1 CIT/ESERVER
`
`JURY DEMAND
`
`FILED
`9/11/2024 10:58 AM
`FELICIA PITRE
`DISTRICT CLERK
`DALLAS CO., TEXAS
`Belinda Hernandez DEPUTY
`
`Plaintiff,
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`JORDAN KAHN MUSIC
`COMPANY, L.L.C,
`
`
`
`v.
`
`SAM RISEBOROUGH,
`
`
`
`Defendant.
`
`DC-24-15726
`CAUSE NO. _____________
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`§
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`IN THE DISTRICT COURT
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`DALLAS COUNTY, TEXAS
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`
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`44th
`_____ JUDICIAL DISTRICT
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`
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`TO THE HONORABLE JUDGE OF SAID COURT:
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`PLAINTIFF’S ORIGINAL PETITION
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`COMES NOW Plaintiff Jordan Kahn Music Company, LLC. and files this its Original
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`Petition complaining of Defendant Sam Riseborough and would show this Court as follows:
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`I.
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`DISCOVERY CONTROL PLAN
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`1.
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`Discovery in this case is intended to be conducted under a Level 3 Discovery
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`Control Plan pursuant to Rule 194.4 of the Texas Rules of Civil Procedure.
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`II.
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`PARTIES
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`2.
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`Plaintiff Jordan Kahn Music Company L.L.C. (“JKMC”) is a limited liability
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`company formed under the laws of the State of Texas.
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`3.
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`Defendant Sam Riseborough (“Riseborough”) is an individual resident of Dallas
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`County and can be served at 924 Blue Jay Lane, Coppell, Texas 75019 or wherever he may be
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`found.
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 1
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`III.
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`JURISDICTION, VENUE AND CLAIM FOR RELIEF
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`4.
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`5.
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`The damages sought herein are within the jurisdictional limits of this Court.
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`Venue is proper in Dallas County, Texas in this Court pursuant to Section 15.002(2)
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`of the Texas Civil Practice & Remedies Code, as it is the county of Defendant’s residence at the
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`time the causes of action accrued.
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`6.
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`Pursuant to Texas Rule of Civil Procedure 47, Plaintiffs seek monetary relief in
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`excess of $1,000,000.1
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`IV.
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`FACTUAL BACKGROUND
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`7.
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`JKMC is one of the largest private event companies in the nation, which provides
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`live bands and entertainment for weddings, corporate galas and other events. Established in 2014,
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`JKMC has grown from one to thirty bands and provides other live entertainment, including
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`headliners and immersive events. JKMC has provided entertainment throughout the United States
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`and in foreign venues.
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`8.
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`JKMC has an extensive network of musicians and other entertainers who contract
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`with JKMC to perform. JKMC likewise has developed expansive contacts among event planners.
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`In order to serve its clients, JKMC has developed a highly automated Customer Relationship
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`Management platform to match entertainers with clients. JKMC has spent millions of dollars
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`developing its relationships and its brand.
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`
`1
`JKMC has not yet determined the amount of damages caused by Riseborough and may
`modify this number after discovery.
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 2
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`9.
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`In order to meet its growing demand, JKMC has hired a sales team to maintain
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`JKMC’s existing relationships, develop new relations, enter into contracts with clients and conduct
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`any necessary follow-up work to ensure a top entertainment experience for the client.
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`10.
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`Riseborough was retained by JKMC as sales representative on an independent
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`contractor basis. Attached hereto as Exhibit “A” is a true and correct copy of a Confidential Asset
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`Purchase, Non-Disclosure and Independent Contractor Agreement (the “Agreement”) dated
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`January 1, 2020. As a sales representative, Riseborough was paid over $1 million during his
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`association with JKMC. Pursuant to the Agreement:
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`a. JKMC retained Riseborough as an exclusive sales representative for $160,000,
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`payable in 52 separate, weekly installments, plus commission of 1.6% of JKMC
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`revenue created by Riseborough;
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`b.
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`Riseborough assigned to JKMC all intangible assets owned by him and used in
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`connection with his existing live entertainment business;
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`c.
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`JKMC agreed to provide Riseborough confidential data and trade secrets, including
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`pricing information, client/customer information, vendor information, event
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`planner contact information, methods of doing business, band pay information,
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`personnel information, financial information, operational data, audio recordings,
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`show production elements, choreography, backing and other tracks, arrangements,
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`creative ideas, videos, photos, websites, software including FileMaker, software
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`functionality and features, marketing plans, and other confidential information
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`(defined herein as "Confidential Information"); and
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`d.
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`Riseborough agreed not to disclose any of JKMC's Confidential Information during
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`or after his association with JKMC and further agreed that all Confidential
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 3
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`Information would remain the sole and exclusive property of JKMC, including
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`Confidential Information that Riseborough developed in connection with his
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`association with JKMC.
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`11.
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`Due to performance issues, JKMC terminated the Agreement and its relationship
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`with Riseborough by letter dated August 12, 2024. In the termination letter, JKMC reminded
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`Riseborough of his confidentiality obligations under the Agreement. In the termination letter,
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`JKMC further instructed Riseborough to immediately return all property that belongs to JKMC,
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`including information that he had electronically stored, passwords, files, records, customer
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`information, drafts of documents, and other intangible assets and Confidential Information.
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`Riseborough failed to comply with this demand.
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`12.
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`JKMC has determined that Riseborough has violated the Agreement by sending the
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`following Confidential Information of JKMC to his girlfriend, an event planner: a) JKMC’s profit
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`margin; b) internal JKMC sales figures; c) confidential JKMC documents; and d) confidential
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`Customer Relationship Management information of the top JKMC clients. Moreover, Riseborough
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`also sent from his work email address to his personal email address a link to a list of attendees at
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`a luxury wedding conference that JKMC had paid Riseborough to attend. This list included the
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`names and contact information of many wedding planners and vendors with whom he could do
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`business in the future. In addition, JKMC has determined that Riseborough fraudulently submitted
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`expense approval requests to cause JKMC to pay for expenses for his girlfriend.
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`13.
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`JKMC issues company phone numbers to sales representatives such as Riseborough
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`with strict instructions that all business calls are to be made on the company phones numbers and
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`not on their personal phone numbers. The purpose of this policy is twofold: a) first, so that JKMC
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`would have records of the calls with its clients; and b) second, so that if the relationships with a
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 4
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`sales representative was to be terminated, future calls from JKMC clients would be directed to a
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`JKMC phone number to be monitored by another sales representative. JKMC, however, has
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`determined that Riseborough used his personal phone number extensively while on company
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`business. Thus, Riseborough had JKMC client information on his cell phone, and JKMC clients
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`with whom Riseborough dealt would most likely call Riseborough directly on his number for
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`future needs.
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`14.
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`Upon information and belief, Riseborough intends to use JKMC’s Confidential
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`Information post-termination to continue communicating with JKMC clients, thus competing with
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`JKMC using its own Confidential Information.
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`V.
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`CAUSES OF ACTION
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`A.
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`COUNT ONE: BREACH OF CONTRACT
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`15.
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`16.
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`JKMC re-alleges the factual allegations set forth above.
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`JKMC and Riseborough entered into the Agreement, a valid and enforceable
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`contract. JKMC performed under the Agreement. As described above, Riseborough materially
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`breached the Agreement by disclosing and using Confidential Information. JKMC sustained
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`damages as a result of that breach.
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`17.
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`JKMC seeks judgment against Riseborough for damages which were proximately
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`caused by his breach, in addition to attorney fees.
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`B.
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`COUNT TWO: MISAPPROPRIATION OF TRADE SECRETS
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`18.
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`19.
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`JKMC re-alleges the factual allegations set forth above.
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`JKMC asserts a cause of action against Riseborough under the Texas Uniform
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`Trade Secrets Act, TEX.CIV.PRAC.&REM. CODE, §§ 134A.001 et seq.
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 5
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`20.
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`JKMC created and owned the Confidential Information described above which
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`constitutes trade secrets under Texas law. JKMC has taken reasonable measures under the
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`circumstances to keep the Confidential Information secret, and the Confidential Information
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`derives independent economic value, actual or potential, from not being generally known to, and
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`not being readily ascertainable through proper means by, another person who can obtain economic
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`value from the disclosure or use of the Information. As such, the Information constitutes “trade
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`secrets” as that term is defined by TEX.CIV.PRAC.&REM. CODE, §134A.002(6).
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`21.
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`Riseborough misappropriated the Information, as that term is defined by
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`TEX.CIV.PRAC.&REM. CODE, §134A.002(3) in that Riseborough acquired, used and/or disclosed
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`the Confidential Information through improper means. As described above, the Confidential
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`Information was provided to Riseborough under a nondisclosure agreement for the express and
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`limited purposes set forth in the Agreement.
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`22.
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`Pursuant to TEX.CIV.PRAC.&REM. CODE, §134A.004(a), JKMC seeks judgment
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`against Riseborough for the losses caused by the misappropriation. The misappropriation
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`described herein by Riseborough was both willful and malicious; accordingly, pursuant to
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`TEX.CIV.PRAC.&REM. CODE, §134A.004(b), JKMC seeks recovery of exemplary damages.
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`Further, pursuant to TEX.CIV.PRAC.&REM. CODE, §134A.005 JKMC seeks recovery of its
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`attorneys' fees.
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`C.
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`COUNT THREE: BREACH OF FIDUCIARY DUTY
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`23.
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`24.
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`JKMC re-alleges the factual allegations set forth above.
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`Riseborough was a fiduciary of JKMC by virtue of his position as key
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`representative and by virtue of the level of trust that Riseborough had built up with JKMC.
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 6
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`

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`Riseborough breached his fiduciary duty to JKMC by misappropriating the Confidential
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`Information.
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`25.
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`JKMC suffered damages as a result of this breach of fiduciary duty. Accordingly,
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`JKMC requests this Court enter judgment against Riseborough for the amount of all such damages.
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`26. Moreover, the actions of Riseborough described above were committed with
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`“malice” as that term is defined in TEX.CIV.PRAC.&REM. CODE §41.001(7) of the Texas Civil
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`Practices & Remedies Code. Accordingly, pursuant to TEX.CIV.PRAC.&REM. CODE, Chapter 41,
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`JKMC seeks exemplary damages against Riseborough.
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`D.
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`COUNT FOUR: INJUNCTIVE RELIEF.
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`27.
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`28.
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`JKMC re-alleges the factual allegations set forth above.
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`Riseborough has committed and is expected to continue to commit wrongful acts
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`by disclosing and wrongfully using the Confidential Information. After an evidentiary hearing,
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`JKMC requests this Court issue a temporary injunction against Riseborough, his agents,
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`representatives, and anyone acting on his behalf, until final trial on the merits, from:
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`a.
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`b.
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`Disclosing or using any Confidential Information;
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`Using the non-company phone number which he used to take business calls,
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`described above, in express violation of JKMC policy; and
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`c.
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`Destroying, falsifying, tampering with or hiding any documents, whether in
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`hard paper form or in electronic form, which were taken by Riseborough from JKMC or
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`with created or used in connection with his associate with JKMC.
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`29.
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`JKMC further seeks “mandatory” injunctive relief against Riseborough, his agents,
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`representatives, and anyone acting on his behalf, ordering them to:
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 7
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`a.
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`return the originals of any documents, whether in hard paper form or in
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`electronic form, which were taken by Riseborough from JKMC or were created or used in
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`connection with his association with JKMC; and
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`b.
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`Immediately report to JKMC all phone calls, text messages or other
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`communication which he has received from any client, vendor, event planner, musician of
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`JKMC on his personal phone number prior to the entry of an injunction and thereafter
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`within twenty-four (24) hours of receiving such communication.
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`30.
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`JKMC further requests that this Court, after a final trial on the merits, issue a
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`permanent injunction against Riseborough, his agents, representatives, and anyone acting on his
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`behalf, from:
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`a.
`
`b.
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`Disclosing or using any Confidential Information; and
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`Using the non-company phone number which he used to take business calls,
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`described above, in express violation of JKMC policy.
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`31.
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`JKMC further requests that this Court, after a final trial on the merits, issue a
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`mandatory permanent injunction against Riseborough, his agents, representatives, and anyone
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`acting on his behalf, ordering them to immediately report to JKMC all phone calls, text messages
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`or other communication which he has received from any client, vendor, event planner, musician of
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`JKMC on his personal phone number within twenty-four (24) hours of receiving such
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`communication.
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`VI.
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`JURY DEMAND
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`32.
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`JKMC requests a trial by jury on all issues so triable.
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
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`Page 8
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`WHEREFORE, PREMISES CONSIDERED, Plaintiff Jordan Kahn Music Company,
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`L.L.C. respectfully requests that Defendant Sam Riseborough be cited to appear and answer herein
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`and that upon final hearing Plaintiff have judgment against him as requested herein, in addition to
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`pre and post judgment interest, and for such other and further relief as to which it may be justly
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`entitled.
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`
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`Respectfully submitted,
`
`/s/ Ernest W. Leonard .
`Ernest W. Leonard
`Texas State Bar No. 12208750
`eleonard@fflawoffice.com
`Friedman & Feiger, L.L.P.
`17304 Preston Road, Suite 300
`Dallas, Texas 75252
`972-788-1400 – Phone
`972-788-2667 – Facsimile
`
`ATTORNEY FOR PLAINTIFF JORDAN
`KAHN MUSIC COMPANY, L.L.C.
`
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`PLAINTIFF’S ORIGINAL PETITION
`1101465
`
`Page 9
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`

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`CONFIDENTIAL ASSET PURCHASE,
`NON-DISCLOSURE, CONFIDENTIA LITV,
`AND INDEPENDENT CONTRACTOR AGREEMENT
`Tl us AGREEMENT is entered into between Jordan Kahn Music Company, LLC ("JKMC")
`and Sam Riseborough ("Riseborough"), effective January I, 2020 (the "Effective Date").
`
`WHEREAS, JKMC conducts business of entertainment, including live performances by
`musical bands, in interstate commerce; and
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`WHEREAS, JKMC has expended and expends considerable time, money, and effort in
`developing confidential information and trade secrets, and establishing good will;
`
`WHEREAS, Riseborough also is engaged in the business of entertainment, including live
`performances by musical bands (the "Existing Riseborough Business");
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`WHEREAS, JKMC desires to purchase intangible property used by Riseborough in
`connection with the 1;:xisting Riseborough Business, and Riseborough desires to sell such assets to
`JKMC;
`
`WHEREAS, Riseborough desires to become associated with JKMC;
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`WHEREAS, Riseborough, during the course of his association with JKMC will be given
`access to JKMC's confidential information and trade secrets, including confidential information
`of JKMC's clients, and other confidential information described in more detail in Section 4 below;
`and
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`WHEREAS, JKMC wishes reasonably to protect its confidential information and trade
`secrets from unfair competition by Riseborough.
`
`Now THEREFORE, in consideration of the mutual promises and agreements set forth herein,
`JKMC and Riseborough agree as follows:
`
`I . Monetary Consideration.
`
`a.
`One-Time Payment. JKMC will deliver a one-time payment of $100,000 to
`Riseborough within seven days after the Effective Date of this Agreement.
`
`b.
`Exclusjve Sales Representative. Riseborough will work as an exclusive sales
`representative for JKMC for 12 months following the Effective Date of this Agreement. JKMC
`will pay Riseborough independent contractor compensation of $160,004, payable in 52 separate,
`weekly installments of $3,077. The first weekly installment is due to be delivered to Riseborough
`seven days following the Effective Date of this Agreement. During this 12-month period, JKMC
`agrees that Riseborough is permitted to take two weeks of vacation.
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`HIGHLY CONFIDENTIAL AGREEMENT
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`PAGE 1 OF6
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`EXHIBIT A
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`

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`Commissions. During this 12-month Exclusive Sales Representative period, JKMC
`c.
`agrees to pay Riseborough a commission of 1.6% of JKMC revenue created by Riseborough. The
`foregoing commission does not apply to revenues received for any JKMC sales for which JKMC
`is obligated to pay a commission to any third booking agent.
`
`Extension of Independent Contractor Relationship. The parties contemplate the
`d.
`possibility that they will both desire for Riseborough to continue to be employed by JKMC as an
`independent contractor sales representative following expiration of the initial 12-month period.
`However, no such agreement to extend Riseborough employment as a sales representative shall be
`enforceable unless it is made in a separate writing and signed by both Riseborough and JKMC. In
`absence of such a writing, the parties agree that any work Riseborough performs for JKMC
`following expiration of the initial 12-month period will be as an at-will independent contractor,
`and that JKMC may terminate any continued relationship at any time with or without cause.
`
`Confidentiality of Monetary Consideration. Riseborough agrees Section 1 of this
`e.
`Agreement is and shall be treated as Confidential Information in accordance with Section 4 of this
`Agreement.
`
`2. Acquired Intangible Assets. Effective as of the Effective Date of this Agreement, Rise borough
`hereby sells, assigns, and transfers to JKMC all of the following intangible assets owned by
`Riseborough and used in connection with the Existing Riseborough Business: All trademarks,
`trade names, business names, domain names, websites, designs, processes, inventions, know-how,
`ideas, trade secrets, patents, licenses (as licensee or licensor), software, including any customer
`relationship management software and any data included therein, copyrights, applications with
`respect to any of the foregoing, technical information, customer lists, sales and promotional
`materials, creative materials, confidential information and data, and all other intellectual property
`rights of any kind or nature, as well as all rights thereunder and all goodwill associated therewith
`(collectively, the "Acquired Intangibles"). Riseborough covenants to cooperate with JKMC in
`taking any further action necessary to make effective the transfer of any of the Acquired
`Intangibles to JKMC, including signing any documents JKMC determines in its sole discretion are
`necessary to accomplish the objectives of this Agreement. Riseborough further acknowledges that
`portions of the Acquired Intangibles, including but not limited to information regarding customers
`associated with the Existing Riseborough Business, constitute confidential data and trade secrets,
`and Riseborough agrees that following transfer of such confidential data and trade secret Acquired
`Intangibles to JKMC he will treat the same as JKMC's Confidential Information under this
`Agreement.
`
`3. Intellectual Property. Riseborough acknowledges that all patents, copyrights, trademarks, trade
`secrets, know-how, and other proprietary property used in connection with JKMC's business (the
`"Intellectual Property") is the property of JKMC and Riseborough has no rights to such property,
`despite Riseborough's association with JKMC.
`
`Assignment of Copyrights. Riseborough acknowledges that a work-made-for-hire
`a.
`relationship exists between JKMC and Riseborough. However, to the extent that doctrine may not
`be applicable or effective to assign all copyrights created by Riseborough in the course of his or
`her association with JKMC, Riseborough hereby assigns, transfers, and conveys unto JKMC, its
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`HIGHLY CONFIDENTIAL AGREEMENT
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`PAGE20F6
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`

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`successors and assigns, all right, title, and interest in and to the copyright in any software,
`documentation, or other materials and creative works designed, developed, or authored by
`Riseborough, individually or with other consultants of JKMC, in connection with any work
`created by Riseborough on behalf of JKMC, and Riseborough hereby transfers and conveys to
`JKMC the right to recover for past and future infringement of the copyrights assigned herein.
`
`Electronic Files. Riseborough acknowledges and agrees that any electronic files
`b.
`created or altered by Riseborough relating to the business of JKMC during Riseborough's
`association with JKMC belongs to and is owned by JKMC, even if such files are created on
`Riseborough's own personal computer, smart phone, or PDA. As used herein, "Electronic File"
`is defined to include emails, electronic documents such as Word files and other computer media,
`contact information in electronic format, software, passwords and logins, backing and other tracks,
`and the like. To the extent not already assigned by Section 3(a) of this Agreement, Riseborough
`hereby assigns to JKMC all of Riseborough's rights in the Electronic Files.
`
`4. Confidential Information. JKMC has provided or promises that it will provide Riseborough
`with access to certain of its confidential data and trade secrets, which may include but is not limited
`to pricing information, client/customer information, vendor information, event planner contact
`information, methods of doing business, band pay information, personnel information, financial
`information, operational data, audio recordings, show production elements, choreography, backing
`and other tracks, arrangements, creative ideas, videos, photos, websites, software including
`FileMaker, software functionality and features, marketing plans, and other confidential
`infonnation (collectively, "Confidential Information"), which Riseborough agrees is JKMC' s
`confidential information and trade secrets, and which Riseborough agrees is necessary to be able
`to perform his/her job duties in the course of his association with JKMC. Riseborough
`acknowledges that such information is safeguarded by JKMC as JKMC's trade secrets.
`Riseborough also acknowledges that JKMC's relationships with certain third parties, including
`JKMC's clients and customers, may be covered by confidentiality agreements and that he/she has
`been advised that even the fact that a relationship exists between JKMC and these third parties
`may be confidential.
`
`5. Riseborough's Acknowledgment. Riseborough understands and acknowledges that JKMC has
`expended substantial sums of money and other resources for live performance production,
`advertising, public relations work, establishing good will, and otherwise to develop JKMC's
`business and that JKMC will provide Riseborough with training in JKMC's methods of operation.
`In consideration of the valuable benefits Riseborough will receive from JKMC, including the
`specialized training and access to the Confidential Information, and as a condition of
`Riseborough' s continued association with JKMC, Riseborough agrees as follows:
`
`Non-Disclosure Agreement. Riseborough will not, at any time during his or her
`a.
`association with JKMC disclose, furnish, or make accessible to any person, firm, corporation, or
`other entity, any of JKMC' s Confidential lnfonnation. Riseborough agrees that all Confidential
`Information, and all physical embodiments thereof, are confidential to and will be and remain the
`sole and exclusive property of JKMC, including Confidential Information that Riseborough
`developed in connection with his association with JKMC. Riseborough will not at any time after
`his or her association with JKMC is terminated, for any reason, use, disclose, furnish, or make
`
`HIGHLY CONFIDENTIAL AGREEMENT
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`PAGE30F 6
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`

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`accessible to any person, finn, corporation, or other entity, any of JKMC's Confidential
`Information. The Parties agree that the prohibitions in this Section 5(a) do not apply to information
`which is both (i) publicly available prior to Riseborough's disclosure of said information and (ii)
`not publicly known as a result of a breach of this Agreement.
`
`6. Duration of Agreement. This Agreement will be binding throughout the term of Riseborough's
`association with JKMC. This Agreement also will remain in full force and effect for such
`additional time thereafter as is necessary to assure compliance with the non-disclosure provisions
`of this Agreement, which are binding after the termination of Riseborough's association with
`JKMC.
`
`7. Tennination. Upon termination of Riseborough' s association with JKMC, Riseborough agrees
`to the following:
`
`Return of Property. Prior to or contemporaneously with the termination of
`a.
`Riseborough' s association for any reason, Riseborough will return all property of JKMC, including
`but not limited to all copies of all Acquired Intangibles, copies of all records (including but not
`limited to records regarding JKMC's business, prospects, and clients), Confidential Information
`(as defined in Section 4) and all materials containing Confidential Information, and any other
`property of JKMC or any of its affiliates that is in the possession, custody, or control of
`Riseborough. Riseborough acknowledges that a violation of this provision will cause JKMC
`irreparable hann for which JKMC will not have adequate legal remedy.
`
`8. Forfeiture of Consideration. Riseborough acknowledges that his
`disclosure after 1159 PM on December 29, 2019 to ANYONE,
`including but not limited to fellow JKMC employees or contractors, of
`JKMC's offer of or agreement to the monetary consideration
`described in Section 1 of this Agreement would cause JKMC such
`significant irreparable harm that he forfeits effective immediately the
`one-time payment set forth in Section l(a) and any further unpaid
`weekly payments specified in Section l(b ). Riseborough further
`agrees that as of the date of such forfeiture he is immediately
`obligated to pay JKMC a sum equivalent to the one-time payment
`described in Section l(a).
`
`9. Immunity from Liability of Confidential Disclosure. Riseborough acknowledges he or she
`understands that under the Defend Trade Secrets Act of 2016, an individual shall not be held
`criminally or civilly liable under any Federal or state trade secret law for the disclosure of a trade
`secret that: (a) is made is confidence to a Federal, State, or local government official, either
`directly or indirectly, or to an attorney and solely for the purpose of reporting or investigating a
`suspected violation of law; or (b) is made in a complaint or other document filed in a lawsuit or
`other proceeding, if such filing is made under seal.
`
`HIGHLY CONFIDENTIAL AGREEMENT
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`PAGt'. 4 OF 6
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`10. Severability. The provisions of this Agreement are severable. If any provision is found by
`any court of competent jurisdiction to be unreasonable and invalid, that determination will not
`affect the enforceability of the other provisions. RJSEBOROUGH EXPRESSLY AGREES THAT THE
`RESTRICTIONS SET FORTH IN THIS AGREEMENT ARE REASONABLE AND ENFORCEABLE BY JKMC AND
`DO NOT IMPOSE A GREATER RESTRAINT THAN NECESSARY TO PROTECT JKMC's GOOD WILL AND
`BUSINESS INTERESTS.
`
`11. Waiver. Failure of any party to insist upon strict compliance with any of the terms, covenants,
`and conditions hereof will not be deemed a waiver or relinquishment of the right to subsequently
`insist upon strict compliance with such term, covenant, or condition or a waiver or relinquishment
`of any similar right or power hereunder at any subsequent time.
`
`12. Notice. All notices under this Agreement will be given in writing and will be served upon the
`person to whom the notice is addressed personally or by certified mail, return receipt requested.
`Notices given to Riseborough will be at the home address of such person as indicated in JKMC' s
`records, or such other address as may hereafter be designated by Riseborough. Notices to JKMC
`will be addressed to JKMC's principal place of business at the time any notice is given.
`
`13. Governing Law/Forum Selection. This Agreement will be construed and governed in
`accordance with the laws of the State of Texas without application of choice-of-law provisions
`that would require application of the laws of another jurisdiction. By entering into this Agreement,
`Riseborough irrevocably submits himself to venue and jurisdiction of the state and federal courts
`in Collin County, Texas with regard to any dispute related to or arising under this Agreement and
`its enfor cement. Riseborough also hereby waives any challenge to venue and personal jurisdiction
`he ma)'j have to a lawsuit filed in a state or federal court in Collin County, Texas, relating to a
`dispute between the parties related to or arising under this Agreement and its enforcement.
`
`14. Entire Agreement. This instrument contains the entire agreement of the parties, and supersedes
`all prior or contemporaneous agreements, representations, or understandings, whether written or
`oral, with respect to the subject matter hereof. No provision of this Agreement may be changed
`or wai~ed except by an agreement in writing signed by the party against whom enforcement of
`any su h waiver or change is sought. No Riseborough manual, policy statement, or similar item
`issued rom time to time by JKMC will modify the terms of this Agreement in any way. Each
`party tp this Agreement represents and warrants that it relied on no previous statement,
`represeptation, or negotiation in entering into this Agreement, not otherwise contained in this
`Agree,ent.
`
`15. Successors and Assigns. This Agreement will be binding upon and will inure to the benefit
`of JKMC and its successors and assigns and Riseborough, his or her heirs and personal
`representatives. This Agreement will be automatically assigned, without any further action by
`JKMC or Riseborough, to any of JKMC's successors, subsidiaries, or affiliates with whom
`Riseborough may become associated. However, this Agreement is personal in nature and
`Riseborough will not, without the written consent of JKMC, assign or transfer this Agreement or
`any rights or obligations hereunder. Any such assignment without JKMC's prior written approval
`will have no effect.
`
`HIGHLY CONFIDENTIAL AGREEMENT
`
`PAGE: 5 OF 6
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`16. Mutual Understanding. Riseborough acknowledges that he or she has read the foregoing
`Agreement, fully understands the contents thereof, and is under no duress regarding its execution.
`
`IN WITNESS WHEREOF, the parties have set their hands hereto as of the date first above written.
`
`Title -
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`- - -- -- - - - - --
`
`SAM RISEBOROUGH
`
`SIGNATURE
`
`------
`
`HIGHLY CONFIDENTIAL AGREEMENT
`
`PAGE6 OF 6
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