employee will acquire, create, and be exposed to Proprietary Information of the COMPANY. For purposes of this Agreement, “Proprietary Information” is defined as follows:
All ideas, information, and materials, tangible or intangible, not generally known to the public, relating in any manner to the business of the COMPANY, its products and services (including all trade secrets, fee lists, officers, directors, and customers), financial resources, customers, vendors, and affiliates, and all others with whom it does business, its trade secrets, and financial information, including, without limitation, revenue sources, profit margins, pricing data, sales information, customer identities and preferences, referral sources, commissionable amounts payable with respect to sales revenue, individual facilities’ profitability, operating margins, operating expenses, gross profit charts, and pro-forma statements, project time methods, price and cost data, pending projects and proposals, or marketing or service strategies that Employee learns or obtains during Employee’s employment with the COMPANY.
All non-public information of any person or entity owned by, controlled by, or affiliated with the COMPANY, and the non-public information of any other person or entity to which the COMPANY owes a duty of confidentiality.

iii. Proprietary Information does not include public domain information or information in the public domain that is generally known within the industry or professions in which COMPANY engages in Business, (i) information that becomes publicly known through lawful means and without breach of this Agreement or a similar agreement binding on a third party, or (ii) non-privileged employee skill or skill set, and (iii) information lawfully acquired by a non-management employee about wages, hours, or other terms and conditions of non-management employees solely for his or her own personal benefit.

During and after Employee’s employment with the COMPANY, Employee shall hold in trust and confidence all Proprietary Information. Employee shall not disclose any Proprietary Information to any person outside the COMPANY without the written approval of an authorized officer of the COMPANY. Employee shall also use Proprietary Information for business purposes on behalf of the COMPANY or as may be required by law. In the course of employment (and any employment activities beyond employment), Employee shall comply with all of the COMPANY’s policies, procedures, regulations, or directives relating to the protection and confidentiality of Proprietary Information.
Upon separation of Employee’s employment with the COMPANY for any reason, (i) Employee shall not use Proprietary Information, or disclose Proprietary Information to any third party, without the prior written consent of an authorized officer of the COMPANY, and (ii) Employee shall deliver to the COMPANY all documents, equipment, and data (including all copies, drafts, and records in any form) pertaining to any Proprietary Information, or relating directly or indirectly to the business of the COMPANY, which are in Employee’s possession or under Employee’s control.

anyone, for any purpose, unless expressly requested and authorized to do so in writing by an authorized corporate officer of the Company.

ii) Employee shall not retain or take with Employee any Proprietary Information in a Tangible Form (defined below). Employee shall not retain copies of any Proprietary Information, and Employee shall immediately deliver to the Company all Proprietary Information in a Tangible Form not otherwise returned or destroyed by the Company upon final and total control and all other property, equipment, documents, or things that Employee was issued or otherwise received or obtained during Employee’s employment with the Company, other than wage and benefit related materials provided to Employee as an employee. For purposes of this Agreement, an employee of the Company includes “Preferred Staff,” which includes per diem, W-2 staff, and/or agent for the Company, or an independent or other member, or other service user or contractor for the Company.

iii) Pursuant to the Defense of Trade Secrets Act (“DTSA”), Employee shall not be held criminally or civilly liable under any U.S. federal or state trade secret law for the disclosure of a trade secret that (a) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and (ii) is made solely for the purpose of reporting or investigating a suspected violation of law, or (b) is made in a complaint or other document filed under seal in a lawsuit or other proceeding, such filing is made under seal. If Employee files a lawsuit against Company for retaliation by Company for reporting your or any suspected violation of law, Employee may disclose the trade secret to Employee’s attorney and use the trade secret information in the court proceeding (including filing it) so long as documents containing the trade secret are filed under seal and Employee does not disclose the trade secret except pursuant to court order. Nothing in this Agreement is intended to conflict with 18 U.S.C. § 1833(b) or create liability for disclosures of trade secrets that are expressly allowed by 18 U.S.C. § 1833(b).

NON-INTERFERENCE WITH BUSINESS RELATIONSHIPS.

Employee acknowledges that a simple agreement not to disclose or use the Company’s Proprietary Information, standing alone, would be inadequate to protect the Company from the kind of irreparable harm that could be caused by Employee improperly competing in certain types of conduct. In particular, Employee acknowledges the unique, by virtue of Employee’s employment with the Company. Employee has been given a developing and maintaining relationships with prospects, customers, vendors, referral sources, and others with whom the Company does business. As a result of these close and unique relationships, Employee will be in a position to develop significant goodwill with such parties, which goodwill can be obtained for the Company, and provide Employee with the ability to improperly impair or eliminate the business of such persons if Employee were to assist in the business of a competitor of the Company. Accordingly, to help prevent irreparable harm in the loss of Company’s customer goodwill, Employee agrees as follows:
While employed and for a period of one year following the termination of Employee’s employment with the Company (whatever the cause), Employee will not, directly or through another party, including a Restricted Customer’s family member, Consultant, solicit, or communicate with a Restricted Customer or Restricted Referral Source of the Company for the purpose of encouraging, causing, or inducing such Restricted Customer or Restricted Referral Source to cease or reduce doing business with Company or modify their relationship with the Company to the Company’s detriment, or divert in-home care or related opportunities to a competing business. If Employee assists any such person or entity in so doing, “Restricted Customer” is a Company customer, prospect, or former customer; “Restricted Referral Source” is an individual or business-related contact or dialog with whom Employee received Proprietary Information during the Look Back Period. “Federal Source” means a federal payment or any other head or person or other customer/patient that relates to the Company during the Look Back Period. “Referral Source” specifically includes, but is not limited to, any physician, surgeon, medical director, hospital, nursing home, therapist, hospice, rehabilitative center, independent contractor, patient family member, patient, or client of the Company; and all referring medical service providers or representatives of any such organization. This includes any individual or business including facilities, agencies, physicians, or similar referring individuals, vendors, providers, or arrangers of the provision of in-home senior care services, or any nursing or clerical staff under the supervision of the foregoing. A “Restricted Referral Source” is a Referral Source with whom Employee had non-privileged contact or an arrangement during or about when Employee provided her/his care during the Look Back Period. “Look Back Period” refers to the last year of Employee’s employment with Company. “Competing Business” means a person or entity other than the Company that is engaged in the Business or planning to become engaged in the Business within 50 miles of any location at which Employee worked on behalf of the Company.

NON-SOLICITATION OF PERSONNEL.

During Employee’s employment with the Company and for one (1) year thereafter, Employee shall not, directly or through others, hire or cause to be hired, a Covered Employee to work for a Competing Business or communicate with a Covered Employee for the purpose of interfering with or severing the Covered Employee’s employment or engagement with the Company. A “Covered Employee” is any employee or independent contractor of Company or any present or prospective affiliates of Company with whom the Employee had business contact or acquired knowledge of through legitimate means during the last year of Employee’s service with the Company or about whom Employee has Proprietary Information.

relationship with the Company for the purpose of working for a Competing Business. A “Covered Employee” is an employee of the Company who Employee had business-related communications with or about whom Employee learned Proprietary Information during the last year of Employee’s employment with the Company. This Section does not apply to the publication of job advertisements or listings to the general public (i.e., listings on internet job boards) that are not directed to one or more specific employees of the Company or the employees of the Company generally.

Employee acknowledges that breach of the Non-Solicitation provision will subject the Company to irreparable harm which is not easily calculable in monetary terms. The damage caused by each Covered Employee is the sum of the applicable Employee’s annual compensation as liquidated damages and not a penalty or violation. Employee agrees that the amount of damages the Company would suffer in the event of a breach in engaging in efforts to replace the Covered Employee, train a replacement employee, and lost opportunity from the loss of a significant employee is not susceptible to calculation with certainty. Accordingly, the annual compensation figure is a reasonable estimate of the damages in Employee’s breach. The Company will not likely incur for each breach all, but that is a measure of them.

5. RETURN OF DOCUMENTS AND MATERIALS.

Immediately upon the termination of Employee’s employment at any time if requested by the Company, Employee shall return all property of the Company, including but not limited to property, information, and further including computer software, software usage, media, operating systems, networks, accounts, e-mail accounts and systems, access credentials, documents, files, vehicles, devices, customer and employee lists and contacts, and all other Company property of any type, written, graphic, or electronic. After returning all property to the Company, Employee agrees to permanently delete from personal devices any copies of files of any Company property provided or in any application or software. Employee shall not make or retain any copies of such property or permit any other unauthorized appropriation or removal of Company property.

PROPRIETARY INFORMATION OF OTHERS / COMPLIANCE WITH LAWS.

Employee shall not breach any lawful, enforceable agreement to keep in confidence, or to refrain from using, the nonpublic ideas, information, or materials of a third party, including, but not limited to, a former employer or present or former customer. Employee shall not bring any such ideas, information, or materials to the Company, or use any such ideas, information, or materials in connection with Employee’s employment by the Company. Employee shall comply with all national, state, local, and other laws, regulations, and ordinances. Nothing in this Agreement shall eliminate, reduce, or otherwise remove any legal duties or obligations that Employee would otherwise have to the Company through common or statutory law.

RIGHTS AND REMEDIES UPON BREACH.

The Parties agree that in the event of a breach, or threatened breach, of any of the provisions of this Agreement, the non-breaching Party—in aid of arbitration if Employee is subject to an arbitration agreement (as provided), or by a court of competent jurisdiction—shall have the right and remedy to have each and every one of the covenants or agreements in this Agreement specifically enforced and the right and remedy to obtain temporary and permanent injunctive relief. Employee acknowledges and agrees that any breach or threatened breach of any of the covenants and agreements contained herein would cause irreparable harm to the Company and that money damages would not provide an adequate remedy at law for any breach or threatened breach. Moreover, if Employee breaches or threatens to commit a breach of this Agreement during Employee’s employment with the Company, Employee may be subject to immediate termination. In the event the Company prevails in seeking to enforce Sections 1 through 4 of this Agreement, the prevailing Party shall be entitled to recover all reasonable attorneys’ fees, costs, and expenses, including any expert fees, that it incurred in connection with any such proceeding.

SEVERABILITY / BLUE-PENCIL.

The Parties acknowledge and agree: (a) that if any duly-appointed arbitrator (if applicable) or court of competent jurisdiction subsequently determines that any of the restrictions, covenants, or any part thereof, is invalid or unenforceable, the remainder of such covenant and agreements shall not thereby be affected, and shall be given full effect without regard to the invalid portion; and (b) that if such arbitrator or court determines that any of the covenants and agreements or part thereof is invalid or unenforceable because of the duration or scope of such provision, such arbitrator or court shall have the power to reduce or modify the duration or scope of such provision, as the case may be, and in its reduced or modified form, such provision shall then be enforceable to the maximum extent permitted by applicable law.

GOVERNING LAW.

This Agreement shall be construed, interpreted, and governed in accordance with either (a) the laws of Maryland, or (b) in the event of a breach of any of the covenants contained in Sections 1 through 4, the law of the state where such breach actually occurs, depending on whichever choice of law shall ensure to the maximum extent that the covenants shall be enforced, irrespective of any conflict of law rules.

ENTIRE AGREEMENT / MODIFICATION / NO WAIVER.

This Agreement (a) represents the entire agreement of the Parties with respect to the subject matter hereof, (b) shall supersede any and all previous contracts, arrangements, or understandings between the Parties hereto with respect to the subject matter hereof, and (c) may not be modified or amended except by an instrument in writing signed by each of the Parties hereto or by order of a court of competent jurisdiction or duly-appointed arbitrator. This provision does not supersede any arbitration agreement, compensation agreement, or other agreement executed by Employee that does not pertain to the subject matter of this Agreement.

PARTIES IN INTEREST / ASSIGNMENT / SURVIVAL.

Neither this Agreement nor any of the rights, interests, or obligations under this Agreement shall be assigned, in whole or in part, by operation of law or otherwise, by Employee. The Company may sell, assign, and transfer all of its rights, title, and interests in this Agreement without the prior consent of Employee, whether by operation of law or otherwise, in which case this Agreement shall remain in full force after such sale, assignment, or other transfer and may be enforced by any successor, assignee, or transferee of all or any part of the Company’s business as fully and completely as it could be enforced by the Company, and the Company in the case of any sale, assignment, or other transfer of a part, but not all, of the business. Employee’s duties and obligations under this Agreement shall survive the termination of Employee’s employment with the Company and shall, likewise, continue to apply and be valid notwithstanding any change in Employee’s duties, compensation, responsibilities, position, or title and/or the assignment of this Agreement by the Company.

Consent for Mutual Arbitration Agreement:

Prefix

First Name *

Middle Name

Last Name *

Phone *

Email Address *

Please confirm your consent: *Yes, I confirmNo, I do not confirm